Tower Limited – Annual Meeting Address

Level 5, 136 Fanshawe Street
Auckland 1142, New Zealand
ARBN 645 941 028
Incorporated in New Zealand


2 February 2022


Market Information Company Announcements Office
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New Zealand Australia




TOWER LIMITED – ANNUAL MEETING ADDRESS


Attached is a copy of the address and presentation to Tower’s annual meeting of shareholders, held
today at 10:00am.



ENDS

This announcement has been authorised by the Tower Board.

Blair Turnbull
Chief Executive Officer
Tower Limited

For media enquiries, please contact in the first instance:
Emily Davies
Head of Corporate Affairs and Reputation
+64 21 815 149
emily.davies@tower.co.nz

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Tower 2022 Annual Shareholder Meeting Script
2 February, 2022
Slide 1 – Cover page – Michael Stiassny
Mōrena, good morning and thank you for making the time to join us online this morning.
My name is Michael Stiassny, Chairman of Tower Limited. As it’s now 10.00am, I am pleased to open
Tower’s Annual Shareholder Meeting.
On behalf of my fellow Directors, welcome and thank you for joining us via the Computershare
Online Meetings platform. This is your meeting, and, given the ongoing restrictions imposed by the
pandemic, we appreciate you making the effort to join us remotely today.
With me this morning and, following strict COVID-19 protocols in Tower’s Auckland office, are
directors, Steve Smith, and Graham Stuart.
PAUSE
And joining us by video link, due to COVID-19 travel restrictions, are your directors Warren Lee,
Wendy Thorpe, and Marcus Nagel.
PAUSE
Also joining us in the room today is our Chief Executive Officer, Blair Turnbull and our Chief Financial
Officer Paul Johnston. Our Auditors, PricewaterhouseCoopers are also present virtually and are
available to answer shareholder questions.
As today’s meeting is being held online via the Computershare Meeting Platform, we have
Shareholders, Proxies and Guests attending the meeting virtually. Shareholders and proxies are able
to ask questions and submit votes.
Slide 2 – Questions
I encourage you to submit questions via Computershare at any time during the meeting. If you do
have a question, please select the Q&A tab on the right half of your screen. Type your question into
the field and press send. Your question will be submitted immediately. Specific questions on any of
the resolutions to be considered will be answered as the relevant resolution is put forward and
general questions will be addressed in question time later in the meeting.
Should you require any assistance, you can type your query and one of the Computershare team will
assist and reply to your query or, alternatively, you can call Computershare on 0800-650-034 or from
overseas +64 9 488 7800.
Questions may be moderated, or if we receive multiple questions on a topic, they may be
amalgamated. However, questions will not be censored, unless they are unseemly or rude.
If we run out of time to answer all questions in the course of this meeting, we will answer them
directly via email and post the responses on our website.
Slide 3 – Voting process
Voting today will be by way of a poll on all items of business. To provide you with enough time to
vote, I will shortly open voting for all resolutions.

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At that time, if you are eligible to vote at this meeting, you will be able to cast your vote under the
Vote tab. To vote, simply select your voting direction from the options shown on screen. You can
vote for all resolutions together, at once, or for individual resolutions. When the tick appears, your
vote has been cast. To change your vote after that time, simply select ‘Change Your Vote’. You can
do this until I declare voting closed.
[PAUSE]
I now declare voting open on all items of business. The resolutions will be open in the vote tab, you
may submit your votes at any time and I will let you know in advance that voting will be closing.
Slide 4 – Agenda
Here is today’s meeting agenda.
We will provide you with an update on last year’s performance and our strategy, as well as the
progress we’ve made at Tower in recent months.
Following Blair’s presentation, we will move to the formal resolutions set out in the Notice of
Meeting.
Let’s now move on to the formal part of the meeting.
Apologies
Are there any apologies?
(If not:) Thank you.
(If yes:) Thank you, I will ask the Secretary to record those in the minutes.
Quorum
The Company’s constitution requires a quorum of 25 shareholders for this meeting. As confirmed by
Computershare, this requirement has been met and a quorum exists.
Proxies
In addition to those attending in person today, 558 shareholders, holding a total of 142,670,525
shares, have appointed proxies (including proxies instructed to abstain). The appointed proxies
represent 33.84% of valid securities voted.
In my capacity as Chairman of the meeting and in my own name I hold proxies for 460 shareholders,
representing 142,051,439 shares, or 33.69% of all shares.
I intend to vote all undirected proxies I have received in favour of resolutions 1, 2, 3, 4, and 5.
Annual Report and Notice of Meeting
The annual report was made available on Tower’s website on the 22
nd
of December 2021.
I propose that we take the Annual Report and Notice of Meeting as read.
Slide 5 – Chairman’s update
Supporting Pacific resilience

