Notice of Meeting 2022

Ventia Services Group Limited
ABN 53 603 253 541

Level 8, 80 Pacific Highway
North Sydney NSW 2060
AUSTRALIA

ventia.com
ASX and NZX Release


1 April 2022

2022 Annual General Meeting
Ventia Services Group Limited (Ventia) will hold its first Annual General Meeting (2022 AGM) at
10.00am on Thursday 5 May 2022 (Sydney time).

Enclosed are the following documents relating to the 2022 AGM:
• Notice of Meeting
• Voting Form
• 2022 AGM Access Notice

Copies of the above documents and associated materials will be made available on:
• Computershare's Investor Vote page for Ventia’s 2022 AGM at: www.investorvote.com.au
• Ventia’s website at: www.ventia.com/AGM


This announcement was authorised by the Company Secretary.

-Ends-

For further information, please contact:

Investors Media
Chantal Travers Sarah McCarthy
General Manager Investor Relations General Manager Brand, Marketing & Communications
chantal.travers@ventia.com sarah.mccarthy@ventia.com
+61 428 822 375 +61 400 993 542

About Ventia
Ventia is a leading essential infrastructure services provider in Australia and New Zealand, proudly providing the services that
keeps infrastructure working for our communities. Ventia has access to a combined workforce of more than 35,000 people,
operating in over 400 sites across Australia and New Zealand. With a strategy to redefine service excellence by being client-
focused, innovative and sustainable, Ventia operates across a broad range of industry segments, including defence, social
infrastructure, water, electricity and gas, resources, telecommunications and transport.

NOTICE OF ANNUAL
GENERAL MEETING 2022

1
Ventia Notice of Meeting
Dear Shareholder,
The Board of Ventia Services Group Limited (Ventia or Company) is delighted to convene its first Annual General Meeting
(AGM) as a listed entity on the ASX and the NZX (as a foreign exempt issuer).
The AGM will take place on Thursday, 5 May 2022 at 10:00am (Sydney time) as a virtual only meeting. Registration will open
from 9.00am (Sydney time).
The AGM is an important event for the Company and the Board is looking forward to engaging with shareholders at the first
AGM. We will provide you with an update on how we are delivering on Ventia’s strategy of redefining service excellence, whilst
putting health and safety at the centre of everything that we do.
We encourage shareholders to participate in the AGM online at https://meetnow.global/M5KTRGV.
Whilst shareholders will be able to vote online during the AGM, you are encouraged to lodge a direct vote or appoint a proxy
ahead of the AGM, even if participating online. If you are unable to participate in the AGM, please lodge your direct vote or
appoint a proxy ahead of the AGM. Further details on how you can participate in the AGM are set out in the following pages.
We encourage shareholders to actively participate through the online platform and ask questions online or by phone.
It is important that you have the opportunity to communicate your views to us. This will include asking questions to our
auditor, Deloitte.
We will attempt to address the more frequently asked questions in the Chairman’s and/or Group CEO’s presentations at
the AGM.
Shareholders who are unable to attend the AGM or who may prefer to register questions in advance are encouraged to do
so by clicking here https://www.ventia.com/investor-centre.
Enclosed with this letter are both the Notice of Meeting and Explanatory Statement, which contain more detailed information
in respect of the items of business of the AGM and voting procedures.
We look forward to engaging with you at the AGM.
David Moffatt
Chairman

