Notice of Meeting and Proxy Form

EBOS Group Limited. NZBN 9429031998840
108 Wrights Road, Addington, Christchurch, New Zealand, 8024
Level 7, 737 Bourke Street, Docklands, Victoria, Australia, 3008
Phone: +61 3 9918 5555, Fax: +61 3 9918 5588.
www.ebosgroup.com



21 September 2022
NZX/ASX Code: EBO

Notice of Annual Meeting and Proxy Form


Please see attached the 2022 Notice of Annual Meeting, Proxy Form and Virtual Meeting Guide.


Authorised for lodgement with NZX and ASX by the Board of Directors of EBOS Group Limited.

Contact:
Janelle Cain
General Counsel
EBOS Group Limited
+ 61 3 9918 5555

Notice of Annual
Meeting 2022
Notice is given that the annual meeting of shareholders of EBOS
Group Limited (the Company) (Annual Meeting) will be held at the
Park Hyatt Auckland, 99 Halsey Street, Auckland, New Zealand
on 27 October 2022, commencing at 2.00pm.
COVID-19 and Meeting Arrangements
The Company intends to hold the meeting as a hybrid meeting
with the meeting held at the Park Hyatt Auckland and online via
the Computershare Meeting Platform at https://meetnow.global/nz.
Further details of how to participate ‘virtually’ are in the Virtual
Meeting Guide which accompanies this Notice of Annual Meeting.
Having regard to the health and safety of our stakeholders and
people, if the Company is not permitted to hold a physical meeting
due to COVID-19 restrictions on the date of the Annual Meeting,
the Annual Meeting will proceed as an online only meeting. In
such circumstances, the Company will provide shareholders
with as much notice as is reasonably practicable by way of an
announcement to the NZX and ASX and on the Company’s website
including providing details of how to participate in an online
meeting.
Addington Raceway & Events Centre, Christchurch
Shareholders will also be able to watch the Annual Meeting at
the Addington Raceway & Events Centre, 75 Jack Hinton Drive,
Christchurch on 27 October 2022, commencing at 2pm (unless an
online only meeting is required due to COVID-19 restrictions).
A shareholder may vote using a voting card provided at this venue
during the Annual Meeting or via the Computershare Meeting
Platform.
If a shareholder attending at Christchurch wishes to ask questions
these must be submitted via the Computershare Meeting Platform.
Representatives from the Company and Computershare will be in
attendance to assist with any queries from shareholders at
the venue.
General Business
1 To consider and receive the annual report and the financial
statements for the year ended 30 June 2022 and the audit
report thereon.
To consider and if thought fit, pass the following ordinary
resolutions 1, 2 and 3:
2 Resolution 1 – Election of Director
It is resolved that Mark Bloom be elected as a director
of the Company.
3 Resolution 2 – Re-election of Director
It is resolved that Stuart McLauchlan be re-elected as a
director of the Company.
4 Resolution 3 – Auditor’s remuneration
It is resolved that the directors of the Company be authorised
to fix the fees and expenses of Deloitte as auditor of the
Company.
5 To consider any other business that can be properly brought
before the meeting.
Please see explanatory notes for further information regarding
Resolutions 1, 2 and 3.
By Order of the Board
Elizabeth Coutts
Chair
Christchurch, New Zealand
19 September 2022
Explanatory Notes
Resolution 1
Election of Director – Mark Bloom
Mr Bloom was appointed as a director by the Board to fill a casual
vacancy effective 16 September 2022.
Mr Bloom is currently a non-executive director of ASX listed
Abacus Property Group, AGL Energy Limited (Chair, Audit & Risk
Committee) and Pacific Smiles Group Limited.
Mr Bloom has over 35 years’ experience as a finance executive.
Mr Bloom was Chief Financial Officer at ASX listed Scentre Group
Limited from its formation in July 2014 through to his retirement in
April 2019. Prior to the formation of Scentre Group Limited,
Mr Bloom was the Deputy Group CFO of Westfield Group for
11 years.
Prior to his career at Westfield and Scentre Group, Mr Bloom held a
number of senior finance roles including being CFO and executive
director for insurance and financial services companies Liberty
Life, South Africa and Manulife Financial, Canada, over a period of
20 years.
Mr Bloom holds a Bachelor of Accountancy and Bachelor of
Commerce from the University of Witwatersrand, South Africa and
is a Member of Chartered Accountants Australia and New Zealand.
The Board considers Mark Bloom is an Independent Director as
referred to in the NZX Listing Rules.
Pursuant to NZX Listing Rule 2.7.1 and ASX Listing Rule 14.4,
a director appointed by the Board must not hold office
(without re-election) past the next annual meeting following
the director’s appointment.
Mr Bloom retires in accordance with NZX Listing Rule 2.7.1 and
ASX Listing Rule 14.4, and offers himself for election.