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Before I talk about Tower’s performance over the past year, I wish to take a moment to talk about
recent events in Tonga. The level of devastation is enormous and – as is often the case – will have
the largest impact on those with the very least.
We are grateful that our team up there were unharmed and are now able to assist our customers to
lodge claims and pick up the fabric of their lives. However, the impact of the volcanic eruption and
tsunami on a community ill-equipped to cope with a disaster of this magnitude was a timely
reminder of the need to do more to support resilience in the Pacific.
Tower is proudly a New Zealand and Pacific insurer and takes its responsibilities to all those
communities equally seriously. Insurance plays a vital role in economic resilience, enabling people to
get on with their lives, remain productive and face the future with confidence.
And, as a business operating in the Pacific, we are mindful that access to insurance is not a level
playing field.
The proportion of people who have insurance in Tonga – and across the Pacific – is low and
inevitably in times of natural disaster, substantial New Zealand aid is required to deliver a
meaningful response. As the effects of climate change intensify in the region, this situation is only
going to worsen.
Without significantly increasing levels of insurance cover in the islands, reliance on New Zealand
(and other governments) to provide relief is going to increase.
We believe that by increasing rates of insurance in the Pacific, those nations will be far less reliant on
foreign aid and disaster relief and can improve their long-term economic resilience.
For some time, Tower has been working with other businesses who operate in the Pacific to look for
ways to address this inequity and achieve a win:win for both New Zealand and Pacific Island nations.
We are committed to finding a collective solution for this challenge and we are doing our part by
digitising in the Pacific to help improve access to insurance.
As we announced in our market update on the 21
st
of January, Tower is in a strong position to
support our customers throughout Tonga’s recovery. As an insurer we plan for these events and our
reinsurance excess is well within the $20m provided for large events in our FY22 guidance.
The future of private insurance in New Zealand
The situation in Tonga is a timely reminder of changes closer to home and the future of private
insurance in New Zealand.
In September, the Government announced its decision to increase the EQC building cap from
$150,000 to $300,000 for damage caused by natural disasters including earthquakes, tsunamis and
volcanic eruptions.
The Government has said it expects this change to lead to reduced insurance premiums and, should
that fail to occur, it is prepared to look at other options to assure New Zealanders the market is
competitive.
Unfortunately, the government’s expectation of the impact of the raising of the EQC cap fails to take
into account the full range of factors that drive premium costs. The EQC levy is just one component.
Other considerations include inflation, supply chain issues, the rapidly rising costs of construction,
and, most importantly, the international reinsurance market which underwrites and supports the
majority of New Zealand’s seismic risk.

