Notice of 2022 Annual Shareholders’ Meeting

Business
A. Chair’s Address
B. Chief Executive Officer’s Review
C. Resolutions
To consider and, if thought fit, to pass the following ordinary
resolutions (which require the approval of a simple majority of the
votes cast):
Resolution 1 - Re-election of Peter Crowley
That Peter Crowley be re-elected as a director of the Company.
Resolution 2 - Auditor fees and expenses
That the directors be authorised to fix the fees and expenses
of the auditor.
By order of the Board
Chris Reid
Company Secretary
Auckland, New Zealand
23 September 2022
Notice of Annual
Shareholders'
Meeting
This is notice that the 2022 Annual
Shareholders' Meeting of Fletcher Building
Limited will be held on Wednesday 26
October 2022, commencing at 10.30 am NZT.
The 2022 Annual Shareholders' Meeting will be held in
the Grand Hall, Level 5, North Stand, Eden Park, Walters
Road, Kingsland, Auckland, New Zealand and online via
the Computershare Meeting Platform.
For information on how to participate online at the
meeting, please refer to the Procedural Notes within and
the attached Online Meeting Guide.
Explanatory Notes
Auditor fees and expenses [Resolution 2]
EY is automatically reappointed as auditor of the Company under
the Companies Act 1993. The proposed resolution is to authorise the
Board, under that Act, to fix the fees and expenses of the auditor.
Re-election of director [Resolution 1]
Under our Constitution and as required by the NZX Listing Rules,
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. Peter Crowley was last elected at the 2019
annual meeting, and being eligible, seeks re-election at this meeting.
The Board unanimously recommends that shareholders vote in
favour of the re-election of Peter Crowley. He is considered by the
Board to be an independent director.
Peter Crowley
BEcon, BA, FAICD
Independent Non-Executive Director
Term of office
Appointed director 1 October 2019,
last elected 2019 annual meeting.
Board committees
Member of the Audit and Risk Committee, Member of the
Nominations Committee and Member of the Safety, Health,
Environment, and Sustainability Committee.
Peter has over 40 years of experience in construction
materials and building products industries across Australia,
New Zealand, Asia, Europe and North America.
From 2003-2015, he served as managing director and
CEO of GWA Group Limited, a leading Australian supplier
of building fixtures and fittings to households and
commercial premises. He also spent 18 years in the cement
industry, including various chief executive roles with The
Rugby Group plc. and a variety of managerial roles with
Queensland Cement and its parent company Holcim.
Peter is a director of Barrambin Trading Company Pty Ltd
and The Riverside Coal Transport Company Pty Ltd.

