Argosy issues Notice of Annual Meeting

Notice of
Annual Meeting
2021
Tuesday
29 June 2021
Royal New Zealand
Yacht Squadron
181 Westhaven Drive
Westhaven Marina
LocationDateVenue
Royal New Zealand Yacht Squadron
181 Westhaven Drive, Westhaven Marina
Auckland 1011
And online virtually through the web
platform web.lumiagm.com.

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2021
Notice
Notice is given that the annual meeting of shareholders of Argosy Property
Limited will be held at the Royal New Zealand Yacht Squadron, 181 Westhaven
Drive, Westhaven Marina, Auckland 1011 and online virtually through the web
platform web.lumiagm.com on Tuesday 29 June 2021 commencing at 2.00pm.
Agenda
CHAIRMAN’S INTRODUCTION
CHIEF EXECUTIVE OFFICER’S REVIEW
RESOLUTIONS
To consider, and if thought fit, pass the following resolutions.
Resolution 1
That Jeff Morrison be elected as a Director.
Resolution 2
That Stuart McLauchlan be elected as a Director.
Resolution 3
That, for the purposes of NZX Listing Rule 2.11.1, the maximum aggregate amount of remuneration
payable by the Company to Directors (in their capacity as Directors) be increased by $49,500 per annum,
from $778,500 per annum to $828,000 per annum, with effect on and from 29 June 2021.
Resolution 4
That the Board be authorised to fix the auditor’s fees and expenses.
Further information relating to these resolutions is set out in the Explanatory Memorandum
accompanying this Notice of Meeting. Please ensure you read and consider the resolutions
together with the Explanatory Memorandum.
By order of the Board of Argosy Property Limited.
Jeff Morrison
Chairman
Friday 28 May 2021

Royal New Zealand Yacht Squadron
181 Westhaven Drive, Westhaven Marina,
Auckland 1011
Tuesday, 29 June 2021
Commencing at 2pm
MEETING LOCATION:
CURRAN STREET
NORTHERN MOTORWAY