2
Ventia Notice of Meeting
The 2022 Annual General Meeting (AGM) of Ventia Services Group Limited
(Company or Ventia) will be held online at https://meetnow.global/M5KTRGV,
on Thursday, 5 May 2022 at 10:00am (Sydney time). Registration will open
from 9:00am (Sydney time).
The Explanatory Statement that accompanies and forms part of this
Notice of Meeting describes in more detail the items of business to be
considered at the AGM.
ORDINARY BUSINESS
1. 2021 Annual Report
To receive and consider the financial report, the directors’
report and the auditor’s report for the financial year ended
31 December 2021.
There is no vote on this item.
2. Adoption of 2021 Remuneration Report
To consider and, if thought fit, pass the following resolution
as a non-binding ordinary resolution:
“To adopt the 2021 remuneration report for the financial year
ended 31 December 2021.”
The vote on this Resolution is advisory only and does not
bind the Directors or the Company.
3. Election of Directors
To consider and, if thought fit, pass the following resolutions
as ordinary resolutions:
3a: “That David Moffatt, who retires in accordance with
Rule 8.1 of the Company’s Constitution and, being eligible,
be elected as a Director of the Company.”
3b: “That Kevin Crowe, who retires in accordance with
Rule 8.1 of the Company’s Constitution and, being eligible,
be elected as a Director of the Company.”
4. Appointment of Auditor
To consider and, if thought fit, pass the following resolution
as an ordinary resolution:
“That pursuant to section 327B of the Corporations Act and for
all other purposes, approval is given for the appointment of
Deloitte Touche Tohmatsu as the Company’s External Auditor,
with effect from the date of the AGM.”
Notice of
Meeting

3
Ventia Notice of Meeting
Notes
If it is necessary for Ventia to give further updates
on the arrangements for the AGM, we will inform
Shareholders through our investor website
(https://www.ventia.com/investor-centre)
and via an announcement on the ASX and NZX.
PARTICIPATING IN THE AGM ONLINE
Shareholders must use the Share Registry’s Meeting Platform
to attend and participate in the AGM. To participate in the
AGM, Shareholders can log in by entering the following URL
https://meetnow.global/M5KTRGV on a computer, tablet or
smartphone.
If Shareholders choose to participate in the AGM online,
registration will open at 9:00am (Sydney time) on Thursday,
5 May 2022.
To participate in the AGM online follow the instructions
below.
1. Click on ‘Join Meeting Now’.
2. Enter the SRN/HIN. Proxyholders and corporate
representatives will need to contact Computershare
on +61 3 9415 4024 prior to the AGM to obtain their
login details.
3. Enter the postcode registered to the Shareholder’s
holding if you are an Australian Shareholder. If an
overseas Shareholder select the country of the registered
holding from the drop-down list.
4. Accept the Terms and Conditions and ‘Click Continue’.
Shareholders can view the AGM live, ask questions verbally
or via a live text facility and cast votes at the appropriate
times while the AGM is in progress.
Whilst Shareholders will be able to vote on the Resolutions
online during the AGM in real-time, Shareholders are
encouraged to lodge a direct vote or appoint a proxy ahead of
the AGM, even if they are participating online. If Shareholders
are unable to attend the AGM, Shareholders are encouraged
to appoint a proxy or vote directly on the Voting Form.
Further information regarding participating in the
AGM online, including browser requirements, is
detailed in the Online Meeting Guide available at
www.computershare.com.au/virtualmeetingguide.
Shareholders are also be able to ask questions verbally
via telephone on the number that will be available on the
online platform.
Technical difficulties
Technical difficulties may arise during the course of the AGM.
The Chairman has discretion as to whether and how the AGM
should proceed in the event that a technical difficulty arises.
In exercising this discretion, the Chairman will have regard
to the number of Shareholders impacted and the extent to
which participation in the business of the AGM is affected.
Where the Chairman considers it appropriate, the Chairman
may continue to hold the AGM and transact business,
including conducting a poll and voting in accordance with
valid proxy instructions. For this reason, Shareholders are
encouraged to lodge a direct vote or appoint a proxy even
if they plan to attend through the virtual platform.
Entitlement to vote
Shareholders are eligible to participate and vote at the AGM
if they are registered holders of the Company’s Shares at
7:00pm (Sydney time) on Tuesday, 3 May 2022, subject to
the voting restrictions described in this Notice of Meeting and
Explanatory Statement.
Direct voting – prior to the AGM
Shareholders are entitled to vote directly by marking
Section A “Vote Directly” on the Voting Form that
accompanies this Notice of Meeting. Shareholders will
then not need to appoint a proxy to act on its behalf.
A direct vote will take priority over the appointment of a
proxy. For a valid direct vote to be recorded Shareholders
must mark ‘For’, ‘Against’, or ‘Abstain’ on each Resolution.
Where a direct vote has been validly submitted in advance
of the AGM, the Shareholder’s attendance or participation
in the AGM cancels the direct vote, unless the Shareholder
instructs the Company or, at its instruction, the Share
Registry otherwise.
Voting by Proxy
A Shareholder is entitled to appoint a proxy to attend and
vote on its behalf. To do so, Shareholders should mark
Section B “Appoint a Proxy” on the Voting Form to appoint
the Chairman of the AGM as its proxy or insert the name of
its alternative proxy in the space provided.
The following applies in terms of proxy appointments:
•
a proxy need not be a Shareholder, and may be an
individual or a body corporate;
•
a Shareholder entitled to cast two or more votes may
appoint two proxies; and
•
where two proxies are appointed, each proxy may be
appointed to represent a specified proportion of the
Shareholder’s voting rights. If a Shareholder appoints
two proxies and the appointment does not specify
the proportion or number of the votes each proxy
may exercise, each proxy may exercise half of that
Shareholder’s votes.