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Tower is all for competition – our model is predicated on offering an attractive alternative to the
major Australian insurers – but we equally believe that ensuring the industry remains sustainable is
essential.
From a customer point of view, the changes to the EQC cap will also see insurance costs rise for
homeowners in less earthquake-prone areas. While Tower has worked hard to remove the inherent
unfairness of cross-subsidisation by implementing transparent, risk-based pricing, the EQC building
cap will partly undo that work.
Homeowners in high-risk areas like Wellington, Hawkes Bay and Gisborne will have their premiums
subsidised by every other Kiwi.
[PAUSE]
Tower believes that the increase in EQC cap has the potential to undermine an already competitive
industry that is vital to support New Zealanders in their time of greatest need. And, we do not wish
to see a return to subsidisation that is inequitable and penalises our customers who live in lower
seismic risk areas.
Tackling the challenges
Looking back on the past year, it is clear that the insurance industry faced numerous challenges:
• There was a marked increase in large events and large house claims;
• Pandemic-induced supply chain and inflationary pressures swiftly led to a general increase in
business as usual claims costs;
• And, low interest rates meant lower investment income.
Tower was not immune. It was a tough year that saw our profits squeezed. The Board acknowledges
and shares your frustration, but can also confirm that actions taken to address these issues in the
final quarter of the 20/21 financial year are making inroads. In particular, the introduction of a full
house fire replacement cap and risk-based pricing for inland flooding will continue to have a positive
impact in 2022.
Along with the rest of the world, the COVID-19 pandemic continues to challenge New Zealand and
the Pacific. Our business continuity practices have ensured we put people first. The entire Tower
workforce is set up to work remotely, so they can remain safe while meeting the needs of our
customers.
Strong and well capitalised
You will also be aware that we were able to recommence the payment of dividends with a full year
dividend of 5 cents per share being declared. There’s no question it has been a long journey for
Tower – and you as our shareholders – to get to this point and we acknowledge and thank you for
your continued support. We look forward to consistently making dividend payments in a prudent
and appropriately cautious manner.
[PAUSE]
Shortly, we will vote on our proposal for a capital return of $30.4 million to shareholders.
As advised in our full year results, in March 2021, the Reserve Bank lowered Tower’s solvency
condition from $50 million to $25 million. As at the 30
th
of September 2021, Tower’s New Zealand

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parent solvency ratio was 271% and the company was holding $56.6 million above its target solvency
margin.
We have always said that we will not hold onto capital unnecessarily. Therefore, it makes sense at
this time to return excess capital to all shareholders.
Positioned for long-term growth
Innovation and growth are the cornerstone of Tower’s strategy and this approach saw Tower write
more than $400 million in premiums in the financial year – a significant milestone.
More customers than ever are choosing Tower and using our online offering. Our flagship Tower
Direct business and unique partnership distribution capability continue to go from strength to
strength. Technology is also making a significant contribution, enabling the business to quickly
respond to challenges and capitalise on opportunities.
Blair will update you on how this strategy is progressing, but what I can say is that the business is in
good heart.
Your company remains well-capitalised and positioned well for long term growth, despite the
obstacles faced in 2021.
[PAUSE]
On behalf of the Board, I’d like to thank Blair, the management team and our frontline teams for
their continued resilience and sustained focus in difficult circumstances. The impact of COVID-19
restrictions on our workforce has been significant and they have continued to deliver good
outcomes for customers, despite working from kitchen tables, bedrooms and lounges. We are
grateful for their efforts.
I’ll now hand over to Blair, who will take you through the results and our plans for the business,
before we take questions.
Slide 6 - CEO address and performance overview title slide – Blair Turnbull
Kia ora and thank you Michael.
A warm welcome to everyone joining us today. I am delighted to share with you our full year 2021
results as well as a performance update for the first three months of the 2022 financial year. I would
also like to take this opportunity to give you an overview of Tower’s plans to continue growing and
innovating in the future.
Slide 7 - Clear strategy leverages our technology, customer and partnerships advantage
Despite the headwinds, our FY21 results demonstrate the resilience of our customer and digitally led
strategy. We are continuing to grow; to drive down expenses; and to respond quickly to the
changing external environment.
You can be confident that we are very focused on addressing the FY21 challenges, improving
profitability and continuing to seek growth through our clear technology, customer experience and
partnership advantage.
Our core strategy is around personal lines and small to medium sized commercial lines in New
Zealand and the Pacific region.