Procedural Notes
1. Persons entitled to vote
Voting on all resolutions put before the 2022 Annual
Shareholders' meeting will be by poll. Voting entitlements for
the meeting will be determined at 10.30 am NZT on Monday
24 October 2022 based on the registered shareholdings at that
time. Results of the voting will be notified to the NZX and ASX.
2. Casting your vote
You may cast your vote in the following ways:
(a) Personally - You can participate and cast your vote at the
meeting in person or online.
• If you propose to attend the meeting in person please
bring your Voting/Proxy Form to the meeting as the
barcode will assist with your registration and the Voting/
Proxy Form will be used to vote. If you do not have
your Voting/Proxy Form please identify yourself at
the Computershare registration desk on arrival to be
registered and issued with a Ballot Paper to vote.
• If you propose to attend the meeting online you can do
so via the Computershare Meeting Platform
https://meetnow.global/nz. To access the meeting, click
‘Go’ under the Fletcher Building meeting and then click
‘Join Meeting Now’. Select ‘Shareholder’ on the login
screen and enter your CSN/Securityholder Number
and post code (or country of residence if outside of
New Zealand). Please also refer to the attached Online
Meeting Guide for more information.
(b) Postal - You can cast a postal vote instead of attending the
meeting or appointing a proxy.
(c) Appointing a proxy - All shareholders entitled to vote at the
meeting may appoint a proxy or (in the case of a corporate
shareholder) a representative who can vote on their behalf.
3. Proxy and Postal Voting
You can lodge your postal vote or proxy appointment:
(a) Online - at www.investorvote.co.nz or by scanning the
QR code on the Voting/Proxy Form with your smartphone
(b) Post/email - by completing the Voting/Proxy Form
attached to your Notice of Meeting and posting it in
the envelope provided or emailing it to
corporateactions@computershare.co.nz.
Voting/Proxy Forms must be received at Computershare
Investor Services by 10.30 am NZT on Monday 24 October
2022. Voting/Proxy Forms received after that time will not be
valid for the annual shareholders' meeting.
Chris Reid, Company Secretary, has been authorised by the
Board to receive and count postal votes.
Procedural Notes continued to the right
4. Proxies and Corporate Representatives
A proxy need not be a shareholder of the Company. You can
appoint the Chair of the meeting or any director as your proxy.
The Chair of the meeting and the directors will vote in favour of
all resolutions marked 'Proxy Discretion'. If you have ticked the
'Proxy Discretion' box and your named proxy does not attend the
meeting or you have not named a proxy (but otherwise completed
the Voting/Proxy Form in full), the Chair will act as your proxy. All
directed votes (For, Against or Abstain) on each resolution will be
treated as a postal vote.
5. Shareholder questions
Shareholders will have the opportunity to ask questions during
the meeting in person or via the Computershare Meeting Platform
from their desktop or mobile devices (refer to the attached Online
Meeting Guide for more information).
Shareholders may also submit questions in advance of the meeting
to www.investorvote.co.nz or by using the Voting/Proxy Form.
The Company reserves the right not to address questions that, in
the Chair's opinion, are not reasonable in the context of an annual
shareholders' meeting.
6. Webcast
A live recording of the meeting will be broadcast on the
Company’s website www.fletcherbuilding.com/investor-centre/
reports-presentations-and-webcasts.
Procedural Notes (cont.)
Venue Location
Eden Park is well served by rail and bus services. Kingsland train
station is a short walk from Eden Park.
There will be a limited number of car parks available at the North
Stand (through car park entrance Gate B, off Walters Road) on a first
come, first serve basis. Additional parking will be available behind
the South Stand (via car park entrance Gate G, off Reimers Avenue).
Please allow for a 5-10 minute walk from there to the North Stand.
S
CR
E
E
N
TRAIN
WALTERS ROAD
Car Parks
S
A
N
D
R
I
N
G
H
A
M

R
O
A
D
GATE
B
Gate B, Level 5,
North Stand
Grand Hall | Te Pa
GATE
G
N
EDEN
PARK
North Stand
South Stand
REIMERS AVENUE
C
R
I
C
K
ET
AVENUE
Car Parks