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2021
Important Notes
ENTITLEMENT TO VOTE
1. The persons who will be entitled to vote at
the annual meeting are those persons who
are registered on the Company’s share register
as holding fully paid ordinary shares in the
Company at 5pm on Sunday 27 June 2021.
2. The Company is holding a hybrid annual meeting
this year to allow shareholders who are unable to
attend in person to have the opportunity to attend
online through the web platform web.lumiagm.com.
By using the web platform, you will be able to watch
the annual meeting, vote and ask questions online
using your smartphone, tablet or desktop device.
Please refer to the enclosed Virtual Meeting Guide
for more information. If you wish to appoint a
proxy to attend online on your behalf, please ensure
that you provide their contact details (phone and
email) either in the enclosed proxy form or the
online proxy form in accordance with the
instructions in paragraphs 5 – 11.
CASTING YOUR VOTE
3. You may cast your vote in one of two ways:
—Personal attendance: If you wish you can attend
the meeting in person or participate virtually
via the web platform web.lumiagm.com.
—Appointing a proxy to vote: In accordance
with the instructions in paragraphs 5 – 11.
ORDINARY RESOLUTIONS
4. Each of the resolutions to be moved at the annual
meeting is an ordinary resolution. For an ordinary
resolution to be passed, it must be approved by a
simple majority of the votes of shareholders who
are entitled to vote and vote on the resolution,
in person or by proxy.
PROXIES AND VOTING
5. A shareholder entitled to attend and vote at the
meeting is entitled to appoint a proxy to attend and
vote instead of that shareholder. A proxy need not
be a shareholder. A proxy form is enclosed. If the
Chairman of the meeting is appointed to act as
proxy and is not directed how to vote, he will
vote in favour of each Resolution (other than
Resolution 3). Shareholders are also able to
appoint a proxy online.
6. In accordance with NZX Listing Rule 6.3.1, any
Director and any person who is an Associated
Person (as that term is defined in the NZX Listing
Rules) of a Director may not vote on Resolution 3.
If you appoint a Director or Associated Person of
a Director as your proxy, that person will only be
able to vote on Resolution 3 in accordance with
your express instructions, as set out in your proxy
form. Subject to the restrictions described above,
the Chairman and the directors will vote all
discretionary proxies, for which they have
authority to vote, in favour of each Resolution.
7. If you wish to appoint a proxy, you should
complete either the enclosed proxy form or
the online proxy form.
8. If you are completing the enclosed proxy form:
—All proxy forms must be signed by at least
one shareholder.
—In the case of joint shareholders, if the
shareholders appoint different voting proxies,
the vote of the proxy appointed by the first
named joint shareholder will be counted.
Seniority shall be determined by the order in
which the joint shareholders’ names stand in
Argosy Property Limited’s share register.
—If the proxy is signed under a power of attorney
or other authority, that power of attorney
or other authority or a certified copy of such
power of attorney or authority, if not previously
provided to the Company, must accompany
the proxy form, together with a completed
certificate of non-revocation.
—Completed proxy forms must be received by
the Company’s share registrar, Computershare
Investor Services Limited at Private Bag 92119,
Auckland 1142, New Zealand or at
corporateactions@ computershare.co.nz or
facsimile +64 9 488 8787, by no later than 2.00pm
on Sunday, 27 June 2021 (being 48 hours before
the meeting).
9. If you are using the online proxy form:
—Go to the Computershare InvestorVote
website at: www.investorvote.co.nz.
—Follow the instructions and prompts on the
website to complete your online proxy form.
Please note that you will need your CSN/
Shareholder Number and post code.
—The online proxy form must be submitted from
the website by no later than 2.00pm on Sunday
27 June 2021 (being 48 hours before the
meeting). Please note that the online proxy form
cannot be used to appoint a proxy under a power
of attorney or similar authority.
10. A proxy granted by a company must be signed by
a duly authorised officer or attorney who is acting
under the company’s express or implied authority.
If a representative of a shareholding company is to
attend the meeting, they must provide a Certificate
of Appointment of Corporate Representative to
Computershare Investor Services Limited, by no
later than 2.00pm on Sunday, 27 June 2021 (being
48 hours before the meeting), in the same manner
as for appointment of a proxy.
11. If you are attending the meeting and voting in more
than one capacity (e.g. also as proxy, attorney or
representative for one or more other shareholders),
you must fill out separate voting papers in respect
of each capacity in which you vote.

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2021
Explanatory Memorandum
DIRECTOR ELECTIONS (RESOLUTIONS 1–2)
In In accordance with Listing Rule 2.7.1, Directors must
not hold office past the third annual meeting following
the Director’s appointment or 3 years, whichever is the
longer. Those who retire are eligible for re-election at
the annual meeting.
Jeff Morrison and Stuart McLauchlan are to retire
at the 2021 annual meeting, and offer themselves
for re-election. The Board has determined that Jeff
Morrison and Stuart McLauchlan, if elected, will each
be an Independent Director (as defined in the NZX
Listing Rules). Brief profiles for Jeff Morrison and
Stuart McLauchlan are set out below.
DIRECTOR PROFILE:
Jeff Morrison
Director since July 2013
Mr Morrison has 40 years of experience as a property
lawyer, 29 of them as a commercial property partner
at Russell McVeagh, and now practises on his own
account. Mr Morrison is a trustee of the Spirit of
Adventure and other charitable trusts and holds a
number of private company directorships. Mr Morrison
is a qualified lawyer with a Bachelor of Laws degree
from The University of Auckland. He is also a member
of the Institute of Directors in New Zealand.
DIRECTOR PROFILE:
Stuart McLauchlan
Director since August 2018
Mr McLauchlan is a Senior Partner of GS McLauchlan
& Co Business Advisors and Accountants, a prominent
businessman and company director. He is a Director of
Scenic Hotels Group Limited, Dunedin Casinos Limited,
EBOS Group Limited and several other companies.
Mr McLauchlan is also Chairman of the NZ Sports Hall of
Fame, AD Instruments Pty Limited and Scott Technology
Limited. He is also a past President of the New Zealand
Institute of Directors. Mr McLauchlan is a qualified
accountant with a Bachelor of Commerce degree from the
University of Otago, an FCA from Chartered Accountants
Australia and New Zealand and is a Chartered Fellow of
the New Zealand Institute of Directors.
The Board recommends that you vote
IN FAVOUR OF Jeff Morrison and Stuart
McLauchlan’s election as Directors.
CONTINUED OVERLEAF