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We have a set of five strategic priorities:
• We are relentlessly focused on our customers, deepening our relationships with them
through rewards, new products and other offerings that make sense and drive value.
• We are leveraging our digital technology, using the insights from our data to make our
customers’ lives easier and to understand their needs better.
• We are finding the best organisations to partner with to boost our offering, develop new
products, and deliver services in better ways and more efficiently.
• We understand that our people are the ultimate drivers of our success as they are on the
front line, building our customer relationships, so we’re embracing agile ways of working
and focusing on our culture and talent.
• And importantly, we are committed to maintaining a strong capital and solvency structure
delivering value for you, our shareholders.
Slide 8 – Results achieved in a challenging environment
Tower’s FY21 results were achieved while navigating a challenging external environment, which
impacted profit.
However, reported profit including large events was $19.3 million for the year, up 72% from $11.2
million in the prior year.
Underlying NPAT including large events was $20.8 million, versus $28.4 million in FY20.
Tower’s combined operating ratio was 91.4% vs 88.6% in the prior year reflecting claims inflationary
pressure and higher large events.
Offering customers a simple and rewarding experience coupled with fair and transparent pricing and
a richer product suite has helped grow Tower’s Gross Written Premium to a milestone $404 million,
up 5% on the same period last year.
Slide 9 - Impact of external factors
In insurance, there will always be volatility in claims – it’s the nature of our business.
However, it was the unusual combination of four external factors that weighed on our profits in
FY21:
• Inflation contributed an additional $7.1 million to business-as-usual claims costs
• Seven large events contributed $13.9 million in costs vs $9.7 million in FY20
• Large house claims rose significantly from 57 in FY20 to 92 in FY21
• And net investment income before tax dropped $5.1m to $0.2m.
While the impact of any one of these factors alone would be sustainable in a normal year, with the
ongoing effects of the pandemic, this was not a normal year.
Slide 10 – Claims inflation in New Zealand is an ongoing challenge
Inflation accelerated rapidly in the second half of FY21 with house construction reaching double
digits at 12%.

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Supply chain issues for new vehicles drove up the value of second-hand vehicles by 13% year on
year, significantly increasing the cost of total loss motor claims.
The COVID-19 lockdown late in the year resulted in higher levels of open claims - and therefore
higher claims costs - due to significant delays in completing repairs as repairers struggled to obtain
parts.
We have taken decisive action to address these challenges.
Slide 11 – Decisive action to address claims inflation
Tower’s unique advantage is our ability to be nimble in identifying emerging trends and quickly
addressing them utilising the digital and data technology we’ve invested in.
In the financial year we took a number of decisive actions to address claims inflation, and these are
delivering improvements.
We quickly applied premium increases across motor and home to offset inflation and this change
will flow through the portfolio over the coming year.
At the same time we are continuously working with our supply chain to moderate the impact on
customers as much as possible. In FY21 we undertook a full supplier contract review which resulted
in better pricing and efficiencies. This included a focus on ensuring claims are prioritised through our
preferred referrer network.
Automation and data management continue to be at the forefront of our response through
optimising digital claims management to improve the quality of claims assessment, repair and
settlement. A third of all claims are now lodged online and we are working to increase this.
Through our leading technology capability, we swiftly adjusted our underwriting and removed the
full replacement for house fire benefit from our policies, instead capping it to an extended sum
insured amount.
A significant achievement was launching our risk-based pricing policy for flooding to the market in
November. This received a very positive response from customers and stakeholders who recognise
that Tower is leading the way in fairer and more transparent insurance pricing.
As part of Tower’s proactive approach to fraud management we have partnered with Dutch AI-based
solution FRISS to automate and accelerate our claims process. In the coming months this new tool
will allow us to quickly and accurately screen and identify potentially fraudulent claims. Furthermore
it will help us to fast track those with low fraud risk, to allow for a faster process for customers.
Slide 12 – FY21 - Good growth in customers and premium
We have continued to grow ahead of the market, particularly in New Zealand where GWP rose 7.9%
to $350m in FY21.
Our customer base grew 5% to 304,000 customers in the year and market share of New Zealand
personal lines increased to 9.2%.
We aim to grow through a balanced mix of attracting new customers, deepening existing customer
relationships through our expanded product range and competitive premium rating adjustments
where appropriate. Pleasingly, our FY21 growth also reflects improvements in customer satisfaction
as evidenced by our New Zealand Net Promoter Score increasing to 43% vs 27% in the prior year.