4
Ventia Notice of Meeting
Chairman’s Voting Intentions
The Chairman intends to vote undirected proxies in favour
of the Resolutions set out in this Notice of Meeting.
If a Shareholder appoints the Chairman as their proxy,
expressly or by default, and they do not direct the Chairman
how to vote on a Resolution, by completing and returning
the Voting Form, they will be expressly authorising the
Chairman to exercise the proxy and vote as the Chairman
sees fit on a
Resolution, even if the Resolution is connected
directly or indirectly with the remuneration of a member of
the KMP of the Company.
Corporate Representatives
A body corporate that is a Shareholder, or that has been
appointed as a proxy, must appoint an individual to act as
its representative at the AGM. The appointment must comply
with the requirements of section 250D of the Corporations
Act. The representative should provide satisfactory evidence
of their appointment prior to the commencement of the
AGM, including any authority under which it is signed, unless
it has been given previously to the Company.
How to submit a Voting Form
Online:Lodge your vote online at
www.investorvote.com.au using your secure
access information or use your mobile device
to scan the personalised QR code.
By Mail:Computershare Investor Services Pty Limited
GPO Box 242
Melbourne VIC 3001
Australia
By Fax:1800 783 447
within Australia or
+61 3 9473 2555 outside Australia
To be effective, direct votes or proxy appointments must
be received by 10:00 am (Sydney time) on Tuesday,
3 May 2022.
All Resolutions will be by poll
The Chairman intends to call a poll on each of the
Resolutions set out in this Notice of Meeting.
Voting restrictions on Resolution 2
(2021 Remuneration Report)
The Company will disregard any votes cast on Resolution 2:
•
by or on behalf of a member of the Company’s KMP
whose remuneration details are included in the 2021
Remuneration Report, or their Closely Related Parties,
regardless of the capacity in which the vote is cast;
•
as proxy by a person who is a member of the KMP on
the date of the AGM and their Closely Related Parties.
However, votes will not be disregarded if they are cast as
proxy for a person entitled to vote on Resolution 2:
•
in accordance with a direction on the proxy form; or
•
by the Chairman pursuant to an express authorisation to
exercise the proxy even though Resolution 2 is connected
with the remuneration of the Company’s KMP.
Questions and comments from Shareholders
A reasonable opportunity will be given to Shareholders,
as a whole, to ask questions at the AGM about, or make
comments on, the 2021 Annual Report and the management
of the Company.
Similarly, a reasonable opportunity will be given to
Shareholders, as a whole, to ask the External Auditor,
questions relevant to:
•
the conduct of the audit;
•
the preparation and content of the 2021 Auditor’s Report;
•
the accounting policies adopted by the Company in
relation to the preparation of the financial statements;
and
•
the independence of the auditor in relation to the conduct
of the audit.
Shareholders attending the AGM will have the opportunity to
ask questions using the online platform or by telephone (via
the online platform). Please note that Shareholders may only
ask questions once they have been verified.
To submit written questions to the Company or
questions relating to the conduct of the audit and the
content of the 2021 Auditor’s Report to the External
Auditor in advance of the AGM, Shareholders may do
so by completing an online form on Ventia’s website at
https://www.ventia.com/investor-centre no later than
5:00pm (Sydney time) on Thursday, 28 April 2022.
Questions will be collated and, during the AGM, the Chairman
will seek to address as many of the more frequently raised
topics as possible. However, there may not be sufficient
time available at the AGM to address all topics raised, and
individual responses will not be sent to Shareholders.
Definitions
Words that are defined in the Glossary have the same
meaning when used in the Notice of Meeting unless the
context or the definitions in the Glossary provide otherwise.
By Order of the Board
Zoheb Razvi
Group Company Secretary
Ventia Services Group Limited
Dated: 1 April 2022

