Air New Zealand 2021 Notice of Annual Meeting

Stock exchange listings: New Zealand (NZX: AIR) / Australia (ASX: AIZ) / ADR (OTC : ANZLY)


MARKET ANNOUNCEMENT

Air New Zealand postal address: Private Bag 92007, Auckland, 1142, New Zealand
Investor Relations email: investor@airnz.co.nz
Investor website: www.airnewzealand.co.nz/investor


28 September 2021

Air New Zealand 2021 Notice of Annual Meeting


Air New Zealand shareholders are invited to join Air New Zealand’s Annual Shareholders’
Meeting 2021 which will be held as a virtual-only meeting on Thursday 28 October 2021 at
1.00pm. A physical meeting will not be held due to continued uncertainty about applicable
restrictions on gatherings through October.

The Notice of Meeting and Voting Form are attached. An electronic copy of these documents is
available on the company’s website: https://www.airnewzealand.co.nz/annual-meeting.

The Notice of Meeting and Voting Form are being emailed to shareholders who have provided
the company’s share registrar with an email address and will be mailed in hard copy where the
share registrar does not hold a shareholder’s email address.

Guidance on meeting participation is included in the Notice of Meeting. Shareholders will also
be able to access the meeting link and Portal Guide from the Company’s website,
https://www.airnewzealand.co.nz/annual-meeting.

Shareholders joining via the online platform will be able to vote and ask questions during the
meeting. You will require your shareholder number (found on your proxy form) for verification
purposes. Questions can be submitted in advance of the meeting using the proxy form, or
during the meeting by asking questions via the online platform. The Chairman will answer as
many of the most frequently asked questions as possible during the meeting.

Shareholders can also appoint a proxy and direct their votes in advance of the meeting. Please
see the Notice of Meeting for instructions.


Ends.

Jennifer Page
General Counsel & Company Secretary
jennifer.page@airnz.co.nz


For investor relations questions, please contact:
Leila Peters
General Manager, Corporate Finance
leila.peters@airnz.co.nz
+64 21 743 057

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28 September 2021
Kia Ora Shareholder
Online Annual Meeting
I am pleased to invite you to attend our Annual Meeting on 28 October 2021. This meeting is your chance
to hear first-hand from our Board and senior executives and to ask questions about the business you
have invested in.
In addition to the important task of electing directors, as shareholders you will have the opportunity to
hear us discuss the events of the past year as well as plans for the ongoing recovery and strategy of the
business. Details are more fully set out in the Notice of Meeting.
Although we hoped to be able to run a physical component to the meeting this year, the current
uncertainty over the nature or size of gatherings that will be possible in Auckland through October means
our Annual Meeting will again be a virtual-only event.
All our shareholders, regardless of location, can participate in the Annual Meeting online at
airnewzealand.co.nz/annual-meeting. At this site you will also find meeting materials, including guides
for online attendance and smartphone voting options. You will be able to hear and view the meeting on
your own computer or mobile device, vote on resolutions and ask questions.
Thank you for your continued support of Air New Zealand.
Ngā mihi nui
Dame Therese Walsh
Chairman
Air New Zealand
Air New Zealand Limited
185 Fanshawe Street, Private Bag 92007, Auckland 1142, New Zealand
Facsimile 64 9 336 2401, Telephone 64 9 336 2400
Also registered in Australia under ABN 70 000 312 685

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2021
NOTICE
OF ANNUAL
MEETING
Commencing at:
1:00pm, Thursday 28 October 2021