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Our flagship Tower Direct business went from strength to strength recording 132,000 My Tower
registrations in FY21, compared with 45,000 in the prior year. Tower Direct GWP grew to $273m but
noting this now includes the ANZ legacy portfolio which is midway through migration. This was
previously included in the Partnership business which has reduced accordingly.
Our Partnership business also delivered positive growth as we continue to transform from a more
traditional, higher commission portfolio to a new generation of partnerships.
Our Pacific business GWP declined by 10% due to a combination of product rationalisation, targeted
underwriting and economic challenges related to COVID-19. However, it remains resilient.
Slide 13 – Building deeper, more engaged customer relationships
Our growth has come from a relentless focus on our customers and a commitment to building
deeper, more engaged customer relationships. We do this by delivering the products, experiences
and innovations people value along with fair and transparent pricing.
This has allowed us to attract new customers and keep existing customers for longer.
We know that transparency and trust is more important than ever. So, last year we raised the
benchmark around open and transparent pricing for customers. Through My Tower we are now
presenting visual breakdowns of customer premiums in an easy to understand chart which compares
year on year changes for the various pricing elements.
In November we became the first New Zealand insurer to provide customers with a risk rating for
flood and earthquake hazards for their homes. As we did with earthquake risks, we are also using
data to better match flood premiums to risk. We believe that risk-based pricing is a fairer way to
structure insurance to ensure that customers don’t pay for risks they don’t have.
In FY21 we further enhanced our quick quote process through smart use of data and algorithms to
make it a faster and easier experience for customers. This has helped contribute towards the
number of quotes issued by the Tower Direct business growing by 31% compared to FY20, with the
bulk of these sent through digital channels.
We also trained our chatbot on an additional 1,000 queries and phrases which has made it easier for
our customers to do simple tasks and quickly get the answers they need.
Our digital platform has allowed us to quickly develop and bring to market new and enhanced
products to deepen our relationships with customers, improve revenue and increase retention. For
example, with online boat insurance, we've given Kiwi boaties the ability to have all their things
insured in one place and get a quote online. We also upgraded our motor offering to cover more EVs
and our home offering with a new sustainability benefit which contributes $15,000 to sustainable
products for a total rebuild.
In December 2021 we launched Tower Pet Insurance and prior to that we launched a new Travel
product in anticipation of future travel bubbles and border openings. In Fiji and Vanuatu we
launched new digital home and contents, and motor policies.
This year we are developing a home renovation product and planning to upgrade our rural and SME
offerings.
We have also made insurance more accessible for our customers, particularly in the Pacific where
we became the first insurer to provide an online general insurance offering. Through our corporate