Reasons for the Board’s Recommendations
ELECTION OF DIRECTORS (RESOLUTIONS 1-2)
The Board wishes to ensure that it possesses the
appropriate blend of expertise, skills and experience,
having regard to the size of the Company and the
nature of its business. The Board supports the election
of Jeff Morrison and Stuart McLauchlan because the
Board considers they have the expertise to contribute
to the overall skill set required by the Board.
DIRECTORS’ REMUNERATION (RESOLUTION 3)
Under NZX Listing Rule 2.11.1 and the Company’s
constitution, no remuneration may be paid to a
Director in his or her capacity as a Director of the
Company, or as a director of a subsidiary (other than a
listed subsidiary), unless such remuneration has been
authorised by an ordinary resolution of shareholders.
The Company currently has approval to pay a
maximum of $778,500 in aggregate to Directors for
their remuneration as Directors, which is being paid
as set out in the table below. The Board last reviewed
Directors’ remuneration in 2019. Since then, the
regulatory landscape in which the Company operates
has continued to change, with increased regulatory
risk and obligations (particularly with respect to
carbon emissions/climate change and with the
Company’s green bond programme) resulting in
increased demand on Directors’ time and broadening
their scope of responsibilities in monitoring and
assessing legal and regulatory compliance.
The Company considers it desirable to attract
and retain high performing Directors whose skills
and experience are well suited to the Company’s
requirements. The Company engaged PwC to provide
New Zealand listed company benchmark data for
the roles of Chairman, committee chairs, committee
members and base non-executive directors. The
Board reviewed this benchmark data and, based
on a comparison of the Company’s Directors’ fees
to the market data, consider the increases to the
Directors’ remuneration set out in the table below
are appropriate to attract and retain high
performing Directors.
OFFICE
CURRENT
REMUNERATION
PROPOSED
REMUNERATION
AMOUNT OF
INCREASE
NO. OF PERSONS
HOLDING OFFICE
Chair$160,000$160,000$01
Non-Executive Director$90,000$92,500$2,5005
Chair of Audit & Risk Committee$20,000$20,000$01
Audit & Risk Committee Member$12,000$12,000$03
Chair of Remuneration Committee$12,500$12,500$01
Remuneration Committee Member$6,000$6,000$02
Chair of ESG Committee$12,500$15,000$2,5001
ESG Committee Member$6,000$10,000$4,0001
Pool available for additional
responsibilities and one-off projects$69,500*$100,000$30,500
$778,500$828,000$49,500
*A total annualised amount of $30,500 was funded from the $100,000 pool approved in 2019 for one new Audit and Risk Committee Member
and the new ESG Committee.
The increases in remuneration shown in the table
above will require a $49,500 increase in the approved
maximum aggregate amount of Director remuneration.
Of this amount, $30,500 is attributable to additional
Board Committee responsibilities taken on by
Directors during the year and $19,000 (or a 1.2%
per annum increase) is attributable to increases in the
rate at which fees are payable to individual directors.
The Board may determine the amount payable to
each Director within the maximum aggregate amount
shareholders are being asked to approve. If Resolution
3 is passed, the increase to the aggregate amount of
Directors’ remuneration will take effect on and from
29 June 2021.
The new maximum aggregate amount of $828,000
per annum will continue to include a pool of $100,000
that provides flexibility to remunerate Directors who
assume additional responsibilities (including one-off
project work) from time to time beyond the scope of
their usual responsibilities.
As noted above, annualised payments of $30,500
have been allocated to Directors from this pool for
new Board Committee positions created in the year
to 31 March 2021. The unused part of the pool in any
year is not carried forward to future years.
The Board considers that alignment of Directors’ fees
to market is important in order for the Company to be
able to continue to attract and retain high performing
Directors whose skills and experience are well-suited
to the Company’s requirements. The Board considers
the fee increases proposed are fair and reflective of
market conditions.
FIXING OF AUDITOR’S FEES AND EXPENSES
(RESOLUTION 4)
Deloitte is automatically re-appointed as the auditor of
the Company under section 207T of the Companies Act
1993. Resolution 4 authorises the Board to fix the fees
and expenses of Deloitte as the Company’s auditor.
ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2021