Notice of meeting
Notice is given that the Annual Meeting of Air New Zealand Limited
(the “Company”) will be held on Thursday 28 October 2021
commencing at 1:00pm.
This will be a virtual only meeting.
Business
• Chairman’s Address
• Chief Executive Officer’s Review
Resolution 1: To elect Claudia Batten
Claudia Batten has been nominated and is eligible
for election (see Explanatory Notes for profile)
Resolution 2: To elect Alison Gerry
Alison Gerry has been nominated and is eligible
for election (see Explanatory Notes for profile)
Resolution 3: To elect Paul Goulter
Paul Goulter has been nominated and is eligible
for election (see Explanatory Notes for profile)
• Shareholder Questions
By Order of the Board
Jennifer Page
General Counsel & Company Secretary
Auckland, New Zealand
28 September 2021
1
AIR NEW ZEALAND GROUPAIR NEW ZEALAND NOTICE OF ANNUAL MEETING 2021

Online Proxy and
Postal Voting
Shareholders can elect to lodge their proxy appointment or postal
vote online. You will need to go to the website of our share registrar,
Link Market Services: vote.linkmarketservices.com/AIR
Holders on the New Zealand register will be required to enter their
CSN/Holder number and FIN and follow the instructions from there.
Holders on the Australian register will be required to enter their
Holder number and postcode and follow the instructions from there.
Ordinary resolutions
Each of resolutions 1-3 is to be considered as a separate ordinary
resolution. To be passed, each of these resolutions requires the
approval of a simple majority of the votes cast by the holders of the
Ordinary Shares entitled to vote and voting.
Virtual Annual Meeting
Shareholders and proxy holders entitled to attend and vote at
the Meeting will not be able to attend the Meeting in person.
Participation in the Meeting will be virtual only, via an online platform
provided by Air New Zealand’s share registrar, Link Market Services
at airnewzealand.co.nz/annual-meeting.
Shareholders attending and participating in the Meeting virtually
via the online platform will be able to vote and ask questions during
the Meeting. More information regarding virtual attendance at the
Meeting is available in the Virtual Annual Meeting Online Portal Guide
available on our website (airnewzealand.co.nz/annual-meeting).
Shareholder questions
prior to the Meeting
Shareholders present at the Annual Meeting will have the opportunity
to ask questions during the meeting. If you cannot attend the Annual
Meeting but would like to ask a question you can submit a question
by completing the Question section on the Proxy / Postal Voting
Form and returning it to Link Market Services in the reply paid
envelope enclosed, or online by going to: vote.linkmarketservices.
c o m/A I R. After completing the online validation process choose
‘Questions’. Questions will need to be submitted by 1:00pm on
Tuesday 26 October 2021.
The Company’s External Auditor, Deloitte will be available at our
Annual Shareholder Meeting to answer questions from Shareholders
relevant to the External Audit.
Procedural Notes
(continued)
Persons entitled to vote
The persons who will be entitled to vote at the Meeting are those
persons (or their proxies or representatives) registered as holding
Ordinary Shares (other than the Kiwi Share) on Air New Zealand’s
share register at 5:00pm on Tuesday 26 October 2021. Voting will be
by way of poll.
There are no restrictions on any shareholder or group of shareholders
to prevent them from exercising their vote on any of the resolutions
being considered at the meeting.
Proxies and Corporate
Representatives
Shareholders entitled to attend and vote at the Meeting may appoint
a proxy or, in the case of a corporate shareholder, representative to
attend and vote on their behalf. A proxy need not be a shareholder
of the Company. You may, if you wish, appoint ‘The Chairman of the
Meeting’ as your proxy by filling in the proxy form to that effect.
A Proxy / Postal Voting Form, with which you can appoint a proxy,
is enclosed with this Notice of Meeting. The Chairman will vote
according to your instructions. If the Chairman is not instructed how
to vote, she will vote in favour of all resolutions.
Postal voting
Shareholders entitled to attend and vote at the Meeting may cast
a Postal Vote instead of attending in person or appointing a Proxy
to attend. The General Counsel & Company Secretary has been
authorised by the Board to receive and count postal votes at the
Meeting. A Proxy / Postal Voting Form, with which you can cast
a postal vote, is enclosed with this Notice of Meeting.
Return of Proxy / Postal Voting Forms
Proxy / Postal Voting Forms must be received at the office of
the Company’s share registrar, Link Market Services Limited,
by 1:00pm on Tuesday 26 October 2021. Please see the front
page of the Proxy / Postal Voting Form on how to return your proxy
or postal vote.
Procedural Notes
32
AIR NEW ZEALAND NOTICE OF ANNUAL MEETING 2021AIR NEW ZEALAND GROUP

