Notice of Meeting
Notice of
11.00am, Friday 20 August 2021
Link Market Services
Level 30 | PWC Tower
15 Customs Street West | Auckland 1010
Meeting
MY FOOD BAG’S 2021 ANNUAL SHAREHOLDERS’ MEETING
MY FOOD BAG’S 2021 ANNUAL SHAREHOLDERS’ MEETING
You’re
Invited
As a shareholder of My Food Bag Group Limited (My Food Bag), you are invited to attend
My Food Bag’s annual shareholders’ meeting. Notice is hereby given that this year’s
meeting will be held on Friday, 20 August 2021 at 11:00am (NZ time) (9.00am AEST)
at the offices of Link Market Services in Auckland. My Food Bag is also enabling a virtual
shareholder meeting option for you via the Link Market Services Virtual Annual Meeting
platform at www.virtualmeeting.co.nz/mfb21.
If you are attending the meeting in person, please bring your proxy form or your CSN/
Holder number with you to help make registration quick and simple with the Link Market
Services team. If you are joining the meeting online, you will need your CSN/Holder
number for verification purposes. Further instructions on how to participate are outlined
in the “Important Information” section of this Notice of Meeting.
If you intend to attend the meeting in person, we ask that you kindly inform us in
advance at ir@myfoodbag.co.nz. This will help us gauge the likely number of in-
person attendees and assist us with preparing the physical venue.
COVID-19 IMPLICATIONS
My Food Bag is closely monitoring restrictions in New Zealand as a result of the COVID-19 pandemic. Having
regard to the health and safety of our stakeholders and people, if the alert level is expected to be above Level 1 in
Auckland on the date of the annual shareholders’ meeting, My Food Bag may elect to hold this meeting as an online
only meeting. In such circumstances, My Food Bag will provide shareholders with as much notice as is reasonably
practicable by way of an announcement to the NZX and ASX and on its investor website. If you are attending the
meeting in person, please “check in” using the COVID-19 tracer app. If you are unwell or are in close contact with
someone who is unwell, please attend the meeting online and not in person.
11.00am (NZ time)Time:
Venue:
Friday 20 August 2021
Date:
Link Market Services
Level 30 | PWC Tower
15 Customs Street West | Auckland 1010
The current auditor of My Food Bag, EY, will be automatically reappointed as My Food Bag’s auditor at the annual
meeting in accordance with section 207T of the Companies Act 1993. Under that legislation, the auditor’s fees
and expenses must be fixed at the annual meeting or in the manner that the company determines at the meeting.
Shareholder approval is therefore sought for the Directors of My Food Bag to fix EY’s fees and expenses for the
ensuing financial year. The Board unanimously supports this resolution and recommends that you vote in favour of it
at the meeting.
The resolution is proposed as an ordinary resolution and, to be passed, requires approval by a simple majority of
votes of the shareholders of My Food Bag who are entitled to vote on the resolution and who exercise their right to
vote. No person is subject to any voting restriction in relation to this resolution.
BUSINESS AND AGENDA OF MEETING
EXPLANATORY NOTES
MY FOOD BAG’S 2021 ANNUAL SHAREHOLDERS’ MEETING
A. Chairperson’s address
B. CEO’s update
C. Financial statements
To receive and consider the Annual Report for the financial year ended 31 March
2021, including the financial statements and the auditor’s report.
D. Ordinary resolution
To consider and, if thought fit, to pass the following ordinary resolution at the meeting:
Auditor’s Remuneration
That the Directors of My Food Bag be authorised to fix the fees and expenses of the
auditor of My Food Bag for the ensuing year.
E. Other business
To consider any other matter raised by a shareholder at the meeting.
By order of the Board
Mark Winter
19 July 2021
Chief Financial Officer
Auditor’s remuneration
MY FOOD BAG’S 2021 ANNUAL SHAREHOLDERS’ MEETING
Important
Information
PERSONS ENTITLED TO VOTE
Voting on the resolution at the meeting will be by poll. Voting
entitlements for the meeting will be fixed at 5:00pm (New Zealand
time) on Wednesday 18 August 2021. Only persons registered as
shareholders at that time will be able to vote at this meeting, and only
in respect of the shares held by them at that time.
HOW TO ATTEND THE MEETING
Shareholders can attend the meeting and vote at the physical
venue or virtually through the Virtual Meeting Platform at www.
virtualmeeting.co.nz/mfb21. If you are attending the meeting
virtually, you will still be able to watch the meeting, vote and ask
questions online using your smartphone, tablet or computer. It will
be your responsibility to make sure that you have a stable internet
connection that will enable you to utilise this option. More information
regarding virtual attendance at the Annual Meeting (including how
to vote and ask questions virtually during the Meeting) is available
in the Virtual Annual Meeting Online Portal Guide which you can
obtain online from Link Market Services.