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partnerships such as Auckland Council and New Zealand Defence Force we are bringing insurance to
people’s workplaces.
During the year we continued to engage our Go Carma customers who drove 10.5 million kilometres,
receiving safe driving tips and feedback, as well as rewards and offers.
In the year we were proud to be awarded two Canstar car insurance awards for 2021 - 'Insurer Of
The Year' and 'Outstanding Value'.
Slide 14 – Positive culture, supporting customers and the environment
Our ability to continue delivering these customer innovations as a leading digital and data business is
only possible with a strong team and a positive workplace culture.
On the 17
th
of January we were pleased to welcome two new executives to the Tower whanau.
Our new CFO, Paul Johnston, is an internationally experienced finance professional with more than
15 years senior experience in the insurance and financial services sectors in the UK and Asia. Paul
has returned home to New Zealand after more than 15 years offshore and we are delighted to have
him at Tower.
Steve Wilson also joined the Tower executive team as our Chief Claims Officer. He brings to Tower a
wealth of experience across the breadth of claims operations with experience both in Australia and
Asia. Having Steve’s claims and digital transformation experience on board will be invaluable.
During the year we made great strides with our flexible working capability with all staff now able to
work remotely, operating on a common desktop platform that enables us to move workloads across
our sites and support efficiency. While our people can work from home, we know it is not easy to
navigate the challenges of COVID-19 lockdowns, both in New Zealand and across the Pacific. We
have put in place several initiatives to support our people during this time and are pleased our
employee engagement score has increased over the past year.
It’s also good to see that cultural diversity across our business continues to be strong with well over
half of our people identifying as non-European.
In the coming year we will continue to prioritise and invest in our people to ensure we have a
diverse, inclusive culture where everyone can contribute and feel valued.
Last year we also started our sustainability journey with the development of an ESG strategy that will
guide how Tower manages its environment, social and governance issues in the future. Importantly
we have now measured our total carbon emissions across our New Zealand and Pacific operations
and have set a science based target for meaningful reduction towards a zero carbon future.
Slide 15 – Strong capital & solvency, delivering shareholder returns
Our New Zealand parent solvency ratio is 271%, which is $56.6m above our target solvency margin
and reflects our strong capital position.
During the year we were pleased to resume dividend payments after a five year hiatus. The Board
has confirmed a full year dividend payment of 2.5 cents per share bringing total dividends for FY21
to 5 cents per share. The total dividend payment is $21 million with $10.5 million to be paid today,
the 2nd of February 2022.

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This payment is in line with the ordinary dividend policy of paying 60-80% of adjusted earnings
where prudent to do so.
Tower is in a strong capital position and we continue to look at acquisitions which are sensible and
value accretive for shareholders. In the year we acquired the ANZ legacy portfolio and we completed
the acquisition of the remaining minority shares in National Pacific Insurance.
However, having considered current opportunities and our capital position, the Board felt it would
be appropriate to return excess capital to shareholders of $30.4 million, subject to necessary
approvals being obtained.
Slide 16 – Trading update for the three months to 31 December 2021
Turning now to our trading results for the first three months of our 2022 financial year. I'm pleased
to say we have had a good start to the financial year, while still navigating a challenging inflationary
environment.
In the three months to 31 December, we achieved $112 million of gross written premium (GWP),
representing growth of 12% on the same period last year. This has been achieved by a combination
of new business, improved customer retention and inflation-based rating adjustments. Our
customer numbers continued to grow strongly as we welcomed another 6,000 customers over the
quarter, increasing our base to 310,000, an increase of 24,000 customers year-on-year.
Given the challenges we are facing around claims inflation, we are pleased that our claims ratio,
excluding large events, has remained consistent with the same period in the prior year, at 47%.
Our disciplined approach to controlling costs has seen management expenses remain consistent
with the prior year at 38%.
Slide 17 – Strong position to support Tonga recovery
We are committed to supporting our Pacific communities and are proud of our 147-year history in
the Pacific.
Our hearts go out to everyone affected in Tonga, as well as the Tongan community in Aotearoa New
Zealand following the significant eruption of the underwater volcano and subsequent tsunami in
Tonga and surrounding areas. Our focus is on supporting our people and customers who have been
affected by this natural disaster and we are grateful that all our team members are safe. Our
Nuku’alofa branch is open and assisting customers.
To date we have received 66 claims, mainly for damage to commercial or domestic properties
caused by the tsunami.
Right now the removal of volcanic ash is the main priority for our customers and Tower has been
running radio advertising to provide helpful information on how to clean up ash and to encourage
customers to make early contact with us.
We are also fast-tracking assessments thanks to our in-country expertise and our ability to assess
damage remotely.
As you can see, Tower plans for such large-scale events. Alongside our robust reinsurance
programme that underpins our resilience, we are in a strong position to support our customers with
Tonga’s recovery.