5
Ventia Notice of Meeting
Explanatory
statement
The purpose of this Explanatory Statement (which is
included in and forms part of the Notice of Meeting) is to
provide Shareholders with an explanation of the items of
business of the AGM as well as to assist Shareholders to
determine how they wish to vote on each Resolution.
AGENDA ITEM 1:
2021 ANNUAL REPORT
Ventia’s 2021 Annual Report, which includes the 2021
Financial Report, the 2021 Directors Report and the
2021 External Auditor Report was lodged with the
ASX and NZX on 23 February 2022 and is available at
https://www.ventia.com/investor-centre/announcements.
Printed copies of the 2021 Annual Report have been mailed
to those Shareholders who have elected to receive a
printed copy.
A reasonable opportunity will be given to Shareholders
as a whole at the AGM to ask questions about, and make
comments on, the 2021 Annual Report, however there
will be no formal Resolution put to at the AGM. Ventia’s
External Auditor will also participate in the AGM to answer
questions in relation to the conduct of the audit (including
the independence of the External Auditor), the preparation
and content of the 2021 Auditor’s Report and the accounting
policies adopted by Ventia.
AGENDA ITEM 2:
ADOPTION OF 2021 REMUNERATION
REPORT
Listed companies, such as Ventia, are required to provide
detailed disclosures of non-executive director and
executive KMP remuneration in their directors’ reports.
These disclosures are set out in the 2021 Remuneration
Report (which forms part of the 2021 Directors’ Report).
The Board strives to ensure that Ventia’s remuneration
framework aligns with Shareholder interests by:
•
ensuring remuneration is performance driven with a
focus on setting challenging targets for both financial
and non-financial measures;
•
placing substantial emphasis on variable (‘at risk’
incentive based) remuneration linked to short and
long-term performance benchmarks that support
Ventia’s corporate strategy and future success; and
•
implementing share based remuneration on a short
and long-term basis.
There will be a reasonable opportunity for Shareholders
to comment on, and ask questions about, the 2021
Remuneration Report.
The vote on Resolution 2 is advisory only and will not bind
the Directors or the Company. However, the Board will take
the outcome of the vote into consideration when reviewing
the Company’s remuneration practices and policies. For the
voting exclusions applicable to this Resolution, please refer
to page 4 of this Notice of Meeting.
What is the Board’s recommendation?
The Board unanimously recommends that Shareholders vote
in favour of Resolution 2.
AGENDA ITEM 3:
ELECTION OF DIRECTORS
In recognition of the significant contribution made by David
Moffatt and Kevin Crowe during and following the Company’s
formation in 2014, the Board endorsed each of these
Directors to be elected by the Shareholders at the AGM.
Each year, the Nominations Committee reviews the skills and
experience represented on the Board and considers whether
there are any issues that should be addressed through Board
renewal and succession. As part of this process, the Board
has reviewed the performance of each Director standing for
election and has considered the contribution made to the
Board and its committees by, and the skills and expertise
of those Directors. For these reasons, and those outlined in
each of the Directors’ profiles below, the Board recommends
the election of each of the following Directors.

