Notice of Annual Meeting
20
22
Notice of
2022
Annual
Meeting
of shareholders
At the current Red Light setting of
New Zealand’s COVID-19 Protection
Framework attendees have the option
of attending in person at the Level 4
Lounge, South Stand, Gate G, Eden
Park, Carpark P5, Reimers Ave,
Mount Eden, Auckland 1024, or
virtually. If New Zealand’s COVID-19
response changes to place further
restrictions on event capacity, or
the Board otherwise considers it
appropriate in the circumstances, only
virtual attendance will be available.
ANNUAL
MEETING
NOTICE IS GIVEN that the annual
meeting of the shareholders of
Property for Industry Limited
(PFI, the Company) will be held on:
13
FRIDAY
MAY 2022
COMMENCING AT:
AM
11
.
00
COVID-19
PROPERTY FOR INDUSTRY LIMITED
Resolution 1:
That Susan Peterson, who
retires and is eligible for
election, be elected as a
Director of the Company.
By order of the Board of Directors.
Anthony Beverley
Chairman
AGENDA
01
02
03
BOARD AND
MANAGEMENT TEAM
PRESENTATIONS
SHAREHOLDER
DISCUSSION
ORDINARY
RESOLUTIONS
04
GENERAL
BUSINESS
The Board recommends that you vote in favour of each of the
above resolutions.
The Board of PFI invites attendees
to join them for light refreshments
at the end of the meeting.
Resolution 2:
That the Directors are
authorised to fix the fees and
expenses of the auditors,
PricewaterhouseCoopers
Auckland.
EXPLANATORY NOTES
ORDINARY RESOLUTIONS
RE-ELECTION OF
SUSAN PETERSON
The NZX Listing Rules state
Directors must not hold office
(without re-election) past the
third annual meeting following
the Director’s appointment, or
three years, whichever is longer.
Accordingly, Susan Peterson is
required to retire at this meeting.
Susan, being eligible, offers
herself for re-election, and the
Board unanimously supports
her re-election.
Having had regard to the factors
described in the NZX Corporate
Governance Code that may
impact Director independence,
the Board considers Susan will
be an Independent Director,
if re-elected.
Susan has been a Director of PFI
since May 2016 and was last re-
elected in May 2019. Susan is an
experienced business leader with
a particular interest in helping
companies to drive growth
through technology, innovation,
and organisational culture.
Susan is currently the Chair
of Vista Group International
and an independent director
of Xero Limited, Arvida Group
Limited and Craigs Investment
Partners Limited. Susan’s past
directorships include ASB Bank
Limited, Trustpower Limited
and The New Zealand Merino
Company Limited.
Susan is the Chair of PFI’s Audit
and Risk Committee, and a
member of PFI’s Nomination and
Remuneration Committee.
AUDITOR’S FEES
AND EXPENSES
Section 207T of the
Companies Act 1993 provides
that a company’s auditor is
automatically reappointed
unless the shareholders resolve
to appoint a replacement
auditor or there is some other
reason for the auditor not to
be reappointed. The Company
wishes PricewaterhouseCoopers
to continue as the auditor
of the Company, and
PricewaterhouseCoopers
has indicated its willingness
to continue in office.
Section 207S of the Companies
Act 1993 provides that the fees
and expenses of the auditor
are to be fixed in such manner
as the company determines at
the annual meeting. The Board
recommends that, consistent
with usual practice, the auditor’s
fees and expenses be fixed by
the Directors.
RESOLUTION 01.RESOLUTION 02.
Shareholders can participate
in the annual meeting virtually
through the web platform
https://meetnow.global/nz
and selecting the required
meeting. Shareholders attending
virtually are encouraged to
review the attached “Virtual
Meeting Guide” prior to the
Annual Meeting.
For those shareholders wishing
to attend the meeting in person,
please note that this will be an
indoor event and vaccine passes
and face masks may be required
for those attending.
Virtual attendance is optional
at the current Red setting, and is
the only option if New Zealand’s
COVID-19 response changes
to place further restrictions
on event capacity or if the
Board otherwise determines
it appropriate not to hold
a physical meeting in the
circumstances. If no physical
meeting is to be held, PFI will
provide shareholders with notice
through an announcement to
the NZX.
To participate, shareholders
will need their CSN/Holder
Number and Post Code.
Shareholders’ can find their
CSN numbers on their Voting/
Proxy Form. Shareholders will
be able to view presentations,
ask questions, cast their vote
and view meeting materials
from their own computers,
mobiles or similar devices.