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We are currently assessing the financial impact of this event. Tower’s reinsurance programme
provides up to $873m of cover for catastrophe events. Our reinsurance excess for such events is
$11.25m which is within the $20m Tower has allowed for large events in FY22.
Our role as an insurer is to be there to help people when they need us most. This event in Tonga
highlights the necessary and important role insurers play in communities’ economic resilience.
Slide 18 – Targeting an increased return in FY22
There is no change to Tower’s FY22 underlying Net Profit After Tax (NPAT) guidance range of $21m
to $25m, noting that this guidance assumes inflation pressures will continue throughout FY22 and
that the $20m excess on Tower’s aggregate reinsurance will be fully utilised. This represents a $4.4m
after tax increase in the impact of large events when compared to FY21.
As the Chair previously noted, we look forward to consistently making dividend payments in a
prudent manner and in line with Tower’s dividend policy.
Slide 19 – Well positioned to deliver dividends and growth
FY21 was a challenging year and we have taken decisive actions to deliver improvements in FY22.
Tower is a well-capitalised business with a strong balance sheet and solvency margins. We have
delivered customer and premium growth while further improving our management expenses.
In FY22, our focus is on:
• Driving shareholder value by accelerating growth and innovation
• Continuing decisive action to address challenges with claims inflation and climate change
risks, and;
• Continuing to invest in our digital and data platform to drive efficiency and support growth.
In the meantime, I’m pleased to say we’ve started this year well with a good first quarter
performance.
I will now hand back over to the Chair.
Slide 20 - Shareholder Resolutions – Michael Stiassny
Thank you, Blair.
I now propose that we move to the next item of business, which is the shareholder resolutions
before the meeting. Resolutions 1-4 are ordinary resolutions, each passed by a simple majority of
votes of those shareholders entitled to vote and voting on the relevant resolution. Resolution 5,
relating to the return of capital, is a special resolution requiring approval by a majority of 75% of
those shareholders entitled to vote and voting on the resolution.
As noted earlier, voting has already opened online and will close shortly after discussions on the
resolutions are completed so that everyone has the opportunity to cast their votes.
Slide 21 – Shareholder resolutions
Resolution 1 - Authorisation to fix remuneration of auditor
The Companies Act provides that a company’s auditor is automatically re-appointed unless there is a
resolution or other reason for the auditor not to be re-appointed. The Company wishes

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PricewaterhouseCoopers to continue as the company’s auditor and PricewaterhouseCoopers has
indicated its willingness to do so.
The Companies Act provides that the fees and expenses of the auditors are to be fixed by the
Company, or in the manner that the company determines at the Annual Meeting. The Board
proposes that, consistent with past practice, the auditor’s fees be fixed by the Board.
I therefore:
• Record that the auditors, PricewaterhouseCoopers, are automatically re-appointed as
auditors of the company; and
• Move that the Board be authorised to determine the auditor’s fees and expenses for the
2022 financial year.
At this point, I would also like to note that the New Zealand Shareholders Association policy and
international best practice is that the Audit Firm should not serve more than 10 years and the Lead
Audit Partner should be rotated at five years to ensure the appropriate degree of independence is
maintained. We agree with this view and have noted Audit Firm tenure and Lead Audit Partner
rotation information in the Corporate Governance Statement on our website.
Are there any questions?
[FOLLOWING ANY QUESTIONS]
I now move to the re-election of directors.
Resolution 2 - Re-election of Warren Lee as Director of Tower Limited
Warren Lee retires by rotation, and being eligible, offers himself for re-election. I now invite Warren
to address this meeting on his proposed re-election.
[WARREN LEE ADDRESS]
Thank you, Warren. I will now move that Warren Lee, who retires on rotation in accordance with
NZX Listing Rule 2.7.1 be re-elected as a director of Tower Limited.
Are there any questions?
[FOLLOWING ANY QUESTIONS]
Resolution 3 - Re-election of Graham Stuart as Director of Tower Limited
Graham Stuart retires by rotation, and being eligible, offers himself for re-election. I now invite
Graham to address this meeting on his proposed re-election.
[GRAHAM STUART ADDRESS]
Thank you, Graham. I will now move that Graham Stuart, who retires on rotation in accordance with
NZX Listing Rule 2.7.1 be re-elected as a director of Tower Limited
Are there any questions?
[FOLLOWING ANY QUESTIONS]
Resolution 4 - Re-election of Marcus Nagel as Director of Tower Limited