Agenda item 3a: Election of David Moffatt
David has held the role of Chairman since the formation
of Ventia.
David has over 30 years’ experience in executive leadership,
including as CEO, CFO and as a director for companies in
the Telecommunications, Financial Services, Infrastructure
Services and Media Industries. He has lived and worked in
Australia, the United States, Europe and Asia.
David’s previous roles include Chairman of Asurion Asia
Pacific and CEO of Lebara Group.
He was Chief Financial Officer and Group MD Finance for
Telstra Corporation Limited and Group MD Telstra Consumer,
serving on the boards of the Telstra-affiliated businesses
Foxtel, CSL (Hong Kong) and Reach (Hong Kong). He was also
CEO of GE and GE Capital Australia & New Zealand.
David’s community and charitable activities include being
a founding director of Giant Steps, a school for autistic
children, and a former director for The Australian Centre for
Philanthropy and Non-Profit Studies (Queensland University
of Technology (QUT)).
David holds a Bachelor Business from QUT and was recently
awarded an Honorary Doctorate at QUT.
David was originally nominated to the Board by Apollo as
Executive Chairman and subsequently held the position of
Group CEO of Ventia on an interim basis (between November
2019 and January 2021). He is currently a senior professional
adviser to Apollo Global Management. Given these matters,
David is not considered by the Board to be an independent
Director.
What is the Board’s recommendation?
The Board, excluding Mr Moffatt, unanimously recommends
that Shareholders vote in favour of Resolution 3a.
Agenda item 3b: Election of Kevin Crowe
Kevin has held the role of a Non-Executive Director since
the formation of Ventia. He is the nominee Director of a
substantial Shareholder of the Company, AIF VIII Singapore
Pte Ltd (Apollo) and is therefore not considered by the Board
to be an independent Director.
Kevin is a Partner in the Private Equity group of Apollo
Global Management, a global alternative asset manager.
He joined Apollo Global Management in 2006 and is based
in London, having also spent extensive time in Apollo Global
Management’s New York and Hong Kong offices.
He currently holds directorships of Haydock Finance and
Paratus AMC Limited. He has previously served on the Boards
of Norwegian Cruise Line, Nine Entertainment Company,
Prestige Cruise Holdings and Quality Distribution.
Prior to joining Apollo Global Management, Kevin was a
member of the Financial Sponsors group in the Global
Banking department of Deutsche Bank Securities.
Kevin graduated from Princeton University with a Bachelor
of Arts in Economics and a Certificate in Finance.
What is the Board’s recommendation?
The Board, excluding Mr Crowe, unanimously recommends
that Shareholders vote in favour of Resolution 3b.
6
Ventia Notice of Meeting

AGENDA ITEM 4:
APPOINTMENT OF AUDITOR
Section 327B(1) of the Corporations Act requires a public
company to appoint an auditor at its first annual general
meeting. Accordingly, the Company is seeking Shareholder
approval of the appointment of Deloitte as the Company’s
External Auditor.
Pursuant to section 328B of the Corporations Act, the
Company has received a valid notice nominating Deloitte to
be appointed as the External Auditor of the Company. A copy
of the notice of nomination is set out in Annexure A of this
Notice of Meeting. Deloitte has provided to the Company its
written consent to act as the Company’s External Auditor in
accordance with section 328A(1) of the Corporations Act.
Accordingly, Shareholder approval is being sought to appoint
Deloitte as the External Auditor of the Company.
What is the Board’s recommendation?
The Board unanimously recommends that Shareholders vote
in favour of Resolution 4.
7
Ventia Notice of Meeting