Explanator y NotesExplanator y Notes
(continued)
Three Directors, Jan Dawson, Rob Jager and Linda Jenkinson,
are retiring from the Board at the conclusion of the Annual Meeting
and not seeking re-election. Up to three positions on the Board
are available to be filled.
The Board has received nominations as below and has determined
that upon election each nominee would be an Independent
Director as defined in the NZX Listing Rules.
Resolution 2:
Election of:
Alison Gerry
BMS (Hons), MAppFin
Alison Gerry is currently a director at ANZ Bank New Zealand,
Infratil Limited, is the founding Chair of Sharesies and is a
director at Suncorp New Zealand. She has extensive experience
in governance, capital management and audit and risk with
those companies and via previous directorships at Spark, TVNZ,
Kiwibank and Queenstown and Wellington Airports.
54
AIR NEW ZEALAND NOTICE OF ANNUAL MEETING 2021AIR NEW ZEALAND GROUP
Election of Directors
Resolution 2
Resolution 1:
Election of:
Claudia Batten
LLB(Hons), BCA
Claudia Batten is the Chair of Serko, a director at Vista Group
New Zealand and the digital advisor to the Westpac New
Zealand board.
Claudia has recently returned to New Zealand after living in
the US and will bring her global experience, customer focus and
skills in technology and innovation to the board. Claudia had
success as a digital entrepreneur in the US as a co-founder of
two technology ventures.
Resolution 3:
Election of:
Paul Goulter
LLB, MA (Hons), BA
Paul Goulter is the National Secretary of NZEI Te Riu Roa
(New Zealand’s largest education union) and a director of the
Co-operative Bank. Paul has over 40 years’ experience with
unions in New Zealand and in Australia, including a period as
Secretary of the New Zealand Council for Trade Unions and as
General Secretary of Finsec (the financial sector union).
Election of Directors
Resolution 3
Election of Directors
Resolution 1

