2021 Annual Meeting Proxy Form

LODGE YOUR PROXY
Online
vote.linkmarketservices.com/KMD
Scan
meetings@linkmarketservices.co.nz
Deliver in person
Link Market Services Limited,
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
Mail
Use the enclosed envelope or
address to:
Link Market Services Limited
PO Box 91976
Auckland 1142
New Zealand
SCAN THIS QR CODE WITH YOUR SMARTPHONE AND
VOTE ONLINE
General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com
Kathmandu Holdings Limited Annual Meeting 2021 Admission Card, Proxy or Postal Voting Form
The Kathmandu Holdings Limited (the “Company”) Annual Meeting will be held on Tuesday, 23 November 2021 at 1pm (NZDT), at Link
Market Services, Level 30, PwC Tower, 15 Customs Street West, Auckland 1010, and online via the Link Market Services Virtual Meeting
platform at www.virtualmeeting.co.nz/kmd21. If you will be attending online, you will require your Holder Number for verification
purposes.
In the event that COVID-19 related restrictions are in place which prevent the Company from holding a physical meeting, or the Board
otherwise determines a physical meeting is not appropriate in the circumstances, the Company may decide to hold a virtual only Annual
Meeting. If this occurs, the Company will provide shareholders with notice through an announcement to the NZX, ASX and on its website.
If you propose NOT to attend the Annual Meeting online, but wish to vote by postal vote, or appoint a proxy please complete and return
this form (please keep it intact) to Link Market services no later than 1pm (NZDT) or 11am (AEDT) on Sunday 21 November 2021
(being 48 hours before the commencement of the Annual Meeting). Proxy appointment or Postal Voting can also be completed online.
Please read the instructions below before completing this form. Please do not appoint a proxy if you are voting by Postal Vote.
POSTAL VOTE
As a shareholder entitled to vote at the Annual Meeting you are
entitled to vote by postal vote.
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.
If you complete the postal vote section and also appoint a proxy
your postal vote will take priority over your proxy appointment.
APPOINTMENT OF A PROXY
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 and that proxy or representative need not also be a
shareholder. A proxy appointment may be delivered or
completed online as detailed above.
A Proxy is able to vote on motions from the floor and/or any
resolutions put before the meeting to amend the resolutions
stated in the Notice.
If you wish you may appoint the Chair of the Meeting as your
proxy. To do so, please write “Chair of the Meeting” in the box
marked “full name of proxy”. The Chair will vote according to
your instructions. If the Chair is not instructed how to vote on
any resolution, he will vote as he thinks fit on the relevant
resolution.
VOTING OF YOUR HOLDING
You may vote or direct your proxy how to vote by placing a mark in
one of the boxes opposite each item of business. If you do not mark
any of the boxes on the items of business, your postal vote will be
invalid, or in the case of a proxy appointee, your proxy may vote as
he or she chooses. Where a proxy is excluded from voting on a
particular resolution, discretionary proxies cannot be exercised.
Express instructions must be provided for that resolution. If you
mark more than one box on an item your vote on that item will be
invalid.
SIGNING INSTRUCTIONS FOR PROXY FORMS
Individual
This Proxy Form must be signed by the shareholder or his/her/its
attorney, duly authorised in writing.
Joint Holding
This Proxy Form may be signed by either, or on behalf of,
the joint shareholders (or their duly authorised attorney).
Power of Attorney
If this Proxy Form is signed under a power of attorney, a copy of
the power of attorney and a signed certificate of non-revocation
of the power of the attorney, under which it is signed, must
be produced to Kathmandu Holdings Limited with this proxy form.
Company
This Proxy Form must be signed by a Director or a duly
authorised officer acting under the express or implied authority
of the shareholder, or an attorney duly authorised by the
shareholder.
Go online to vote.linkmarketservices.com/KMD to vote online in advance of the meeting or turn over to complete the Postal
Vote/Proxy Form