2021 Annual Report means the annual report of Ventia for
the financial year ended 31 December 2021, comprising of
the 2021 Director’s Report, 2021 Financial Report and the
2021 Remuneration Report.
2021 Auditor’s Report means the auditor’s report for the
financial year ended 31 December 2021, as set out in the
2021 Annual Report.
2021 Directors’ Report means the directors report of Ventia
for the financial year ended 31 December 2021, as set out in
the 2021 Annual Report.
2021 Financial Report means the financial report of Ventia
for the financial year ended 31 December 2021, as set out in
the 2021 Annual Report.
2021 Remuneration Report means remuneration report for
the financial year ended 31 December 2021, as set out in the
2021 Annual Report.
Annual General Meeting or AGM means the annual
general meeting of the Company to be held virtually
at https://www.ventia.com/investor-centre/announcements
on Thursday, 5 May 2022 at 10:00am (Sydney time).
ASX means ASX Limited ACN 008 624 691 or, as the context
requires, the financial market operated by it.
Board means the board of directors of the Company.
Chairman means the chairperson of the Board and the
chairperson of the AGM.
Closely Related Party of a KMP means any of the following:
•
a spouse, child or dependant of the KMP;
•
a child or dependant of the KMP’s spouse;
•
anyone else who is one of the KMP’s family and may be
expected to influence, or be influenced by, the KMP in
the KMP’s dealings with the Company;
•
a company the KMP controls; or
•
a person prescribed by regulations. As at the date of
this Notice of Meeting, no additional persons have been
prescribed by regulation.
Company or Ventia means Ventia Services Group Limited
ABN 53 603 253 541.
Corporations Act means the Corporations Act 2001 (Cth).
Directors mean the directors of the Company and Director
means any one of them.
Explanatory Statement means this explanatory statement
that accompanies, and is incorporated as part of, the Notice
of Meeting.
External Auditor or Deloitte means Deloitte Touche
Tohmatsu, the auditor of the Company.
KMP or Key Management Personnel means the key
management personnel of the Company, being those
persons having authority and responsibility for planning,
directing and controlling the activities of the Company,
whether directly or indirectly. It includes all Directors, the
Group Chief Executive Officer and Chief Financial Officer.
The KMPs during the year ended 31 December 2021 are
listed in the 2021 Remuneration Report contained in the
2021 Annual Report.
Listing Rules means the official listing rules of ASX.
Notice of Meeting means this Notice of Annual General
Meeting and the accompanying Explanatory Statement.
NZX means the New Zealand’s Exchange.
Resolution means a resolution set out in the Notice of
Meeting.
Shares means a fully paid ordinary shares in the Company.
Shareholder means a holder of at least one Share.
Share Registry means Computershare Investor Services
Pty Ltd.
8
Ventia Notice of Meeting
Glossary

Annexure A
– Nomination of Deloitte as External Auditor
9
Ventia Notice of Meeting
Zoheb Razvi
Group Company Secretary
Ventia Services Group Limited
Level 8, 80 Pacific Highway,
North Sydney NSW 2060

18 March 2022
Dear Zoheb
Ventia Services Group Limited – Notice of Nomination of Auditor
I am a member of the Company.
I nominate Deloitte Touche Tohmatsu as the auditor of Ventia Services Group Limited.
The notice of nomination has effect for the purposes of section 328B of the Corporations Act 2001 (Cth)
and for all other purposes.

