Notice of Annual Shareholders Meeting

Dear Shareholder
We invite you to join us for the
Annual Meeting of Shareholders
of New Zealand King Salmon
Investments Limited (“NZKS”),
to be held in person at:
Tides Hotel
66 Trafalgar Street, Nelson 7010,
New Zealand
Wednesday 14 June 2023
2:00pm NZT

and online at:

https://vimeo.com/event/3389741
Password: KingSalmon23
NOTICE OF
ANNUAL MEETING
OF SHAREHOLDERS
2023

ASM FY23
VOTING
If you do not plan to participate in the meeting,
I encourage you to vote by either casting your vote online
in advance of the meeting, completing and returning the
Proxy/ Voting form in advance of the meeting or appointing
a proxy to vote on your behalf at the meeting. There will be
no option to vote online during the meeting this year.
Please note that advanced online votes, postal votes
and proxy nominations must reach Computershare by
2:00pm NZT on Monday 12 June 2023, two days ahead of
the meeting.
Please refer to the notes at the end of this Notice of
Meeting for further information on voting.
QUESTIONS AHEAD OF THE MEETING
To assist the Board in providing answers to questions from
Shareholders, NZKS is offering the option for Shareholders
to submit questions in advance of the meeting.
Questions should relate to matters that are relevant
to the meeting including matters arising from the
financial reports and any general questions regarding the
performance of NZKS.
Individual responses to questions will not be provided,
but at the meeting the Chair will endeavour to address
commonly raised questions. Please email your questions to
investor@kingsalmon.co.nz.
RSVP
Please let us know if you plan to
attend the meeting in person by
emailing investor@kingsalmon.co.nz
by Wednesday, 7 June 2023.
If attending in person, please bring your
CSN/Shareholder or Proxy/Voting Form
with you and visit the registration desk
on arrival.

ORDINARY RESOLUTIONS
1) That the Board is authorised to fix the auditor’s remuneration for the
financial year ending 31 January 2024.
2) That the total annual remuneration available to all Directors for their
services as Directors be increased from $520,000 to $600,000, an increase
of $80,000 (15%), effective for the financial year ending 31 January 2024
and onwards, with such sum to be divided amongst the Non-Executive
Directors as the Board may from time to time determine.
3) Having retired in accordance with NZX Listing Rule 2.7.1, that Jack Porus
be elected as a Director.
4) Having retired in accordance with NZX Listing Rule 2.7.1, that Catriona
Macleod be elected as a Director.
5) Having retired in accordance with NZX Listing Rule 2.7.1, that Paul Steere
be elected as a Director.
Further information relating to the Resolutions is set out in the Explanatory
Notes accompanying this Notice of Meeting. Please read and consider these
Resolutions together with the Explanatory Notes.
By order of the Board.
John Ryder
Chair
15 May 2023
1. Chair’s Address
2. Acting CEO’s Address
3. Ordinary Resolutions
4. General Business
ITEMS OF BUSINESS

An ordinary resolution is a resolution approved by a majority of more
than 50% of votes of those Shareholders entitled to vote and voting
on the resolution.
ORDINARY RESOLUTION 1
Appointment and Remuneration of Auditor
Section 207T of the Companies Act 1993 provides that a company’s auditor
is automatically reappointed unless there is a resolution or other reason for
the auditor not to be reappointed. NZKS wishes Ernst & Young to continue as
NZKS’ auditor, and Ernst & Young has indicated its willingness to do so.
Section 207S of the Companies Act 1993 provides that the fees and expenses
of the auditor are to be fixed in such a manner as NZKS determines at the
Annual Meeting. The Board proposes that, consistent with past practice, the
auditor’s fees be fixed by the Directors.
The Board unanimously recommends that Shareholders vote in favour
of Resolution 1.
EXPLANATORY NOTES
These notes form part of the
Notice of Annual Meeting