POSTAL VOTE / PROXY FORM
STEP 1: CHOOSE TO VOTE BY POSTAL VOTE OR APPOINT A PROXY TO VOTE ON YOUR BEHALF
POSTAL VOTING
I wish to vote by postal vote (please tick the box).
My voting intention is indicated in the resolution section below.
APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We being a shareholder of Kathmandu Holdings Limited
Hereby appoint ____________________________________ of ________________________________________
Full Name E-mail Address
or failing him/her ____________________________________ of ________________________________________
Full Name E-mail Address
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of the Company to be held at Link Market Services, Level
30, PwC Tower, 15 Customs Street West, Auckland 1010, and online at www.virtualmeeting.co.nz/kmd21 at 1pm (New Zealand
Daylight time) on Tuesday, 23 November 2021 and at any adjournment of that meeting.
STEP 2: VOTING DIRECTIONS
Tick () in box to vote
ORDINARY RESOLUTIONS For Against Proxy Abstain
Discretion
Resolution 1. That David Kirk be re-elected as a Director of the
Company.
Resolution 2. That Michael Daly be elected as a Director of the
Company.
Resolution 3. That Abby Foote be elected as a Director of the Company.
Resolution 4. That the Board be authorised to fix the remuneration of
the Company’s auditor for the ensuing year.
STEP 3: SHAREHOLDER QUESTIONS
Please submit any questions about the Company that you would like us to respond to at the Company’s Annual Meeting. Your
questions should relate to matters that are relevant to the business of the meeting, as outlined in the accompanying Notice of
Meeting. If you cannot attend the Annual Meeting but would like to ask a question, you can submit a question online, in advance
of the meeting, by going to vote.linkmarketservices.com/KMD and completing the online validation process or complete the
question section below and return to Link Market Services. Questions will need to be submitted by 1pm (NZDT) Sunday 21
November 2021.
SIGN: SIGNATURE OF SHAREHOLDER(S) This section must be completed.
Shareholder 1 Shareholder 2 Shareholder 3
Contact Name ________________________ Daytime Telephone ____________________ Date ______________________________
Electronic Investor Communication:
If you received the Notice of Meeting & Proxy Form by mail and you wish to receive your future communications by email
please provide your email address below:
Question:

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Virtual Annual
General Meeting
Online Guide
Part of Link Group | Corporate Markets

2 • Link Market Services Virtual Annual General Meeting Online Guide
Step 1
Open your web browser and
go to virtualmeeting.co.nz and
select the relevant meeting.
Virtual Annual General Meeting
Online Guide
Before you begin
Ensure your browser is compatible.
You can easily check your current
browser by going to the website:
whatismybrowser.com
Supported browsers are:
• Chrome – Version 44 & 45
• Firefox – 40.0.2 and after
• Safari – OS X v10.9 “Mavericks”
& OS X v10.10 “Yosemite”
• Internet Explorer 9 and up (please note
Internet Explorer 8 is not supported)
The virtual meeting is viewable from desktops
and laptops. To attend and vote at the virtual
annual general meeting you must have:
• NZX registered holders: Shareholder
number  and authorisation code (FIN)
• ASX registered holders: Shareholder
number and postcode
If you are an appointed proxy you will need
your proxy number which will be provided
by Link Market Services prior to the
meeting. Please make sure you have this
information before proceeding.
Step 2
Login to the portal using your full name, email
address, and company name (if applicable).
Please read and accept the terms and conditions
before clicking on the blue ‘Register and Watch
Annual General Meeting’ button. Once you have
logged in you will see:
• On the left – a live video webcast of the Annual
General Meeting
• On the right – the presentation slides that will be
addressed during the Annual General Meeting.
Note: After you have logged in we recommend that
you keep your browser open for the duration of the
meeting. If you close your browser, your session will
expire. If you attempt to log in again, you will be sent a
recovery link via email for security purposes.

Link Market Services Virtual Annual General Meeting Online Guide • 3
Navigating
At the bottom of the webpage
under the webcast and
presentation there are three
boxes. Refer to each section
below for operating instructions.
1
Get a voting card
2
Ask a Question
3
Downloads
1. Get a voting card
To register to vote - click on the ‘Get a voting
card’ box at the top of the webpage or below
the videos.

This will bring up a box which looks like this.
If you are an individual or joint Shareholder you will
need to register and provide validation by entering your
details in the top section:
• NZX registered holders: Shareholder number and
authorization code (FIN)
• ASX registered holders: Shareholder number and
postcode
If you are an appointed Proxy, please enter the Proxy
Number issued to you by Link Market Services in the
PROXY DETAILS section. Once you have entered your
appropriate details click the blue ‘SUBMIT DETAILS
AND VOTE’ button.
Once you have registered, your voting card will
appear with all of the resolutions to be voted on by
Shareholders at the Annual General Meeting (as set
out in the Notice of Meeting). You may need to use the
scroll bar on the right hand side of the voting card to
scroll up or down to view all resolutions.
Shareholders and proxies can either submit a Full Vote
or a Partial Vote. You can move between the two tabs
by clicking on ‘Full Vote’ or ‘Partial Vote’ at the top of
the voting card.