Kind Regards



Mark Ralston

www.ventia.com

SRN/HIN: I9999999999
XX
For your vote or proxy appointment to be
effective it must be received by 10:00am
(Sydney time) on Tuesday, 3 May 2022.
All your Shares will be voted in accordance with your directions.
YOUR VOTE IS IMPORTANT
Phone:
1300 850 505 (within Australia)
+61 3 9415 4000 (outside Australia)
Online:
www.investorcentre.com/contact
Need assistance?
Voting Form
Lodge your Form:
How to Vote on Items of Business
Online:
Lodge your vote online at
www.investorvote.com.au using your
secure access information or use your
mobile device to scan the personalised
QR code.
Corporate Representative
If a representative of a corporate securityholder or proxy is to participate in the AGM you will
need to provide the appropriate “Appointment of Corporate Representative”. A form may be
obtained from Computershare or online at www.investorcentre.com/au and select "Printable
Forms".
PARTICIPATING IN THE AGM
SIGNING INSTRUCTIONS FOR POSTAL FORMS
For Intermediary Online
subscribers (custodians) go to
www.intermediaryonline.com
By Mail:
Computershare Investor Services Pty Limited
GPO Box 242
Melbourne VIC 3001
Australia
1800 783 447 within Australia or
+61 3 9473 2555 outside Australia
By Fax:
Your secure access information is
VOTE DIRECTLY
PLEASE NOTE: For security reasons it
is important that you keep your SRN/HIN
confidential.
APPOINTMENT OF PROXY
Control Number: 999999
PIN: 99999
Individual: Where the holding is in one name, one Shareholder must sign.
Joint Holding: Where the holding is in more than one name, one Shareholder may sign.
Power of Attorney: If you have not already lodged the Power of Attorney with the Share
Registry, please attach a certified photocopy of the Power of Attorney to this form when you
return it.
Companies: Where the company has a Sole Director who is also the Sole Company
Secretary, this form must be signed by that person. If the company (pursuant to section 204A of
the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign
alone. Otherwise this form must be signed by a Director jointly with either another Director or a
Company Secretary. Please sign in the appropriate place to indicate the office held. Delete titles
as applicable.
Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes
opposite each item of business. If you do not mark a box your proxy may vote or abstain as
they choose (to the extent permitted by law). If you mark more than one box on an item your
vote will be invalid on that item.
Voting a portion of your holding: Indicate a portion of your voting rights by inserting the
percentage or number of Shares you wish to vote in the For, Against or Abstain box or boxes.
The sum of the votes cast must not exceed your voting entitlement or 100%.
Appointing a second proxy: If you are entitled to cast two or more votes you may appoint
two proxies to attend the AGM and vote on a poll. If you appoint two proxies you must specify
the percentage of votes or number of securities for each proxy, otherwise each proxy may
exercise half of the votes. When appointing a second proxy write both names and the
percentage of votes or number of Shares for each in Step 1 overleaf.
A proxy need not be a Shareholder of the Company. If you do not specify who is to be
your proxy, or your named proxy does not attend the AGM or does not vote on a poll in
accordance with your directions, the Chairman of the Meeting will be your proxy.
Voting restrictions for members of the key management personnel (KMP)
Please note that if you appoint a member of the KMP or one of their Closely Related Parties as
your proxy, they will not be able to vote your proxy on Resolution 2, unless you direct them how
to vote or you appoint the Chairman of the Meeting as your proxy.
Voting 100% of your holding: Mark either the For, Against or Abstain box opposite each item
of business. Your vote will be invalid on an item if you do not mark any box OR you mark more
than one box for that item.
Voting a portion of your holding: Indicate a portion of your voting rights by inserting the
number of Shares you wish to vote in the For, Against or Abstain box or boxes. The sum of the
votes cast must not exceed your voting entitlement.
VNT
MR SAM SAMPLE
FLAT 123
123 SAMPLE STREET
THE SAMPLE HILL
SAMPLE ESTATE
SAMPLEVILLE VIC 3030
Samples/000001/000001/i12
*S00000112Q01*