Voting
Voting at the annual meeting
shall be decided by a poll of PFI
shareholders entitled to vote
and voting. Set out below are
PROCEDURAL NOTES
details on voting matters for
the annual meeting.
A Voting/Proxy Form for use at
the annual meeting is enclosed
with this notice of meeting. If
you are attending in person, you
should bring this form to the
meeting as it also constitutes
your voting paper.
Entitlement to Vote
Every PFI shareholder whose
name is registered in the
share register as at 5.00pm on
Wednesday, 11 May 2022 and
who is present at the meeting
in person, virtually, by proxy, or
in the case of a body corporate
shareholder, by representative,
can vote in respect of
Resolutions 1 and 2 and shall
have one vote in respect of every
fully paid PFI share held by that
PFI shareholder at that time.
How you can vote?
PFI shareholders can vote in any
one of the following ways:
• in person;
• virtually (please refer to the
instructions in the attached
“Virtual Meeting Guide”);
• by appointing a proxy online
at www.investorvote.co.nz;
• by appointing a proxy using
the enclosed form; or
• by representative (if the
shareholder is a body corporate).
Proxies and Corporate
Representatives
Any shareholder who is entitled
to vote at the annual meeting
may appoint a proxy (or in the
case of a corporate shareholder,
a representative) to attend and
vote in your place. A proxy or
representative need not be a
shareholder of the Company.
You may direct your proxy or
representative to vote, or give
your proxy or representative a
discretion to vote how he/she
sees fit. If you wish to give your
proxy or representative such
discretion you should mark
the box accordingly. If you do
not mark any box then your
direction is to abstain.
A Voting/Proxy Form is
attached to this notice of
meeting. If you wish to appoint
a proxy to vote on your behalf,
you must complete the Voting/
Proxy Form and produce it to
the Company so as to be received
(either by post, fax or online)
no later than 11.00am on
Wednesday, 11 May 2022.
Alternatively, shareholders
can appoint a proxy online
at www.investorvote.co.nz
in accordance with the
instructions set out in the
enclosed Voting/Proxy Form.
+
If you have any questions, or for
more information, please contact
PFI’s Chief Finance and
Operating Officer,
Craig Peirce on +64 9 303 9651
or email
peirce@propertyforindustry.co.nz
MORE INFORMATION
The Chair of the Company is
willing to act as proxy. If you
appoint the Chair as proxy but
do not direct him how to vote
on any particular matter, then
the Chair intends to vote in
favour of each of the resolutions
If, in appointing a proxy, you
have inadvertently not named
someone to be your proxy but
otherwise completed the Voting/
Proxy Form in full, or your
named proxy does not attend
the meeting, the Chair of the
Meeting will be your proxy and
will vote in accordance with
your express direction.
Required Votes
Resolutions 1 and 2 are ordinary
resolutions that each require a
simple majority of more than
50% of the valid votes cast at the
annual meeting.
Shareholder Questions
Shareholders present at
the meeting will have the
opportunity to ask questions
during the meeting. Please
refer to the instructions in
the attached “Virtual Meeting
Guide” on how shareholders
can ask a question if
attending virtually.
In addition, shareholders
have the opportunity to ask
questions in advance of the
meeting. If you would like
to ask a question please
either email your question to
info@propertyforindustry.
co.nz with ‘Annual Meeting
Question’ in the subject line, or
post your question to the Chief
Finance and Operating Officer,
Property for Industry Limited,
PO Box 1147, Shortland Street,
Auckland 1140. Please include
your name and shareholder
number. During the meeting,
the Board intends to answer as
many of the most frequently
asked questions as is reasonably
practicable. All questions should
be received by PFI by 5.00pm on
Wednesday, 4 May 2022.
Presentations
The presentations from the
annual meeting will be released
to the NZX and published on
the Company website at https://
www.propertyforindustry.
co.nz/investor-centre/annual-
meeting/ prior to, or during,
the meeting. A summary of the
meeting and the results of voting
will be released to the NZX as
soon as practicable following the
close of the annual meeting.
Level 4 Lounge,
South Stand,
Eden Park,
Gate P5,
Reimers Ave,
Mount Eden,
Auckland
ENTRY AND
FREE PARKING
through P5 off
Reimers Ave
Friday
13 May
2022
11.00am
REIMERS AVENUE
FREE PARKING
CRICKET AVENUE
WALTERS ROAD
SANDRINGHAM ROAD
TO TRAINS
Phone: +64 (9) 303 9450
www.propertyforindustry.co.nz
LOCATION
NOTE: If New Zealand’s COVID-19
response changes to place
further restrictions on event
capacity, or the Board otherwise
considers it appropriate in the
circumstances, only virtual
attendance will be available.