Notice of Annual
Meeting 2022
Resolution 2
Re-election of Director – Stuart McLauchlan
Stuart McLauchlan (BCOM, FCA, CFInstD) was appointed to the
EBOS Group Limited Board in July 2019 and was last elected by
shareholders on 15 October 2019. He is Chairman of the Audit and
Risk Committee and a member of the Remuneration Committee.
Mr McLauchlan is a Chartered Fellow of the Institute of Directors
and a Past President. He is a chartered accountant, partner of
GS McLauchlan & Co, and a Fellow of the New Zealand Institute
of Chartered Accountants. He is currently chairman of Scott
Technology Ltd and ADInstruments Ltd. He is a director of Argosy
Properties Ltd as well as a number of private companies. He is also
a governor of the New Zealand Sports Hall of Fame, a member
of the Marsh New Zealand Advisory Board and a member of the
Advisory Board to the Partridge Jewellers group. He was formerly
a director of Ngai Tahu Tourism Ltd.
The Board considers Stuart McLauchlan is an Independent Director
as referred to in the NZX Listing Rules.
Pursuant to NZX Listing Rule 2.7.1 and ASX Listing Rule 14.4,
a director must not hold office without re-election past the third
annual meeting following the director’s appointment, or 3 years,
whichever is longer.
Mr McLauchlan retires in accordance with NZX Listing Rule 2.7.1
and ASX Listing Rule 14.4, and offers himself for re-election.
Resolution 3
Auditor’s remuneration
Deloitte is automatically reappointed as the auditor of the
Company under section 207T of the Companies Act 1993.
Pursuant to section 207S of the Companies Act 1993, this resolution
authorises the directors to fix the fees and expenses of the auditor.
Attendance
All shareholders are entitled to attend and (subject to the exception
set out in the next paragraph) vote at the meeting or to appoint
a proxy, attorney or representative (in the case of a corporate
shareholder) to attend and vote on their behalf.
If a physical meeting is held, having regard to the New Zealand
and/ or Australian travel restrictions in place at the time of the
Annual Meeting (if any), shareholders are advised that some
directors and senior management of the Company may attend the
meeting by audio or video means.
Voting
Voting on all resolutions put before this Annual Meeting will be by
poll. Results of voting will be available after the conclusion of the
Annual Meeting and will be notified on NZX and ASX.
If you are attending at the Park Hyatt in Auckland or the Addington
Raceway and Events Centre in Christchurch, you may vote using
a voting card provided to you during the meeting or via the
Computershare Meeting Platform.
Proxies
A proxy form is enclosed with this notice.
If you do not plan to attend the Annual Meeting, you may appoint
a proxy. The Chair of the Annual Meeting is willing to act as a proxy
for any shareholder who appoints that person for that purpose.
To do this, enter “the Chair” or the name of your proxy in the space
allocated in “Step 1” of the form. Alternatively you can appoint a
proxy online at www.investorvote.co.nz.
If in appointing your proxy, you do not name a person as your proxy
(either online or on the proxy form), or your named proxy does not
attend the meeting, the Chair of the Annual Meeting will be your
proxy and may vote only in accordance with your express direction.
ASX Listing Rule 14.2.2 requires the Company to state how the Chair
will vote undirected (discretionary) proxies. The Chair will vote all
undirected proxies in favour of the resolutions.
ebosgroup.com