argsosy.co.nz

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LODGE YOUR PROXY
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142,
New Zealand
By Fax
+64 9 488 8787
corporateactions@computershare.co.nz
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
FOR YOUR PROXY APPOINTMENT TO BE EFFECTIVE IT MUST BE RECEIVED
BY 2.00PM, SUNDAY 27 JUNE 2021
VOTING
You are entitled to one vote for every fully paid
share in Argosy Property Limited held as at
5.00pm on Sunday 27 June 2021. It is intended
that voting at the meeting will occur by way of
a poll. The Chairman will demand a poll at the
start of the meeting.
HOW TO VOTE
Attending the Meeting in person
If you propose TO ATTEND the meeting in
person, please bring this Voting/Proxy Form intact
to the meeting as it contains your attendance slip.
Attending the Meeting Virtually
If you propose TO ATTEND the meeting virtually
please review the enclosed Virtual Meeting
Guide prior to the meeting. You can participate
in the meeting virtually through the web
platform web.lumiagm.com and entering the
meeting ID391-627-656. You will be able to view
presentations, ask questions and cast your vote
from your own computer, mobile or similar device.
For any assistance with the online process, you
may contact Computershare on +64 9 488 8777
between 8.30am – 5.00pm Monday to Friday.
Appointment of Proxy
If you DO NOT propose to attend the meeting but
wish to be represented by a proxy, please complete
and sign this Voting/Proxy Form. The Voting/
Proxy Form must be deposited with Argosy
Property Limited in any way as indicated on the
front of this Voting/Proxy Form, so as to be
received by no later than 2.00pm on 27 June 2021.
A proxy need not be a shareholder. If you direct
your proxy how to vote, the person you appoint as
your proxy will be entitled to attend the meeting
to represent your interests and must be present at
the meeting for your vote to be counted. If you
have directed your proxy on all resolutions, your
proxy will not be issued with voting papers as
your vote will be automatically counted on a
poll. Should the shareholder/s wish to direct the
proxy how to vote, the boxes overleaf should be
completed. If you mark the “Proxy Discretion”
box for any resolution (or if no box is marked),
you are directing your proxy to vote as he or she
thinks fit in which case, your proxy will be issued
with voting papers and will need to vote on a poll.
If you do not name a person as your proxy or your
proxy does not attend the meeting, the Chairman
of the Meeting will vote in accordance with your
express directions.
If you wish, you may appoint the Chairman of
the meeting or any director as your proxy. To
appoint the Chairman or a director, enter “the
Chairman” or the director’s name in the space
allocated in “Step 1” of this form. If you appoint
the Chairman or any director as your proxy, and
such person is not directed how to vote, the
Chairman or director will vote in favour of all
resolutions (other than Resolution 3).
In accordance with NZX Listing Rule 6.3.1, any
Director and any person who is an Associated
Person (as that term is defined in the NZX Listing
Rules) of a Director may not vote on Resolution 3.
If you appoint a Director or Associated Person of
a Director as your proxy, that person will only be
able to vote on Resolution 3 in accordance with
your express instructions, as set out in this
proxy form.
SIGNING INSTRUCTIONS
Individual
Where a shareholder is an individual, this Voting/
Proxy Form must be signed by the shareholder
or his or her duly authorised attorney.
Companies
Where a shareholder is a company, this Voting/
Proxy Form must be signed by a duly authorised
attorney(s) or officer(s).
VOTING/PROXY FORM
www.investorvote.co.nz
Lodge your proxy online, 24 hours a day, 7 days a week:
Your secure access information
Control Number: CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Securityholder Number and post code or country of residence (if outside
New Zealand) to securely access InvestorVote and then follow the prompts to appoint your proxy and submit your
voting instructions.
The annual meeting of Argosy Property Limited will be held on Tuesday 29 June 2021 at 2.00pm at the Royal New Zealand
Yacht Squadron, 181 Westhaven Drive, Westhaven Marina, Auckland. Shareholders are also able to attend and vote at the
annual meeting online in accordance with the instructions in Argosy Property Limited’s Notice of Meeting. If you propose
not to attend the annual meeting, whether in person or virtually via the online platform, but wish to appoint a proxy, please
complete this form in accordance with the instructions below.
SMARTPHONE?
Scan the QR code
to vote now.
Trusts
Where a shareholder is a trust, this Voting/Proxy
Form should be signed as above by at least one
trustee in accordance with the relevant trust deed
(using the rules for an individual or a company,
depending upon whether the trustee is an
individual or a company).
Partnerships
Where a shareholder is a partnership, this Voting/
Proxy Form should be signed as above by at
least one partner in accordance with the rules
governing the partnership (using the rules for an
individual or a company, depending upon whether
the partner is an individual or a company).
Joint Shareholders
At least one joint shareholder should sign this
Voting/Proxy Form (on behalf of all joint
shareholders). In the case of joint shareholders,
if the shareholders appoint different voting
proxies, the vote of the proxy appointed by the
first named joint shareholder will be counted.
Seniority shall be determined by the order in
which names stand in Argosy Property Limited’s
share register.
Power of Attorney
If this Voting/Proxy Form is completed by an
attorney, the power of attorney or a certified
copy must, if not previously produced to Argosy
Property Limited, accompany the Voting/Proxy
Form together with a completed certificate of
non-revocation of authority.
Body Corporate
A body corporate shareholder may appoint a
representative on its behalf in the same manner
as if it were appointing a proxy in accordance
with the rules governing the body corporate.
Go online to lodge your proxy or turn over
to complete the form.