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Marcus Nagel retires by rotation, and being eligible, offers himself for re-election. I now invite
Marcus to address this meeting on his proposed re-election.
[MARCUS NAGEL ADDRESS]
Thank you, Marcus. I will now move that Marcus Nagel, who retires on rotation in accordance with
NZX Listing Rule 2.7.1 be re-elected as a director of Tower Limited
Are there any questions?
[FOLLOWING ANY QUESTIONS]
Resolution 5 - Approval of scheme of arrangement to return capital to shareholders
I will now move that the scheme of arrangement relating to the return of capital to shareholders, as
set out in the Arrangement Document annexed to the Notice of Meeting, dated 22
nd
of December
2021, be approved.
Are there any questions?
[FOLLOWING ANY QUESTIONS]
As announced this morning, we have received IRD approval for the return of capital. The only
conditions remaining to be satisfied are shareholder approval of the scheme of arrangement and
final court orders. Assuming we receive both of these, our expectation is that payment will be made
to shareholders around mid March.
That concludes our discussion on the items of business.
So, if you haven’t already done so, please cast your votes now. Voting will close in approximately 2
minutes. The votes will then be counted under the scrutiny of Computershare.
We will now pause for a moment to ensure that all questions relating to the resolutions have been
received.
[PAUSE]
Right, let’s move on. The final item on our agenda is Questions and General Business:
At this point I would like to acknowledge Steve Smith who retires from the Tower Board with effect
from the end of this meeting today. Steve has been a director of Tower since the 24
th
of May 2012.
There is no doubt that Tower today is a vastly improved company from the one Steve joined in the
wake of the Christchurch Earthquakes a decade ago. We are a resilient, strong and well capitalised
business that is achieving sustained premium growth and delivering on our strategy of innovation
and customer focus.
On behalf of the Tower Board I would like to thank Steve for his considerable contribution towards
Tower’s transformation over the past 10 years.
A recruitment process is underway for Steve’s replacement. The new Director will be appointed to
fill the casual vacancy, and subject to re-election by shareholders at the 2023 Annual Shareholder
Meeting.
Slide 22 – Questions & General Business
Are there any matters of General Business? Or any questions?

14

[FOLLOWING ANY QUESTIONS]
In a minute, I will close voting. This is your final chance to ensure that you have cast your vote on all
resolutions. I will now pause to allow you time to finalise those votes.
[PAUSE for 60 seconds]
Voting is now closed.
The results of these polls will be released to the stock exchanges later today.
Ladies and gentlemen that concludes our meeting and it remains for me to thank you for your
participation in today’s meeting.
I declare the meeting closed. Thank you.

Shareholder & Proxyholder Q&A Participation
Written Questions:Questions may be submitted
ahead of the meeting. If you have a question to
submit during the live meeting, please select the
Q&A tab on the right half of your screen at
anytime. Type your question into the field and
press submit. Your question will be immediately
submitted.
Help:The Q&A tab can also be used for
immediate help. If you need assistance, please
submit your query in the same manner as typing
a question and a Computershare representative
will respond to you directly.

Shareholder & Proxyholder Voting
Once the voting has been opened, the resolutions and
voting options will allow voting.
To vote, simply click on the Vote tab, and select your voting
direction from the options shown on the screen. You can
vote for all resolutions at once or by each resolution.
Your vote has been cast when the tick appears. To change
your vote, select ‘Change Your Vote’.

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