---

The 2022 Annual Shareholders’ Meeting of Fletcher Building Limited will be held on Wednesday, 26 October 2022 at 10.30 am NZT.
The 2022 Annual Shareholders’ Meeting will be held in The Grand Hall, Level 5, North Stand, Eden Park, Walters Road, Kingsland,
Auckland, New Zealand and online via the Computershare Meeting Platform http://meetnow.global/nz. For information on how
to attend and vote online at the meeting please refer to the instructions below and as set out in the Online Meeting Guide. If you
propose to not attend the meeting, but wish to appoint a proxy, please complete this form in accordance with the instructions below.
VOTING/PROXY FORM
www.investorvote.co.nz
Lodge your proxy online, (24/7 access) by 10.30 am NZT on Monday 24 October 2022.
Your secure access information
Control Number:
CSN/Securityholder Number:
To vote online you’ll need the above Control Number, your CSN/Securityholder Number
and postcode/or country of residence if you reside outside of New Zealand.
Scan this QR Code
with your Smartphone
and Vote online.
To be effective as a postal vote or proxy appointment, the Voting/Proxy Form must be received by 10.30 am NZT on Monday 24 October 2022.
Attending the Meeting
1. Voting on all resolutions put before the meeting will be by poll.
2. If you propose to attend the meeting in person, please bring this Voting/Proxy Form
intact to the meeting as the barcode will assist in your registration.
3. If you propose to attend the meeting online, you can do so via the Computershare
Meeting Platform https://meetnow.global/nz. To access the meeting, click ‘GO’
under the Fletcher Building meeting and then click ‘JOIN MEETING NOW’. Select
‘SHAREHOLDER’ on the login screen and enter your CSN/Security Holder Number
and post code (or country of residence if outside of New Zealand). By using the
meeting platform, you will be able to watch the meeting, vote and ask questions online
using your smartphone, tablet desktop device. Please refer to the enclosed Online
Meeting Guide for more information. You will need the latest version of Chrome, Safari
or Edge to access the meeting. Please ensure your browser is compatible.
4. If you propose to not attend the meeting but wish to vote by postal vote, or appoint a
proxy, please complete and post this form or complete either process online. Please
do not appoint a proxy if you are voting by postal vote.
5. The persons who will be entitled to vote at the annual shareholders’ meeting are those
persons (or their proxies or representatives) registered as holding Ordinary Shares on
Fletcher Building Limited’s share register at 10.30 am NZT on Monday 24 October 2022.
Postal Vote
6. You can cast a postal vote instead of attending the meeting or appointing a proxy
to attend.
7. Chris Reid, Company Secretary, has been authorised by the Board to receive and
count postal votes.
8. If you return your postal vote without indicating on any resolution how you wish to vote,
you will be deemed to have abstained from voting on that resolution.
9. If you complete the postal vote section and also appoint a proxy, your postal vote will
take priority over your proxy appointment.
Proxy Appointment
10. All shareholders entitled to attend and vote at the meeting may appoint a proxy or (in
the case of a corporate shareholder) representative to attend and vote on their behalf.
A proxy need not be a shareholder of the Company. You can appoint the Chair of the
meeting or any director as your proxy. You may still attend the meeting either in person
or online even if you have appointed a proxy.
11. The Chair of the meeting and the directors will vote in favour of all resolutions marked
“PROXY DISCRETION”.
12. If you have ticked the “PROXY DISCRETION” box and your named proxy does not
attend the meeting or you have not named a proxy (but otherwise completed the
Voting/Proxy Form in full), the Chair of the meeting will act as your proxy.
13. All directed votes FOR, AGAINST or ABSTAIN on each resolution will be treated as a
postal vote.
Signing Instructions
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 or corporate shareholder,
this Voting/Proxy Form must be signed by a duly authorised
officer or attorney.
Tru sts
Where a shareholder is a trust, this Voting/Proxy Form should be
signed by at least one trustee in accordance with the relevant trust
deed (using the rules for an individual, or a company, as applicable).
Partnerships
Where a shareholder is a partnership, this Voting/Proxy Form
should be signed by at least one partner in accordance with the
rules governing the partnership (using the rules for an individual or
a company, as applicable).
Joint Shareholders
At least one joint shareholder should sign this Voting/Proxy
Form (on behalf of all joint shareholders). If a joint shareholder
votes differently from another joint shareholder, the vote of the
shareholder named first in the share register will be counted.
Power of Attorney
If this Voting/Proxy Form is completed by an attorney, the power of
attorney or a certified copy must, unless already provided to Fletcher
Building Limited, accompany the Voting/Proxy Form together with a
completed certificate of “non-revocation of authority”.
Viewing and voting from the Computershare Meeting Platform.
Please follow the instructions set out in the attached Online Meeting
Guide. We recommend that you complete the set-up prior to the
meeting commencing.
If you have any questions about appointing your proxy, or require
assistance with Computershare Meeting Platform, please contact
Computershare Investor Services Limited on 0800 650 034 or

+64 9 488 8777 between 8.30am to 5.00pm or email
corporateactions@computershare.co.nz.
Go online to www.investorvote.co.nz to cast your postal vote or lodge
your proxy or please TURN OVER to complete the Voting/Proxy Form.
By Email
corporateactions@computershare.co.nz
By Phone
+ 64 9 488 8777
For all enquiries contact
Online
www.investorvote.co.nz
By Post
Computershare Investor Services Limited
Private Bag 92119 OR GPO Box 3329
Auckland 1142 Melbourne VIC 3001
New Zealand Australia
Lodge your Postal Vote or Proxy