I 9999999999
Change of address. If incorrect,
mark this box and make the
correction in the space to the left.
Securityholders sponsored by a
broker (reference number
commences with ‘X’) should advise
your broker of any changes.
IND
VNT999999A
MR SAM SAMPLE
FLAT 123
123 SAMPLE STREET
THE SAMPLE HILL
SAMPLE ESTATE
SAMPLEVILLE VIC 3030
PLEASE NOTE: If you have appointed a proxy and you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a poll and your
votes will not be counted in computing the required majority. If you are directly voting and you mark the Abstain box for an item, it will be treated as though no vote
has been cast on that item and no vote will be counted in computing the required majority.
Record my/our votes strictly in
accordance with directions in Step 2.
A Vote Directly
At the Annual General Meeting of Ventia Services Group Limited to be held online at https://meetnow.global/M5KTRGV on Thursday, 5 May
2022 at 10:00am (Sydney time) and at any adjournment or postponement of that AGM, I/We being Shareholder/s of Ventia Services Group
Limited direct the following:
B
The Chairman
of the Meeting
PLEASE NOTE: Leave this box blank if
you have selected the Chairman of the
Meeting. Do not insert your own name(s).
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting,
as my/our proxy to act generally at the AGM on my/our behalf and to vote in accordance with the following directions (or if no
directions have been given, and to the extent permitted by law, as the proxy sees fit).
Indicate How Your Vote Will Be Cast
Voting Form
Please markto indicate your directions
XX
Step 1
Items of Business
Step 2
This section must be completed.
Individual or Shareholder 1
Shareholder 2
Shareholder 3
Sole Director & Sole Company Secretary
Director
Director/Company Secretary
Update your communication details
By providing your email address, you consent to receive future Notice
of Meeting & Proxy communications electronically
Mobile NumberEmail Address
(Optional)
Signature of Shareholder(s)
Step 3
ForAgainstAbstain
2.Adoption of the 2021 Remuneration Report
3a.Elect David Moffatt as a Director of the Company
3b.Elect Kevin Crowe as a Director of the Company
4.Appointment of Auditor
Date
/ /
Chairman authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chairman of
the Meeting as my/our proxy (or the Chairman of the Meeting becomes my/our proxy by default) by completing and returning this form, I/we
expressly authorise the Chairman of the Meeting to exercise my/our proxy on Resolution 2 (except where I/we have indicated a different voting
intention in Step 2) even though Resolution 2 is connected directly or indirectly with the remuneration of a member of key management
personnel, which includes the Chairman of the Meeting.
Important Note: If the Chairman of the Meeting is (or becomes) your proxy you can direct the Chairman to vote for or against or abstain from
voting on Resolution 2 by marking the appropriate box in Step 2.
Appoint a
proxy to
vote on
your behalf
OR
OR
Select one option only
PLEASE NOTE: A Direct Vote will take priority over the appointment of a Proxy. For a valid
Direct Vote to be recorded you must mark FOR, AGAINST, or ABSTAIN on each item.
I/We hereby appoint:
The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chairman of the Meeting may
change his/her voting intention on any Resolution, in which case an ASX announcement will be made.

SRN/HIN: I9999999999
Phone:
1300 850 505 (within Australia)
+61 3 9415 4000 (outside Australia)
Online:
www.investorcentre.com/contact
Need assistance?
Ventia Services Group Limited
Annual General Meeting
Control Number: 999999
PIN: 99999
Ventia Services Group Limited's Annual General Meeting (AGM) will be held on Thursday, 5 May 2022 at
10:00am (Sydney time).
The AGM will be held online through an online plaform at https://meetnow.global/M5KTRGV
You can access the Notice of Meeting, Annual Report, voting form and other documents at
www.investorvote.com.au using the above information or use a mobile device to scan the QR code above.
For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com
For instructions refer to the online user guide at www.computershare.com.au/virtualmeetingguide
You may also submit questions in advance of the AGM.
You can request a hard copy of the Notice of Meeting or voting form by contacting Computershare on
1300 850 505 (within Australia) or +61 3 9415 4000 (outside Australia).
For your direct vote or proxy appointment to be effective it must be received by 10:00am (Sydney time) on
Tuesday, 3 May 2022.
For more information, please contact our share registry, Computershare, on 1300 850 505 (within Australia) or
+61 3 9415 4000 (outside Australia
Meeting Documents and How to Participate
Questions?
VNT
MR SAM SAMPLE
FLAT 123
123 SAMPLE STREET
THE SAMPLE HILL
SAMPLE ESTATE
SAMPLEVILLE VIC 3030
Samples/000001/000001
*L000001*