PROXY FORM
STEP 1 APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We
being a shareholder/shareholders of Argosy Property Limited
hereby appoint:
of
(FULL NAME OF PROXY) (FULL ADDRESS)
or failing him/her of
(FULL NAME OF PROXY) (FULL ADDRESS)
as my/our proxy to vote for me/us at the annual meeting of Argosy Property Limited to be held at the Royal New Zealand Yacht Squadron,
181 Westhaven Drive, Westhaven Marina, Auckland, on Tuesday, 29 June 2021 commencing at 2.00pm and at any adjournment of that meeting.
STEP 2 VOTING INSTRUCTIONS/VOTING PAPER
This form is to be used to vote as follows: Tick () in box to vote

RESOLUTIONS
FORAGAINSTPROXY
DISCRETION
ABSTAIN
1.That Jeff Morrison be elected as a Director.
2.That Stuart McLauchlan be elected as a Director.
3.That, for the purposes of NZX Listing Rule 2.11.1, the maximum aggregate amount of
remuneration payable by the Company to Directors (in their capacity as Directors) be
increased by $49,500 per annum, from $778,500 per annum to $828,000 per annum,
with effect on and from 29 June 2021.
4.That the Board be authorised to fix the auditor’s fees and expenses.
and to vote on any other resolutions put before the meeting to amend any of the resolutions, or any resolution so amended, and on any other
resolution proposed or procedural matter raised at the meeting (or any adjournment thereof).
If your proxy is not the Chair of the Meeting or any other director of the Company, please ensure that you provide their contact details
(phone and email address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.
Proxy contact details (phone):
and (email):
SIGN SIGNATURE OF SHAREHOLDER(S) This section must be completed.
Shareholder 1 Shareholder 2 Shareholder 3

or Sole Director and Sole Company Secretary or Director or Director/Company Secretary
Contact Name Contact Daytime Telephone Date