4 • Link Market Services Virtual Annual General Meeting Online Guide
Full Votes
To submit a full vote on a resolution ensure you are in
the ‘Full Vote’ tab. Place your vote by clicking on the
‘For’, ‘Against’, or ‘Abstain’ voting buttons.
Partial Votes
To submit a partial vote on a resolution ensure you are
in the ‘Partial Vote’ tab. You can enter the number of
votes you would like to vote (for any or all) resolution/s.
The total amount of votes that you are entitled to vote
for will be listed under each resolution. When you enter
the number of votes in a certain box it will automatically
tally how many votes you have left.
Note: If you are submitting a partial vote and do not use all of
your entitled votes, the un-voted portion will be submitted as No
Instruction and therefore will not be counted.
Once you have finished voting on the resolutions scroll
down to the bottom of the box and click the blue ‘Cast
Vote’ or ‘Cast Partial Vote’ button.
Note: You are able to close your voting card during
the meeting without submitting your vote at any time
while voting remains open. Any votes you have already
made will be saved for the next time you open up the
voting card. The voting card will appear on the bottom
left corner of the webpage. The message ‘Not yet
submitted’ will appear at the bottom of the page.
You can edit your voting card at any point while voting
is open by clicking on ‘Edit Card’. This will reopen the
voting card with any previous votes made.
If at any point you have submitted your voting card
and wish to make a change while voting is still open
you can do so by clicking the ‘Edit Card’ button
and making the required change. Once you have
completed your card select the blue ‘Cast Vote’ or
‘Cast Partial Vote’ button.
The voting card remains editable until the voting
is closed at the conclusion of the Annual General
Meeting. Once voting has been closed all voting cards,
submitted and un-submitted, will automatically be
submitted and cannot be changed.
At the conclusion of the Annual General Meeting a red
bar with a countdown timer will appear at the top of
the Webcast and Slide windows advising the remaining
voting time available to shareholders. Please make any
changes required to your voting cards at this point and
submit your voting cards.
If an additional resolution is proposed during the
meeting, there will be a short delay while the resolution
is added to the voting card. Once the resolution has
been added you will be notified by the Chairman during
the meeting. In order to vote on the extra resolution
you will need to reopen your voting card to cast your
vote by clicking the ‘Edit Card’ button.
Note: Registration for the Annual General Meeting and voting opens
one hour before the meeting begins.
Virtual Annual General Meeting
Online Guide continued

Link Market Services Virtual Annual General Meeting Online Guide • 5
2. How to ask a question
Note: Only shareholders are eligible to ask questions.
You will only be able to ask a question after
you have registered to vote. If you would
like to ask a question, click on the ‘Ask a
Question’ box either at the top or bottom
of the webpage.
The ‘Ask a Question’ box will then pop up with two
sections for completion.
In the ‘Regarding’ section click on the drop down
arrow and select one of the following categories:
• General Business
• Resolution 1
• Resolution 2
• Resolution 3
• Resolution 4
• Resolution 5
• Resolution 6
After you have selected your question category, click in
the ‘Question’ section and type your question.
When you are ready to submit your question - click
the blue ‘Submit Question’ button. This will send the
question to the Management/Board.
Note that not all questions are guaranteed to be
answered during the Annual General Meeting, but we
will do our best to address your concerns.
Once you have asked a question a ‘View Questions’
box will appear.
At any point you can click on ‘View Questions’ and
see all the questions you have submitted. Only you can
see the questions you have asked.
Note: You can submit your questions by this method
one hour before the meeting begins, if you have
registered to vote. You can continue to submit
questions up until the close of voting.
If your question has been answered and you would
like to exercise your right of reply, you can do so by
submitting another question.

3. Downloads
If you would like to see the Notice of Annual
General Meeting or the Annual Report you
can do so here.
A
B
• To download the Notice of Meeting – click A
• To download the Annual Report – click B
When you click on these links the file will open in
another tab in your browser.
Voting closing
Voting will close 5 minutes after the close of
the Annual General Meeting.
At the conclusion of the Annual General Meeting a red
bar with a countdown timer will appear at the top of
the Webcast and Slide screens advising the remaining
voting time. If you have not yet submitted your vote at
this point, you will be required to do so now.
At the close of the meeting any votes you have placed
will automatically be submitted.
Virtual Annual General Meeting
Online Guide continued
1261.0 07/16 ISS1
Contact us
Australia
T +61 2 8280 7100
E info@linkmarketservices.com.au
New Zealand
T +64 9 375 5998
E enquiries@linkmarketservices.co.nz
United Arab Emirates
T +27 72 6299034
E paular@linkmarketservices.co.za