DIRECTIONS
The venue for the meeting is located in the PwC Tower which is part
of the new Commercial Bay precinct in the Auckland CBD. On arrival
in the SkyLobby via the entry on Customs Street West, please select
the lift to Level 30 to access the meeting venue at Link’s offices. The
building is easily accessed from Britomart and the ferry terminal if
you are arriving on public transport. There are also public carparking
options available, including the Downtown carpark (closest) and
Britomart carpark (short walk).
PROXIES AND CORPORATE REPRESENTATIVES
Any shareholder of My Food Bag who is entitled to attend and vote
at the Annual Meeting may appoint a proxy (or a representative in
the case of a corporate shareholder) to attend the meeting and vote
on their behalf. A proxy need not be a shareholder of My Food Bag.
If you appoint a proxy, you may either direct your proxy how to vote
for you, or you may give the proxy discretion to vote as he or she
sees fit. If you wish to give your proxy discretion, then you should
make the appropriate election, either on the proxy form or online, to
grant your proxy that discretion. You will be deemed to have given
your proxy discretion if you do not make an election in relation to
any resolution in this Notice of Meeting. The Chair of the meeting is
willing to act as proxy for any shareholder who appoints him for that
purpose. If you appoint the Chair of the meeting as your proxy and
do not direct him how to vote (or grant him discretion) in the proxy
form, the Chair will vote in favour of the resolution in this Notice of
Meeting.
If, in appointing your proxy, you do not name a person as your
proxy (either online or on the proxy form that is lodged with Link
Market Services), or your named proxy does not attend the meeting,
the Chair of the meeting will be your proxy and may only vote in
accordance with your express direction.
If a shareholder has appointed a proxy, that shareholder can still
attend the meeting, but they will not be able to vote if a proxy has
been appointed to vote on their behalf.
PROXY FORMS
A proxy form is enclosed with this Notice of Annual Meeting which
allows shareholders to vote on the resolutions notified in this Notice
of Annual Meeting and to submit questions in advance of the
meeting.
Shareholders that wish to appoint a proxy should complete the
enclosed proxy form and return it to Link Market Services Limited by
email or mail as set out in the proxy form. Alternatively, shareholders
can elect to lodge their proxy appointment online by visiting vote.
linkmarketservices.com/MFB. When appointing a proxy online,
shareholders on the New Zealand register will be required to enter
their CSN or Holder Number and Authorisation Code (FIN) to
complete the online validation process to securely appoint a proxy
online. Shareholders on the Australian register will be required to
enter their Holder Number and postcode or country of residence to
complete the online validation process to securely appoint a proxy
online.
If you wish to vote by proxy (or corporate representative), please
return your proxy form to Link Market Services, or complete the
online appointment, by no later than 11:00am on Wednesday, 18
August 2021.
If you are attending the meeting in person, please bring the proxy
form with you to the meeting, as the barcode will assist us with your
registration prior to the meeting.
SHAREHOLDER QUESTIONS
Following the conclusion of formal business, there will be an
opportunity for shareholders at the meeting to ask questions. To
encourage shareholder participation, we also invite those unable
to attend in person to submit questions ahead of the meeting. If you
would like to submit a question you can do so online or using the
enclosed proxy form. My Food Bag’s external auditor, EY, will also
be available at the meeting to answer questions from shareholders
relevant to the external audit.
OTHER MATERIALS AND RESULTS
Copies of the Annual Meeting presentation materials will be
published and available online shortly before the meeting begins.
Results of the voting will be posted on the NZX and ASX market
announcement platforms and at My Food Bag’s website following the
conclusion of the meeting and finalisation of the voting results.
---
LODGE YOUR PROXY
Online:
vote.linkmarketservices.com/MFB
Scan & email:
meetings@linkmarketservices.comMail:
Fax: +64 9 375 5990Use the reply paid
Deliver:envelope or address to:
Link Market Services Link Market Services
Level 30, PwC Tower, PO Box 91976
15 Customs Street West, Auckland 1010 Auckland 1142
Scan this QR code with your smartphone and vote online
General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com
Proxy Form/Admission Card for the My Food Bag Group Limited 2021 Annual Meeting
The Annual Meeting of the shareholders of My Food Bag Group Limited (My Food Bag or the Company) will be held on Friday, 20 August 2021
commencing at 11.00am (NZ time) at the offices ofLink Market Services in Auckland (Level 30, PwC Tower, 15 Customs Street West, Auckland)and
virtually via the Link Market Services Virtual Annual Meeting platform atwww.virtualmeeting.co.nz/mfb21.If you will attend the meeting online, you will
require your CSN/Holder Number for verification purposes. If you will attend in person, please bring this form with you to assist with your registration. If
you will not attend the meeting but wish to be represented by proxy, please complete and return this form (using the instructions detailed above) to My
Food Bag's share registry, Link Market Services, by no later than 11.00am (NZ time) on Wednesday, 18 August 2021.