PROPERTY FOR INDUSTRY LIMITED
Shed 24, Prince’s Wharf
147 Quay Street
PO Box 1147
Shortland Street
Auckland 1140
COVID-19
ENTRY AND FREE PARKING
P5
---
Attending the meeting online
Our online meeting provides you the opportunity to
participate online using your smartphone, tablet or computer.
If you choose to attend online you will be able to view a live
webcast of the meeting, ask questions and submit your
votes in real time.
You
will need the latest version of Chrome, Safari or
Edge. Please ensure your browser is compatible.
HOW TO PARTICIPATE IN VIRTUAL/HYBRID MEETINGS
Visit https://meetnow.global/nz
When successfully authenticated, the home screen
will be displayed. You can watch the webcast, vote,
ask questions, and view meeting materials in the
documents folder. The image highlighted blue
indicates the page you have active.
The webcast will appear and begin automatically
once the meeting has started.
Voting
Resolutions will be put forward once voting is
declared open by the Chair. Once the voting has
opened, the resolution and voting options will appear.
To vote, simply select your voting direction from the
options shown on screen. You can vote for all
resolutions at once or by each resolution.
Your vote has been cast when the green tick appears.
To change your vote, select ‘Change Your Vote’.
Q&A
Any eligible shareholder/proxy attending the meeting
r
emotely is eligible to ask a question.
S
elect the Q&A tab and type your question into the
box at the bottom of the screen and press 'Send'.
Navigation
Access
Access the online meeting at
https://meetnow.global/nz, and select the required
meeting. Click 'JOIN MEETING NOW'.
If you are a shareholder:
Select 'Shareholder' on the login screen and enter
your CSN/Holder Number and Post Code. If you are
outside New Zealand, simply select your country
from the drop down box instead of the post code.
Accept the Terms and Conditions and click Continue.
If you are a guest:
Select Guest on the login screen. As a guest, you will
be prompted to complete all the relevant fields
including title, first name, last name and email
address.
Please note, guests will not be able to ask questions
or vote at the meeting.
If you are a proxy holder:
You will receive an email invitation the day before the
meeting to access the online meeting. Click on the
link in the invitation to access the meeting.
Contact
If you have any issues accessing the website please
c
all +64 9 488 8700.
---
Your secure access information
Control Number: CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Shareholder Number and post code to appoint your proxy online.
Go online to appoint your proxy, or turn over to complete the form
Voting/Proxy Form: Property for Industry Limited Annual Meeting, 11am on 13 May 2022
Voting
Voting at the meeting shall be decided by a poll of PFI shareholders entitled to vote and
voting. Set out below are details on voting matters for the annual meeting.
Every PFI shareholder whose name is registered in the share register as at 5.00pm on
Wednesday, 11 May 2022 and who is present at the meeting in person, virtually, by
proxy, or in the case of a body corporate shareholder, by representative, can vote in
respect of Resolutions 1 and 2 and shall have one vote in respect of every fully paid
PFI share held by that PFI shareholder at that time.
Resolutions 1 and 2 are ordinary resolutions that each require a simple majority of more
than 50% of the valid votes cast at the meeting.
How to Vote
PFI shareholders can vote in any one of the following ways:
§ in person;
§ virtually (please refer to the instructions in the “Virtual Meeting Guide”);
§ by appointing a proxy online at www.investorvote.co.nz;
§ by appointing a proxy using this form; or
§ by representative (if the shareholder is a body corporate).
Appointment of Proxy
Any shareholder who is entitled to vote at the annual meeting may appoint a proxy (or in the
case of a corporate shareholder, a representative) to attend and vote in your place. A proxy or
representative need not be a shareholder of the Company. You may direct your proxy or
representative to vote, or give your proxy or representative a discretion to vote how he/she
sees fit. If you wish to give your proxy or representative such discretion you should mark the
boxes overleaf accordingly. If you do not mark any box then your direction is to abstain.
The Chair of the Company is willing to act as proxy. If you appoint the Chair as proxy but do
not direct him how to vote on any particular matter, then the Chair intends to vote in favour of
each of the resolutions. If, in appointing a proxy, you have inadvertently not named someone
to be your proxy but otherwise completed the Voting/Proxy Form in full, or your named proxy
does not attend the meeting, the Chair of the Meeting will be your proxy and will vote in
accordance with your express direction.