as my/our proxy to vote for me/us on my/our behalf at the Annual Shareholders’ Meeting of the Company to be held at 10.30 am NZT on Wednesday 26 October 2022,
and at any adjournment or postponement of that meeting, and to vote as my/our proxy thinks fit on any resolutions to amend any of the resolutions, or any resolution
so amended and on any other resolution proposed at the Annual Shareholders’ Meeting (or any adjournment thereof) so as to give effect to my/our intention as set out
below where possible. In the event I/we have not expressed any intention (in my/our proxy’s sole opinion) my/our proxy may vote at his/her discretion.
A proxy need not be a shareholder of the Company. If you wish, you may appoint as your proxy ‘The Chair of the Meeting’. If you do not provide contact details for your
proxy (and they are not the Chair or a director), we cannot guarantee that your proxy will be admitted if they intend to attend the meeting virtually.
I wish to vote by postal vote (please tick the box). My voting intentions are indicated in the resolutions section below.
Cast a postal vote, or instruct a proxy to vote, by placing a tick (✓) in the relevant box. If you have appointed a proxy and want him/her to decide
how to vote on the resolution, please mark the box ‘Proxy Discretion’. If you tick the ‘Abstain’ box for a particular resolution, you are directing
your proxy NOT to vote on that resolution. Your vote will not be counted when calculating the majority for that resolution. Proxy Discretion is
NOT APPLICABLE in the case of a postal vote.
(Full Name)
Or failing him/her:
Shareholder 1Shareholder 2Shareholder 3
(Full Name)
(Proxy Contact Details – Phone/Email/Address)
(Proxy Contact Details – Phone/Email/Address)
of
of
I/We being a shareholder(s) of Fletcher Building Limited (“the Company”) and entitled to attend and vote hereby appoint:
Postal Voting (To use if you will not attend the meeting and are not submitting your postal vote online)
Appointment of a Proxy (for use if you will not attend the meeting but wish someone to represent you and vote on your behalf at the meeting)
Shareholder Questions
Shareholders will have the opportunity to ask questions during the meeting from their desktop or mobile devices via the Computershare
Meeting Platform https://meetnow.global/nz. You can also submit questions in advance of the meeting by going to www.investorvote.co.nz
and completing the online validation process or complete the question section below and post in the envelope provided. Questions must be
submitted by 10.30 am NZT on Monday 24 October 2022. The Company reserves the right not to address questions that, in the Chair’s opinion,
are not reasonable in the context of an annual shareholders’ meeting.
Electronic Investor Communications
If you received the Notice of Meeting and Voting/Proxy Form by mail and wish to receive your future investor communications by email please
provide your email address below:
Ordinary ResolutionsFORAGAINSTABSTAIN
PROXY
DISCRETION
1. That Peter Crowley be re-elected as a director of the Company.
2. That the directors be authorised to fix the fees and expenses of the auditor.
Day time telephone:signed thisday of2022
Resolutions (for postal and proxy voting). Please tick only ONE box in respect of each resolution
Signature of Shareholder(s)
Or a duly authorised officer or attorneyOr a duly authorised officer or attorneyOr a duly authorised officer or attorney
Question:
For information on how to participate at the 2022 Annual
Shareholders’ Meeting via the Computershare Meeting
Platform, please refer to the attached Online Meeting Guide

---

How to participate in
online meetings
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.
Access
Access the online meeting at
https://meetnow.global/nz, and
select the required meeting.
Click ‘JOIN MEETING NOW’.
Q&A
Any eligible shareholder/proxy
attending the meeting remotely is
eligible to ask a question.
Select the Q&A tab and type your
question into the box at the bottom
of the screen and press ‘Send’.
Contact
If you have any issues accessing the
website please call 0800 650 034 or
+64 9 488 8777.
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’.
Navigation
Visit: https://meetnow.global/nz
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.
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.
1
1
BroadcastVoteQ & ADocuments

---

Fletcher Building Limited, Private Bag 92114, Auckland 1142, 810 Great South Road, Penrose, Auckland 1061, New Zealand



Notice of 2022 Annual Shareholders’ Meeting

Auckland, 23 September 2022: The 2022 Annual Shareholders’ Meeting of Fletcher
Building Limited will be held on Wednesday, 26 October 2022 at 10.30am NZT.
The meeting will be held in The Grand Hall, Level 5, North Stand, Eden Park, Walters
Road, Kingsland, Auckland, New Zealand and online via the Computershare Meeting
Platform. For information on how to participate online at the meeting, please refer to
the attached Online Meeting Guide.

A live recording of the meeting will be broadcast on the Company’s website
https://fletcherbuilding.com/investor-centre/financial-results-and-announcements.

The attached documents are being sent to shareholders today:
- Notice of Annual Shareholders’ Meeting
- Voting/Proxy Form
- Online Meeting Guide
#Ends

Authorised by:
Chris Reid
Company Secretary

For further information please contact:

MEDIA
Christian May
General Manager – Corporate Affairs
+64 21 305 398
Christian.May@fbu.com
INVESTORS AND ANALYSTS
Aleida White
Head of Investor Relations
+64 21 155 8837
Aleida.White@fbu.com