How to Vote on Items of Business
All your securities will be voted in accordance with your directions.
Hybrid meeting
The hybrid meeting will be accessible on both desktop and mobile devices. Please
refer to the Virtual Meeting Guide that accompanies the Notice of Meeting. If you
appoint a proxy to cast your vote, you are still able to attend the Annual Meeting via
the Computershare Meeting Services web platform, however, you will not be able to
cast your votes held by your proxy.
Addington Raceway & Events Centre, Christchurch
Shareholders will also be able to watch the Annual Meeting at the Addington
Raceway & Events Centre, 75 Jack Hinton Drive, Christchurch on 27 October 2022,
commencing at 2pm (unless an online only meeting is required due to COVID-19
restrictions). A shareholder may vote using a voting card provided at this venue during
the Annual Meeting or via the Computershare Meeting Services web platform.
Appointment of Proxy
If you do not plan to attend the Annual Meeting, you may appoint a proxy. The Chair of
the Annual Meeting is willing to act as a proxy for any shareholder who appoints that
person for that purpose. To do this, enter ‘the Chair’ or the name of your proxy in the
space allocated in ‘Step 1’of this form. Alternatively you can appoint a proxy online at
www.investorvote.co.nz.
If in appointing your proxy, you do not name a person as your proxy (either online or on
this Proxy Form), or your named proxy does not attend the meeting, the Chair of the
Annual Meeting will be your proxy and may vote only in accordance with your express
direction. ASX Listing Rule 14.2.2 requires the Company to state how the Chair will vote
undirected (discretionary) proxies. The Chair will vote all undirected proxies in favour
of the resolutions.
Voting 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 as they choose. If you mark more than one
box on an item your vote will be invalid on that item.
Attending the Meeting
Bring this form to assist registration. If a representative of a corporate securityholder or
proxy is to attend the meeting you will need to provide the appropriate “Certificate of
Appointment of Corporate Representative” prior to admission.
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the securityholder must sign.
Joint Holding
Where the holding is in more than one name, all of the securityholders should sign.
Power of Attorney
If this Proxy Form has been signed under a power of attorney, a copy of the power of
attorney (unless already deposited with the Company) and a signed certificate of
non-revocation of the power of attorney must be produced with this Proxy Form.
Companies
This form must be signed by a Director jointly with another Director, or a Sole Director can
sign alone. Please sign in the appropriate place and indicate the office held.
Comments and questions
If you have any comments or questions for the Company, please write them on a separate
sheet of paper and return with this form.
Go online to lodge your proxy or turn over to complete the form
COVID-19 IMPLICATIONS
Having regard to the health and safety of our stakeholders and people, if the Company is not permitted to hold a physical meeting due to
COVID-19 restrictions on the date of the Annual Meeting, the Annual Meeting will proceed as an online only meeting. In such circumstances,
the Company will provide shareholders with as much notice as is reasonably practicable by way of an announcement to the NZX and ASX
and on the Company’s website including providing details of how to participate in an online meeting.
Lodge 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
Your secure access information
Control Number: CSN/Securityholder Number:
PLEASE NOTE: You will need your CSN/Securityholder Number and postcode or country of residence (if outside New Zealand) to
securely access InvestorVote and then follow the prompts to appoint your proxy and exercise your vote online.
Proxy/Voting Form
Lodge your proxy online, 24 hours a day, 7 days a week:
www.investorvote.co.nz
Scan the QR code to vote now.
Smartphone?
For your proxy to be effective it must be received by 2:00pm on Tuesday, 25 October 2022.

Proxy/Corporate Representative Form
Appoint a Proxy to Vote on Your Behalf
STEP 1
hereby appoint
of
or failing him/herof
as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the Annual Meeting of Shareholders of
EBOS Group Limited to be held at the Park Hyatt Auckland, 99 Halsey Street, Auckland and online virtually through the Computershare Meeting Services web
platform on Thursday, 27 October 2022 at 2:00pm and at any adjournment of that meeting.
I/We being a shareholder/s of EBOS Group Limited
Appoint a Proxy to Vote on Your Behalf
STEP 1
Proxy
Discretion
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be counted in
computing the required majority.
or failing him/her, or if no person is named, the Chair of the Annual Meeting
Ordinary Resolution
1.
It is resolved that Mark Bloom be elected as a director of the Company.
2.
It is resolved that Stuart McLauchlan be re-elected as a director of the Company.
3.
It is resolved that the directors of the Company be authorised to fix the fees and expenses of Deloitte as auditor
of the Company.
For
Against
Abstain
ATTENDANCE SLIP
Annual Meeting of Shareholders of EBOS Group Limited to be held
at the Park Hyatt Auckland, 99 Halsey Street, Auckland and online
virtually through the Computershare Meeting Services web platform
on Thursday, 27 October 2022 at 2:00pm.
Signature of Securityholder(s) This section must be completed.
SIGN
or Sole Director/Directoror Director (if more than one)
Securityholder 1Securityholder 2 Securityholder 3
Contact Name Contact Daytime Telephone Date
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 via the Computershare Meeting Services web platform.
Proxy contact Details (Phone): and (Email):

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.