Signing Instructions for Postal Forms
Individual
Where a shareholder is an individual, this Voting/Proxy Form must be signed by the shareholder
or his or her duly authorised attorney.
Companies
Where a shareholder is a company, this Voting/Proxy Form must be signed by a director or a
duly authorised attorney or officer.
Trusts
Where a shareholder is a trust, this Voting/Proxy Form should be signed as above by at least
one trustee in accordance with the relevant trust deed (using the rules for an individual or a
company, depending upon whether the trustee is an individual or a company).
Partnerships
Where a shareholder is a partnership, this Voting/Proxy Form should be signed as above by at
least one partner in accordance with the rules governing the partnership (using the rules for an
individual or a company, depending upon whether the partner is an individual or a company).
Joint Shareholders
At least one joint shareholder should sign this Voting/Proxy Form (on behalf of all joint
shareholders). In the case of joint shareholders, if the shareholders appoint different voting
proxies, the vote of the proxy appointed by the first named joint shareholder will be counted.
Seniority shall be determined by the order in which names stand in Property for Industry
Limited’s share register.
Power of Attorney
If this Voting/Proxy Form is completed by an attorney, the power of attorney or a certified copy
must, if not previously produced to Property for Industry Limited, accompany the Voting/Proxy
Form together with a completed certificate of non-revocation of authority.
Body Corporate
A body corporate shareholder may appoint a representative on its behalf in the same manner
as if it were appointing a proxy, provided that the Chair of the meeting, the Board, or the persons
checking the entitlement of people to attend a meeting, shall waive any time limit for prior notice
in respect of a corporation in favour of a person who at a meeting can produce reasonable
evidence of their authority to represent the corporation.
Appoint your proxy
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
By Fax
+64 9 488 8787
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
Appoint your proxy online, 24 hours a day, 7 days a week:
www.investorvote.co.nz
Scan the QR code to appoint your proxy now.
Smartphone?
For your vote to be effective by proxy, the Voting/Proxy Form must be received by 11.00am on Wednesday, 11 May 2022
HYBRID MEETING
A
t the current Red Light setting of New Zealand’s COVID-19 Protection Framework attendees have the option of attending in
person at the Level 4 Lounge, South Stand, Gate G, Eden Park, Carpark P5, Reimers Ave, Mount Eden, Auckland 1024, or virtually. If New
Zealand’s COVID-19 response changes to place further restrictions on event capacity, or the Board otherwise considers it appropriat e in the
circumstances, only virtual attendance will be available.
ATTENDANCE SLIP
Proxy/Corporate Representative Form
Appoint a Proxy to Vote on Your Behalf
STEP 1
hereby appointof
or failing him/herof
as my/our Proxy to exercise my/our vote in accordance with my/our directions at the Annual Meeting of the Shareholders of Property for Industry Limited to be held at
Level 4 Lounge, South Stand, Gate G, Eden Park, Carpark P5, Reimers Avenue, Mount Eden, Auckland 1024, or virtually, on Friday, 13 May 2022, commencing at
11.00am and at any adjournment of that meeting, and to vote as my/our proxy thinks fit on any resolution to amend the resolution, on the resolution so amended and on any
other resolution proposed at the meeting (or any adjournment) so as to give effect to my/our intention as set out below where possible.
I/We being a shareholder/s of Property for Industry Limited
Items of Business - Voting Instructions
STEP 2
Please note: Unless otherwise instructed, the proxy may vote or abstain from voting as he or she thinks fit.
Signature of Shareholder(s) This section must be completed.
SIGN
or director or duly authorised officer or attorney
Shareholder1Shareholder2Shareholder3
Contact Name Contact Daytime Telephone Date
Resolutions: Annual Meeting
1.
That Susan Peterson, who retires and is eligible for election, be elected as a Director of the Company.
2.
That the Directors are authorised to fix the fees and expenses of the auditors, PricewaterhouseCoopers Auckland.
For
Against
Abstain
Proxy
Discretion
If your proxy is not the Chair of the Meeting or any other director of the Company, please ensure that you provide their contact details (phone and email
address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.
Proxy contact Details (Phone): and (Email):
Shareholders can still attend the meeting electronically, even if they have appointed a proxy
(although they will not be able to vote if a proxy has been appointed).
Annual Meeting of the Shareholders of Property for Industry
Limited to be held at Level 4 Lounge, South Stand, Gate G, Eden
Park, Carpark P5, Reimers Avenue, Mount Eden, Auckland 1024,
or virtually on Friday, 13 May 2022, commencing at 11.00am.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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