ORDINARY RESOLUTION 2
Directors’ Renumeration
This resolution seeks Shareholder approval to increase the aggregate amount
of remuneration (“fee pool”) that may be paid each year to the Directors of
NZKS for their services as Directors by $80,000 per annum (an increase of
15%), from a total fee pool of $520,000 per annum to $600,000 per annum,
effective for the financial year ending 31 January 2024 and onwards, with
such sums to be divided amongst the Directors as the Board may from
time to time determine. Shareholder approval is required under NZX
Listing Rule 2.11.1.
The current fee pool of $520,000 per annum was approved by Shareholders
at NZKS’ 2019 Annual Meeting.
If the proposed increase is approved by Shareholders, the Board will have
discretion to divide the fee pool amongst the Directors as it sees fit. However,
the current intention is for the proposed increase to be allocated as follows:
In considering the fee increase above the Board utilised:
• An internal benchmark of the Director fees of the Agri Sector NZX issuers
(also considering differences in market capitalisation)
• The findings of the Strategic Pay 2023 New Zealand Directors’ Fees report.
Referencing the Agri Sector NZX issuers, with the proposed increases the
Chair and Director fee payments still remain within the lower quartile of the
benchmark group (consistent with its market capitalisation). The Strategic
Pay 2023 New Zealand Directors’ Fees report referenced Chair and Director
fee increases of approximately 8% for NZX listed issuers since 2019, this
compares to the 8% increase to the Chair and Director payments
proposed by the Board.
The Board has not sought to commission an independent benchmarking
report having regard to the matters noted above, as it believes the Strategic
Pay report and Agri Sector NZX issuers data (which is presented for
Shareholders below) provide robust comparative data, meaning that the
Board may confidently recommend the proposed increase to Shareholders
without reference to such an external report.
Board Role
As at
31 January 2023Proposed
Amount of
increase/(decrease)
Independent Chair$120,000$130,000$10,000
Non-Executive Director$60,000$65,000$5,000
Chair Audit and Finance
Committee
$9,000$15,000$6,000
Chair of Nominations and
Remuneration Committee
$9,000$12,000$3,000
Chair Health, Safety & Risk
Committee
$9,000$12,000$3,000
Chair of Fish Farming
Committee
$9,000$12,000$3,000
Committee Members$4,500$0($4,500)
Director Fee Pool $520,000$600,000$80,000
EXPLANATORY NOTES
These notes form part of the
Notice of Annual Meeting

Company
Market
Capitalisation
as at 18 April
2023 ($m)Board Chair
Non-Executive
Director Base

Comvita$203$129,000$65,000
Delegat$844$180,000$95,000
PGG$328$180,000$80,000
Sanford$380$170,000$90,000
Scales$451$166,000$80,000
Seeka$121$140,000$70,000
Skellerup$963$200,000$100,000
Synlait$472$178,000$88,900
T&G Global$252N/A$96,500

Median $167,875$85,044

NZ King Salmon - current $111$120,000$60,000
NZ King Salmon - proposed $130,000$65,000
The Board considers that the increase will allow for the remuneration of seven
Non-Executive Directors that reflects current market rates for the role, is fair
and reasonable remuneration and, recognises the level of skill and experience
required to fulfil the role and enable NZKS to attract and retain talented
Non-Executive Directors.
An increase in fees recognises and reflects the workload of Directors having
regard to the number of hours spent by the Board in preparation for and
attendance at Board and Committee meetings and the complexity of
compliance and regulation requirements for the Company and its Directors.
If Shareholders approve Resolution 2, the increased fee pool will apply until
such time as the amount is altered by an ordinary resolution of Shareholders.
The Board unanimously recommends that Shareholders vote in favour
of Resolution 2.
Voting Restrictions
NZKS will disregard any votes on Resolution 2 by:
1) any Director of NZKS; and
2) any Associated Person of any Director of NZKS, except where any such vote
is cast by the Director or one of their Associated Persons as proxy for a person
who is entitled to vote and the Director or that Associated Person votes
in accordance with express instructions to vote for or against a particular
resolution on the Proxy/ Voting Form.
EXPLANATORY NOTES
ORDINARY RESOLUTION 2 (Continued...)
These notes form part of the
Notice of Annual Meeting

ORDINARY RESOLUTIONS 3, 4 AND 5
Election of Directors
Jack Porus and Paul Steere were reappointed and Catriona Macleod was
appointed by Shareholders on 3 November 2020 and are now required to
retire in accordance with NZX Listing Rule 2.7.1, which prohibits a Director
from holding office (without re-election) for longer than 3 years or past
the third annual meeting, whichever is longer. Being eligible, they offer
themselves for re-election. After considering the factors outlined in the NZX
Corporate Governance Code that may impact Director independence, the
Board considers that Jack Porus will be a Non-Independent Non-Executive
Director. Catriona Macleod and Paul Steere will be Independent Non-
Executive Directors.
The Board unanimously supports the re-election of Jack Porus, Catriona
Macleod and Paul Steere and recommends that Shareholders vote in favour
of Resolutions 3, 4 and 5.
Jack Porus
Non-Executive Non-Independent Director
Jack became a Director of NZKS in 2008. Jack is a consultant with Glaister
Ennor and has practised in all areas of property law, commercial law,
trusts and estate planning, in addition to mediation. Jack is currently the
Chair of Pinnacle Life Limited and a Director of Neil Corporation Limited,
Norfolk Financial Management Limited, Ernslaw One Limited as well as
other substantial private businesses. He is a trustee of numerous personal
and charitable trusts. Jack is a nominated appointee for major NZKS
Shareholder, Oregon Group.
Catriona Macleod
Independent Non-Executive Director
Professor Catriona Macleod became a Director of NZKS in 2020. She is a
senior scientist with more than 30 years’ experience in marine resource
management, particularly as that relates to aquaculture. Catriona has
been a key driver in numerous global research projects and multi-sectoral
partnerships investigating the environmental and social interactions of
aquaculture. Her expertise is frequently sought on marine and coastal
environmental issues, and her recommendations inform regulatory policy
and the strategic development of sustainable aquaculture activities in
Australia and internationally. She has a keen interest in finding innovative
solutions for equitable and sustainable resource management and
allocation. She was a finalist in the Australian Rural Woman of the Year
Awards 2010 and was nominated for the Tasmanian Scientist of the Year
in 2012. In 2019 her salmon interactions research team were awarded
the prestigious University of Tasmania Medal for Research Excellence, in
recognition of their exceptional science on the effects of salmon farming
in the coastal zone. Catriona is also currently the Executive Director at the
Institute of Marine and Antarctic Studies, and holds governance and advisory
roles as a Director of the Australian Sustainable Seaweed Alliance, a Director
of the Derwent Estuary Program and a Director of the Australian Centre for
Excellence in Antarctic Science.
EXPLANATORY NOTES
These notes form part of the
Notice of Annual Meeting

EXPLANATORY NOTES
These notes form part of the
Notice of Annual Meeting
ORDINARY RESOLUTIONS 3, 4 AND 5 (Continued...)
Paul Steere
Independent Non-Executive Director
After an extensive career in international trade and processing, including
senior leadership with the New Zealand Dairy Board, Paul joined Southern
Ocean Seafoods in late 1994 as Chief Executive Officer. Paul was involved
in the rationalisation of the two major companies resulting in a merger
with Regal Salmon to form The New Zealand King Salmon Company,
which Paul led until 2009 when he stepped down as CEO and joined the
Board of Directors. Paul has subsequently undertaken a range of additional
governance roles including Chair of ASX-listed Clean Seas Seafood Ltd
(Kingfish aquaculture in South Australia), Allan Scott Wines, Kaynemaile
and Nelson Airport. He has also served as a Councillor at NMIT and as Vice
President of NZ Red Cross. Paul is a member of Seafood Research NZ, the
Aquaculture Advisory Panel South Pacific Community and is also a Chartered
Fellow of the NZ Institute of Directors.
Paul Steere has served on the Board of NZKS for 14 years. When assessing
independence, the Board considered the effect of Paul Steere’s length of
tenure, and has concluded that Paul Steere’s length of tenure, and prior
involvement with NZKS, has not in practice impacted his ability to bring an
independent view to decisions in relation to NZKS, act in the best interests
of NZKS, and represent the interests of NZKS’s financial product holders
generally, having regard to the factors described in the NZX Code that may
impact Director independence.
Paul has indicated that, if re-elected, he does not intend to serve a full
three-year term and will retire in line with the overall succession planning
for the Board.

Voting on all Resolutions put before the meeting shall
be by way of poll. Shareholders are encouraged to cast a
postal or online vote or appoint a proxy to exercise their
vote on their behalf if they cannot attend the meeting.
You may cast your vote in one of the ways described
below. You may abstain from voting on one or more
of the Resolutions.
1. Attending and Voting in Person
2. Online
Online voting instructions are included in the
Proxy/ Voting Form which accompanies this Notice
of Annual Meeting.
3. Casting a Postal Vote
The Board has determined that postal voting is
permitted. Postal voting instructions are included in the
Proxy/ Voting Form which accompanies this Notice of
Annual Meeting. You can complete and send the Proxy/
Voting Form by post so that your vote is received by the
share registrar no later than 2:00pm NZT on Monday,
12 June 2023.
The Chief Financial Officer, Ben Rodgers, has been
authorised by the Board to receive and count postal
votes at the meeting.
4. Appointing a Proxy (or Representative)
The proxy need not be a shareholder of NZKS. The form
of appointment of a proxy and voting instructions
accompany this Notice of Annual Meeting. You can
appoint a proxy online or by completing the Proxy/
Voting Form, including the proxy appointment and
return the Proxy/ Voting Form by post or fax so that
it is received by the share registrar by no later than
2:00pm NZT on Monday 12 June 2023. You may appoint
the Chair of the meeting as your proxy. The Chair of
the meeting intends to vote any discretionary proxies
in favour of the Resolutions other than Resolution 2, in
respect of which voting restrictions apply. If your named
proxy does not attend the meeting or you have ticked
the proxy discretion box but not named a proxy, you will
be deemed to have appointed the Chair of the meeting
as your proxy.
VOTING
ELIGIBILITY TO VOTE
Any Shareholder whose name is recorded in the
NZKS share register at 5:00pm NZT on Monday
12 June 2023 is entitled to attend the Annual
Meeting and vote (subject to the time limits
for returning Proxy/Voting Forms).

---

Turn over to complete the form to vote
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the shareholder must sign.
Joint Holding
Where the holding is in more than one name, all of the shareholders 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 to the
Company with this Proxy Form.
Companies
This form should be signed by a Director jointly with another Director, or a
Sole Director can also sign alone. Please sign in the appropriate place and
indicate the office held.
Comments & 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.
Attendance and voting
Voting on all resolutions put before the meeting shall be by way of poll.
Shareholders are encouraged to cast a postal or online vote or appoint a proxy
to exercise their vote on their behalf if they cannot attend the meeting.
You may cast your vote in one of the three ways described below. You may
abstain from voting on one or more of the resolutions.
(a) Online
Lodge your postal vote or proxy online at www.investorvote.co.nz
(b) Casting a postal vote
You may cast a postal vote on one or more of the resolutions by completing the
FOR, AGAINST or ABSTAIN boxes in ‘Step 1’ overleaf, signing this voting form
and returning it to the share registrar.
(c) Appointing a proxy
You may appoint a proxy to attend the meeting and either direct the proxy as to
how to vote or give the proxy discretion as to how to vote on the resolutions by
completing the FOR, AGAINST, ABSTAIN or PROXY DISCRETION box on ‘Step 1’
overleaf, completing the appointment of proxy details in ‘Step 2’ overleaf,
signing this Voting Form and returning it to the share registrar. The proxy need
not be a shareholder of the Company. You may appoint the Chair of the meeting
as your proxy. The Chair of the meeting intends to vote any discretionary
proxies in favour of the resolutions. If your named proxy does not attend the
meeting or you have ticked the proxy discretion box but not named a proxy, you will
be deemed to have appointed the Chair of the meeting as your proxy.
The company will disregard any votes on Resolution 2 by:
1. any Director of NZKS; and
2. any Associated Person of any Director of NZKS, except where any such vote is
cast by the Director or one of their Associated Persons as proxy for a person
who is entitled to vote and the Director or that Associated Person votes in
accordance with express instructions to vote for or against a particular
resolution on the Proxy/Voting Form.
Your secure access information
Control Number: CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Shareholder Number and postcode or country of residence (if outside New Zealand)
to securely access InvestorVote and then follow the prompts to lodge your vote or appoint your proxy online.
Proxy/Voting Form
Lodge your vote or appoint 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 or vote to be effective it must be received by 2:00pm (New Zealand time) on Monday, 12 June 2023.
Lodge your postal vote or 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

Signature of Shareholder(s) This section must be completed.
SIGN
or Sole Director/Directoror Director (if more than one)
ShareholderShareholder 2Shareholder 3
Contact Name Contact Daytime Telephone Date
Appointment of Proxy
STEP 2
If you mark any of the PROXY DISCRETION boxes above you must appoint a proxy. This may be the chair or any director if you so wish.
Please note: If you do not plan to attend the meeting, you may cast a postal vote or appoint a proxy to vote at the meeting.
Proxy
Discretion
For
Against
Abstain
Voting Instructions/Voting Paper
STEP 1
hereby appointof
or failing him/herof
I/We being a shareholder/s of New Zealand King Salmon Investments Limited
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 New Zealand King
Salmon Investments Limited to be held at the Tides Hotel, 66 Trafalgar Street, Nelson 7010, New Zealand at 2:00pm on Wednesday, 14 June 2023 and at any
adjournment of that meeting.
Ordinary Resolutions
Item 1
That the Board is authorised to fix the auditor’s remuneration for the financial year ending 31 January 2024.
Item 2 That the total annual remuneration available to all Directors for their services as Directors be increased from
$520,000 to $600,000, an increase of $80,000 (15%), effective for the financial year ending 31 January 2024
and onwards, with such sum to be divided amongst the non-executive directors as the Board may from time
to time determine.
Item 3
Having retired in accordance with NZX Listing Rule 2.7.1, that Jack Porus be elected as a Director.
Item 4
Having retired in accordance with NZX Listing Rule 2.7.1, that Catriona Macleod be elected as a Director.
Item 5
Having retired in accordance with NZX Listing Rule 2.7.1, that Paul Steere be elected as a Director.
ATTENDANCE SLIP
Annual Meeting of New Zealand King Salmon
Investments Limited to be held at the Tides Hotel,
66 Trafalgar Street, Nelson 7010, New Zealand at 2:00pm
on Wednesday, 14 June 2023.