Shareholders can still attend the meeting electronically, even if they have appointed a proxy (although they will not be able to vote
if a proxy has been appointed).
Annual meeting of Argosy Property Limited to
be held at the Royal New Zealand Yacht Squadron,
181 Westhaven Drive, Westhaven Marina, Auckland,
on Tuesday, 29 June 2021 commencing at 2.00pm.
ATTENDANCE SLIP

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VOTING AT A GLANCE
STEP 1
Open Lumi AGM and enter the
Meeting ID shown in top right
corner
STEP 2
Enter your username and
password (CSN/Holder Number
and postcode)
STEP 3
When the poll is opened,
click and select your
desired voting direction
Virtual meetings are accessible on both desktop and mobile devices. In order to participate remotely you will need to visit
web.lumiagm.com on your desktop or mobile device. You will need to ensure that your browser is compatible — Lumi AGM supports the
latest versions of Chrome, Safari, Internet Explorer, Edge and Firefox.
If you have any questions, or need assistance with the online process, please contact Computershare on +64 9 488 8777 between 8.30am
and 5.00pm Monday to Friday (New Zealand time).
VIRTUAL MEETING GUIDE
NEW ZEALAND RESIDENTS
Username (CSN or Holder number) and
password (postcode).
APPOINTED PROXIES
A username and password will be
provided prior to the meeting.
If you have not received your username
and password, please contact
Computershare on +64 9 488 8777
between 8.30am—5.00pm Monday to
Friday (New Zealand time).
MEETING ID
391-627-656
R
emote entry to the Annual Meeting will open at 1.30PM NZT
on Tuesday 29 June 2021, with the meeting commencing at
2.00PM NZT.
OVERSEAS RESIDENTS
Username (CSN or Holder Number);
and Password (three-character ISO3
country code) e.g. AUS is the ISO3 code
for Australia.
You can find a full list at
www.computershare.com/iso3
LOGGING IN
T
o log in, you must have the following information (which can be found on your Shareholder’s Voting and Proxy Form) or you can log in
as a guest if you are not a shareholder in Argosy Property Limited. Please note, if you have logged in as a guest you will not be able to
ask any questions or vote.

USING LUMI AGM
ACCESSING THE VIRTUAL MEETING
Once you have entered web.lumiagm.
com into your internet browser, you’ll
be prompted to enter the Meeting ID
and accept the terms and conditions.
You will then be required to enter your:
>username (CSN or Holder number);
>password (postcode, or country code
for overseas residents)
NAVIGATING LUMI AGM
When successfully authenticated, the
info screen will display.
You can view meeting information, ask
questions and watch the webcast.
If you would like to watch the webcast,
press the broadcast icon at the
bottom of the screen.
WATCHING THE WEBCAST
To watch the webcast, click the black
broadcast bar on screen and push
the ► button to start the webcast.
The video and/or slides will appear
shortly after (dependent on the speed
of your internet connection).
ASKING QUESTIONS
Any shareholder or appointed proxy/
representative attending the meeting
is eligible to ask questions. If you would
like to ask a question, select then
type and submit your question. It will be
sent to the board for an answer.
Please note that not all questions may
be able to be answered during the
meeting. In this case, questions will be
followed up by email after the meeting.
VOTING IN LUMI AGM
Once the poll has been opened, will
appear on the navigation bar at the
bottom of the screen—from here, the
resolution and voting choices will be
displayed.
To vote, simply select your voting
direction from the options shown on
screen. To change your vote, simply
select another direction—you can cancel
your vote by clicking ‘Cancel’.
NAVIGATING LUMI AGM - DESKTOP
When successfully authenticated, the
info screen will display.
You can view meeting information, ask
questions and watch the webcast.
If you would like to watch the webcast,
press the ► button to start the
webcast.