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Air New Zealand Limited Annual Meeting
Proxy or Postal Voting Form
The Air New Zealand Annual Meeting will be held on Thursday 28 October 2021, commencing at 1:00pm.
Attending the Meeting
1. If you propose not to attend the meeting but wish
to vote by postal vote or appoint a proxy, please
complete and post this form or complete either
process online. Please do not appoint a proxy if you
are voting by Postal Vote. Please read the instructions
overleaf before completing this form.
2. The persons who will be entitled to vote at the
Meeting are those persons (or their proxies or
representatives) registered as holding Ordinary
Shares on Air New Zealand’s share register at
5:00pm on Tuesday 26 October 2021.
3. Shareholders who appoint a proxy to vote on their
behalf can still participate in the Meeting virtually
via the online platform, although those shareholders
will be unable to vote if a proxy is so appointed.
4. There are no restrictions on any shareholder
or group of shareholders to prevent them from
exercising their vote on any of the resolutions being
considered at the meeting.
Pos tal Vote
5. As a shareholder entitled to vote at the Annual Meeting
you are entitled to vote by postal vote. The General
Counsel & Company Secretary has been authorised by the
Board to receive and count postal votes at the Meeting.
6. You can cast your postal vote online in accordance
with the instructions above.
7. If you return your postal vote without indicating on any
resolution how you wish to vote, you will be deemed to
have abstained from voting on that resolution.
8. If you complete the postal vote section and also
appoint a proxy your postal vote will take priority over
your proxy appointment.
Proxy Appointment
9. A shareholder entitled to attend and vote at the
Annual Meeting is entitled to appoint a proxy or, in
the case of a corporate shareholder, a representative
to attend and vote instead of him/her. A proxy or
representative need not also be a shareholder.
A proxy appointment may be delivered or completed
online as detailed above.
10. If this Proxy has been signed under a power of attorney,
a copy of the power of attorney and a signed certificate
of non-revocation of the power of attorney must be
produced with this Proxy (this cannot be done online).
11. If you wish, you may appoint the Chairman of the
Meeting as your proxy. To do so, please write ‘Chairman
of the Meeting’ in the box marked ‘full name of proxy’.
The Chairman will vote according to your instructions.
If the Chairman is not instructed how to vote she will
vote in favour of all resolutions.
12. If you return this form without directing the proxy how
to vote on any particular resolution, you will be deemed
to have given your proxy discretion as to whether and
how to vote on that resolution.
General
13. For your postal vote or proxy appointment to be valid
you must return this form completed and signed to be
received by our share registrar, Link Market Services,
no later than 1:00pm on Tuesday 26 October 2021.
Instructions on how to return this form, or how to vote
online are noted in the section above.
If you have any questions regarding your voting please call
Link Market Services Investor Helpline between 8:00am
and 5:30pm on: +64 9 375 5998
Go online to vote.linkmarketservices.com/AIR to vote,
appoint a proxy, give directions to your proxy.
OR, turn over to complete the form.
Lodge your
Proxy / Postal vote
Online: vote.linkmarketservices.com/AIR
Email: meetings@linkmarketservices.com
(Please use ‘AirNZ Proxy Form’ as the subject
for easy identification)
Mail: (in New Zealand):
Use the enclosed reply paid envelope
(outside New Zealand):
Use a pre-addressed envelope and
affix the postage required or address to:
Link Market Services PO Box 91976,
Auckland 1142, New Zealand
By hand: Link Market Services Limited
Level 30, PwC Tower
15 Customs Street West, Auckland 1010
New Zealand
General enquiries:
+64 9 375 5998 or email:
enquiries@linkmarketservices.com

Postal Voting Form (To use if you will not attend the meeting and are not submitting your postal vote online)

I wish to vote by postal vote (please tick the box). My voting intentions are indicated in the resolutions section below.

Appointment of a Proxy (For use if you will not attend the meeting but wish someone to represent you and vote on your behalf at the meeting)
I/We the above named shareholder/shareholders of
Air New Zealand Limited hereby appoint:


(full name of proxy)

of


(email)
Or failing that person
(full name of proxy)
of
(email)
as my/our proxy to vote for me/us on my/our behalf as directed below and on any other matter to be put to the Annual Shareholder Meeting of
Air New Zealand Limited to be held on Thursday 28 October 2021 at 1:00pm and at any adjournment or postponement thereof.
RESOLUTIONS (for postal and proxy voting). Tick only ONE box in respect of each resolution.
Cast a Postal Vote, or instruct a proxy to vote, by placing a tick (✔) in the relevant box. If you have appointed a proxy and want him/her to decide how to
vote on the resolution, please mark the box ‘Proxy’s Discretion’
Proxy’s discretion is not applicable in the case of a postal vote.
FORAGAINSTABSTAINPROXY’S DISCRETION
1. To elect Claudia Batten

2. To elect Alison Gerry

3. To elect Paul Goulter

SHAREHOLDER QUESTIONS
Shareholders present at the Annual Meeting will have the opportunity to ask questions during the meeting. If you cannot attend the Annual Meeting
but would like to ask a question you can submit a question by filling in the section below and returning to Link Market Services in the reply paid
envelope enclosed. Alternatively you may go online to: vote.linkmarketservices.com/AIR. After completing the online validations process choose
‘Questions’. Questions will need to be submitted by 1:00pm Tuesday 26 October 2021.
Question:
SIGNATURE OF SHAREHOLDER(s) This section must be completed.
Security Holder 1:Security Holder 2:Security Holder 3:
Contact name:Daytime telephone:Date:
ELECTRONIC INVESTOR COMMUNICATION
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Email address for future communications: