Notice of Annual Meeting 2023

Notice
of Annual
Meeting
2023
T&G Global’s vision to grow healthier
futures through nutritious fresh fruit
and vegetables drives our business.
Our 125 year legacy has been built
through the work and dedication
of generations of people whose
commitment to this vision, enables
us to continue to innovate and remain
resilient through challenging times.
We invite you to join us at our
one-hundred and second Annual
Meeting of Shareholders.

Entry and free parking – through Gate G, entrance P5, on Reimers Avenue.
Date of meeting
Wednesday 21 June 2023
Time
10:00am
Venue
Level 4 Lounge
Eden Park
South Stand
Reimers Avenue
Kingsland
Auckland
Format
The meeting will be held in person. Entry to the lounge will be available from 9:45am.
Tea and coffee will be served at the conclusion of the meeting.
Agenda
Presentations
A. Chair’s address
B. Chief Executive Officer’s presentation
Financial statements
To receive and consider the Financial Statements
together with the report of the Directors and auditor
for the period ended 31 December 2022.
Resolutions
Ordinary resolutions
The following ordinary resolutions will be voted on.
An ordinary resolution is a resolution approved
by a simple majority of votes of shareholders entitled
to vote and voting at the meeting in person or by proxy
or representative. There are no voting restrictions
on the resolutions to be considered at the meeting.
Election of Director
To vote upon the election of a Director of the Company
who is retiring by rotation in accordance with
the Constitution and the NZX Listing Rules and,
being eligible, offers himself for re-election:
“That Mr Benedikt Mangold be reappointed
as a Director of T&G Global Limited.”
Appointment and remuneration of auditor
“That under Section 207T(1) of the Companies
Act 1993 the reappointment of Deloitte
be confirmed, and that the Directors
be authorised to fix the fees and expenses
of the auditor for the ensuing year.”
1
2
Notice is given that
the one hundred
and second
Annual Meeting
of
Shareholders of
T&G Global Limited
(“Company” or “T&G”)
will be held on:

Proxies
A shareholder entitled to attend and
vote at the Annual Meeting is entitled
to appoint a proxy to attend and vote on
their behalf. A proxy form is enclosed
with this notice of meeting. A proxy need
not be a shareholder. If a shareholder
wishes to appoint a proxy, then the proxy
form, completed by the shareholder,
must be received no later than 10:00am
on Monday 19 June 2023. The proxy
form is to be sent to Computershare
Investor Services Limited, either by
lodging the form online at
www.investorvote.co.nz, by mail to
Private Bag 92119, Takapuna, Auckland
1142, New Zealand, by email to
corporateactions@computershare.co.nz
or delivered to Level 2, 159 Hurstmere
Road, Takapuna. To lodge the proxy
form online, shareholders will need
their CSN/Holder number, Postcode/
Country of Residence and the secure
Control Number that is located on the
front of their Voting/Proxy Form.
The Chair is willing to act as a proxy
on behalf of shareholders for any
shareholder who may wish to appoint
him for that purpose. In addition, where
a shareholder does not name a person
as their proxy but otherwise completes
the proxy form in full, or where
a shareholder’s named proxy does not
attend the meeting, the Chair will act
as that shareholder’s proxy and will vote
in accordance with that shareholder’s
express direction. The Chair intends to
vote proxies for which he has discretion,
and for which he has authority to vote,
in favour in respect of all the resolutions.
Explanatory notes
Explanatory note to resolution 1
NZX Listing Rule 2.7.1, requires that the Company’s Directors must
not hold office (without re-election) past the third Annual Meeting
of Shareholders following their appointment or three years,
whichever is longer. Therefore, Benedikt Mangold will retire
at this year’s Annual Meeting.
Explanatory note to resolution 2
Deloitte has been the auditor for T&G Global Limited since the 2012
financial year and will be automatically reappointed at this Annual
Meeting unless there is a resolution or other reason for the auditor not
to be reappointed. The Company wishes Deloitte to continue as the
Company’s auditor, and Deloitte has indicated its willingness to do so.
The auditor’s fees and expenses must be fixed by the Company

at the Annual Meeting, or in the manner that the Company determines
at the Annual Meeting. Therefore, shareholders are being asked

to resolve that the Directors be authorised to fix the fees and expenses
of Deloitte for the audit of the Company’s financial statements

for the year ending 31 December 2023.
Benedikt joined the BayWa Group in 2011 and is CEO of BayWa
Global Produce GmbH - Munich, which is the majority shareholder
of T&G Global Limited. Prior to this position, Benedikt spent
three years in New Zealand working for T&G as an export trader
before moving into the role of Head of Strategic Planning and
Transformation at T&G’s International Business Unit. Benedikt is
a Director of Profruit Investments (Pty) Ltd - Tzaneen and Chair
and Director of BayWa Obst GmbH & Co. KG - Kressbronn.
Benedikt has been a Director of T&G Global since September 2019
and was appointed Chair in June 2021.
Mr Benedikt Mangold
being eligible, offers himself
for re-election. The Board
has determined that Benedikt
Mangold is a not an Independent
Director in accordance with
the NZX Listing Rules.

Procedural notes
Shareholder questions
Shareholders are invited to submit questions
prior to the Annual Meeting by email to
info@tandg.global. T&G will aggregate the main
themes of questions received by 5:00pm
on Monday 19 June 2023 and respond to them
at the Annual Meeting. This means that not every
question submitted will be answered individually
and some questions may be covered in the
Chair’s address or the Chief Executive
Officer’s address.
T&G reserves the right not to address questions
that, in the Chair’s opinion, are not reasonable
or appropriate in the context of an Annual
Meeting, or any written questions in advance
of the meeting that were not received in time.
In addition, please note that not all questions
raised during the meeting may be able to be
answered during the meeting and, in this case,
will be followed up after the meeting.

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Lodge your proxy
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
Level 2, 159 Hurstmere Road, Takapuna,
Auckland 0622
By Email
corporateactions@computershare.co.nz
For all enquiries contact
+64 9 488 8777
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 appoint your proxy and exercise your vote online.
Proxy/Voting Form: T&G Global Limited Annual Meeting, 10.00am Wednesday, 21 June 2023.
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 10:00am (New Zealand time) on Monday, 19 June 2023.
Turn over to complete the form to vote
How to Vote on Items of Business
All your securities will be voted in accordance with your directions.
Appointment of Proxy
I
f you do not plan to attend the meeting, you may appoint a proxy. A proxy need not
be a s
hareholder. The Chair of the meeting, or any other director, is willing to act
as proxy for any shareholder who wishes to appoint him or her 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. If you do not name a person as your proxy but you otherwise
complete your proxy form in full or if your nam
ed proxy does not attend the
meeting, the Chair will be appointed your proxy and will vote in accordance with
your express direction. The Chair intends to vote proxies for which he has discretion
in favour in respect of all the resolutions. No resolution is subject to any voting
restrictions.
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 or if you mark more than one box on an item
your vote will be invalid on that item.
Attending the Meeting
If you are attending the meeting in person please bring this form to assist with
registration. If you change your mind on the appointment of a proxy or
r
epresentative, you can revoke the appointment by written notice to the Company.
Such notice must be received at the registered office of the Company.
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.
T&G Global Limited

@
Proxy/Voting Form
Appoint a Proxy to Vote on Your Behalf
STEP 1
hereby appointof
or failing him/herof
I/We being a shareholder/s of
T&G Global Limited
Want to receive your communications quickly? Elect electronic communications by providing your email address below
Email Address
(By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Signature of Shareholder(s) This section must be completed.
SIGN
or Sole Director/Director
Shareholder 1Shareholder 2Shareholder 3
Contact Name Contact Daytime Telephone Date
Ordinary Business
1.
That Mr Benedikt Mangold be reappointed as a Director of T&G Global Limited.
2.
That under Section 207T(1) of the Companies Act 1993 the reappointment of Deloitte be confirmed, and that the
Directors be authorised to fix the fees and expenses of the auditor for the ensuing year.
For
Against
Proxy
DiscretionAbstain
or Director (if more than one)
Elect Electronic Communications
as my/our proxy to exercise my/our vote at the Annual Meeting of Shareholders of T&G Global Limited to be held Level 4 Lounge, Eden Park, South Stand, Reimers
Avenue, Kingsland, Auckland on Wednesday, 21 June 2023, commencing at 10.00am and at any adjournment of that meeting.
ATTENDANCE SLIP
Annual Meeting of Shareholders of T&G Global Limited
to be held Level 4 Lounge, Eden Park, South Stand,
Reimers Avenue, Kingsland, Auckland on
Wednesday, 21 June 2023, commencing at 10.00am.