Appointment of proxy
Any shareholder of My Food Bag who is entitled to attend and vote at the meeting may appoint a proxy (or a representative in the case of a corporate
shareholder) to attend the meeting and vote on their behalf. A proxy need not be a shareholder of the Company. No person is subject to any voting
restriction in relation to the resolution to be put to shareholders at the meeting. If you wish, you may appoint the Chair of the meeting as your proxy or as
alternative to your named proxy. The Chair intends to vote all discretionary proxies he receives in favour of the resolution.
Voting of your holding
If you appoint a proxy, you may either direct your proxy how to vote or you may give the proxy discretion to vote as he or she chooses. You can direct
your proxy how to vote on the resolution by making the appropriate election either online or on this proxy form. If you return this proxy form to Link
Market Services without directing your proxy how to vote on the resolution, you will be deemed to have given your proxy discretion to vote as he or she
chooses or to abstain from voting. If you make more than one election in respect of the resolution your vote will be invalid for that resolution. If this proxy
form is returned duly signed by a shareholder with voting instructions included but without specifying a person to be appointed as proxy, or if the named
proxy for that shareholder otherwise does not attend the meeting, the Chair is deemed to be that shareholder's proxy for the meeting but must vote in
accordance with the shareholder's express voting instructions.
Attending the meeting
If you wish to attend the meeting in person, please bring this proxy form/admission card to assist with your registration. A corporation which is a
shareholder may appoint a representative to attend the meeting on its behalf in the same manner as it could appoint a proxy. If a shareholder has
appointed a proxy, that shareholder can still attend the meeting, but they will not be able to vote if a proxy has been appointed to vote on their behalf.
Signing instructions for proxy forms
Individual holding
Where the holding is in one name, the shareholder (or their duly authorised attorney) must sign this proxy form.
Joint holding
In the case of a joint shareholding, this proxy form may be signed by any of, or on behalf of, the joint shareholders (or their duly authorised attorney).
Power of Attorney
If this proxy form has been signed by an attorney, a copy of the power of authority under which it was signed (if not previously provided to the registry)
and a signed certificate of non-revocation of the power of attorney must accompany this proxy form.
Corporate shareholder
In the case of a corporate shareholder, this proxy form must be signed by a duly authorised officer or attorney. Persons who sign on behalf of a
company must be acting with the company's express or implied authority.
Go online to vote.linkmarketservices.com/MFB to appoint and give
directions to your proxy or turn over to complete the form.
Proxy/Corporate Representative Form
STEP 1: Appoint a proxy to vote on your behalf
I/We being a shareholder(s) of My Food Bag Group Limited hereby appoint:
________________________________________________________of ______________________________________________________
(full name of proxy) (full address)
Or failing that person:
________________________________________________________of ______________________________________________________
(full name of proxy) (full address)
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of My Food Bag to be held at 11.00am(NZ time)on Friday, 20 August 2021
and at any adjournment of that meeting, and to vote on any resolutions to amend the resolution, on the resolution so amended, and on any other
resolution proposed at the meeting (or any adjournment thereof). Unless otherwise instructed as below, the proxy will vote for or against the resolution
as he or she chooses or may abstain from voting. The proxy is appointed only in respect of the above meeting or any adjournment thereof.
STEP 2: Items of business – proxy voting instructions
Complete this part if you have appointed a proxy above and you want to direct the proxy as to how they should vote. Please note: For each resolution
you must tick one box. If you mark the abstain box for an item, you are directing your proxy not to vote on your behalf during a poll and your votes will
not be counted for the purpose of computing the required majority for that item.
BUSINESS
To consider and, if thought fit, pass the following ordinary resolution:
Tick () in box to vote
For Against Abstain Discretion
1.
That the Directors of My Food Bag be authorised to fix the fees and expenses of the auditor
of My Food Bag for the ensuing year.
STEP 3: Shareholder questions
Shareholders present at the meeting, physically or online, will have the opportunity to ask questions during the meeting. If you cannot attend but would
like to ask a question, you can submit a question online by going to vote.linkmarketservices.com/MFB and completing the online validation process or
complete the question section below and return this form to Link Market Services. Questions will need to be submitted by 11.00am (NZ time) on
Wednesday, 18 August 2021. The Board and/or management will address and answer questions during the meeting.
STEP 4: Signature of shareholder(s)This section must be completed.
Shareholder 1 Shareholder 2Shareholder 3
or duly authorised officer or attorney or duly authorised officer or attorney or duly authorised officer or attorney
Contact Name ___________________________________________ Contact Daytime Telephone _______________________ Date ____________
Electronic Investor Communications: If you received the Notice of Meeting and Proxy Form by mail and wish to receive your future investor
communications by email please provide your email address below:
Question:
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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