Steel & Tube – Notice of 2023 Annual Shareholders’ Meeting

Notice of
2023 Annual
Meeting of
Shareholders
Notice is hereby given that the 2023 Annual
Shareholders’ Meeting of Steel & Tube Holdings
Limited (the “Company” or “Steel & Tube”)
will be held as follows:
Date and time: Friday 29 September 2023,
commencing at 12.30pm
Venue: Savoy East Room, Rydges Latimer Square,
30 Latimer Square, Christchurch Central City
Online: https://meetnow.global/nz
Important Dates and Times
Latest time for receipt of proxy forms:
12.30pm on Wednesday 27 September 2023
Time for determining voting entitlement at the
Meeting:
5.00pm on Wednesday 27 September 2023
Annual Meeting:
12.30pm on Friday 29 September 2023
Dear Shareholder
On behalf of the board and management of
Steel & Tube, we are delighted to invite you
to attend our Annual Meeting on Friday 29
September 2023.
This is an opportunity for you to meet the
directors and management team and hear more
about Steel & Tube’s strategy and our progress.
We were pleased to deliver a result at the top of
guidance for FY23, with record operating cashflow
and our second highest revenue result following
the super cycle in FY22. The value of our dual
pathway strategy is now becoming clear, with a
solid business foundation in place and pleasing
performance from recent acquisitions and
product expansion opportunities.
You are able to attend the meeting in person or
online. Included in this Notice of Meeting are
instructions on how to have your say by voting on
resolutions. If you cannot attend, we encourage
you to complete and lodge the proxy form in
accordance with the instructions on the back
of that form.
We encourage shareholders to receive
communications from Steel & Tube by email.
This ensures you receive communications in
a timely manner, saves money and is better
for the environment. To sign up for email
communications, please follow the instructions
on the top of page 2 of the proxy form.
We look forward to updating you on our progress
and our strategy at the Meeting.
Ngā mihi
Susan Paterson
Chair

Agenda
1. Chair and management presentations
2. Shareholder discussion
3. Resolutions to consider and, if thought fit, pass the following ordinary resolutions:
Resolution 1: Auditor‘s Remuneration
That the directors be authorised to fix the fees and expenses of KPMG as the
company’s auditor.
Resolution 2: Re-Election of Chris Ellis
That Chris Ellis, who retires by rotation and is eligible for re-election, be re-elected
as a director of the company.
Resolution 3: Re-Election of Steve Reindler
That Steve Reindler, who retires by rotation and is eligible for re-election,
be re-elected as a director of the company.
Further information relating to the resolutions is set out in the Explanatory Notes
to this Notice of Meeting.
4. Other Business
The board and management invite attendees to join them for light refreshments at
the end of the Meeting.
By Order of the Board of Directors
Richard Smyth
Authorised Officer
21 August 2023

Explanatory Notes
In these explanatory notes, references to “Listing Rules”
are to the NZX Listing Rules. Resolutions 1 to 3 are Ordinary
Resolutions and require approval by a simple majority
(greater than 50%) of the votes of those shareholders
entitled to vote and voting on the resolution.
Resolution 1:
Auditor’s Remuneration
Under section 207T of the Companies Act 1993, KPMG is
automatically reappointed as the auditor of the company.
This resolution authorises the board to fix the fees and
expenses of the auditor in accordance with section 207S
of the Companies Act 1993.
Re-Election of Directors
The Listing Rules provide that a director must not hold
office (without re-election) past the third annual meeting
after his or her appointment or re-election, or for three
years, whichever is longer. Accordingly, Chris Ellis and Steve
Reindler retire by rotation and, being eligible, have offered
themselves for re-election.
The board has a skills matrix which identifies the skill set
which the board believes adds value to Steel & Tube. Directors’
capabilities are considered as a collective against this skills
matrix and the board believes that the current directors
offer valuable and complementary skill sets. Importantly,
the majority of Steel & Tube’s directors have either worked
in or are involved in directorships in the sector.
Skills Matrix
Director ExpertiseHighModerate
Governance
•••••
Commercial
••••••
Financial Acumen (F&A)
••••••
M&A
•••••
Quality, Health, Safety, Environmental
and Training
•••••
Business Turnaround
••••••
Steel Industry
••••
Manufacturing
••••
Construction/Infrastructure
••••
Logistics, Supply Chain & Procurement
••••••
Sales Marketing and Brand
••••
Digital Technology and Change
••••
People, Culture and Employee
Relations
••••••
Resolution 2:
Re-Election of Chris Ellis
Appointed: 29 September 2017
Chris’ background spans the manufacturing, heavy
construction and engineering sectors. He qualified with a
civil engineering degree from the University of Canterbury,
a Master of Science in civil engineering from Stanford
University and participated in a senior executive program at
Wharton Business School. He is an experienced, strategy-
focused director with an extensive career in the Australasian
building industry. He has held CEO roles with Brightwater
Group and at Fletcher Building where he was Chief Executive
of the Building Products Division. Chris‘ directorships include
Hiway Group and Horizon Energy Group, he is Independent
Chair at Oxcon CLL Ltd and is Advisory Chair of John Fillmore
Contracting Limited.
BE, MS, CMINSTD
Resolution 2:
Re-Election of Steve Reindler
Appointed: 28 August 2017
Steve is an engineer with a background in large-scale
infrastructure and heavy industry manufacturing. He was
GM Engineering at Auckland International Airport for 11
years, and his previous employment included 22 years with
NZ Steel and BHP Steel where he held a number of roles
including GM Engineering and Environment. Steve was
inaugural chairman of the Chartered Professional Engineers
Council and President of the New Zealand Institution of
Professional Engineers. Steve’s current directorships include
Ports of Auckland, Broome International Airport Group,
Christchurch Multi Use Arena – Te Kaha, he is chair of Waste
Disposal Services JV, D&H Steel Construction Ltd, Clearwater
Construction Ltd, Lincoln University Science North Building
Programme, and is a Trustee of the Whitford Community
Charitable Trust. Steve is also an independent advisor to the
Museum of NZ Te Papa Tongarewa Governance Group and
AgResearch at the Lincoln Campus.
BE MECH HONS, AMP, FIPENZ, CFINSTD

Procedural Notes
Entitlement to Vote
The only persons entitled to vote at the Annual Meeting
are registered shareholders of the company at 5pm
on Wednesday 27 September 2023 and only the shares
registered in those shareholders’ names at the time may
be voted at the Meeting in person or by proxy.
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 on their
behalf. A proxy does not have to be a shareholder in the
company. A shareholder may appoint the Chair of the
Meeting, or another person, to act as proxy.
A shareholder wishing to appoint a proxy can do so by:
• Completing the enclosed Proxy/Voting Form and
returning it by mail, email or fax to Computershare
Investor Services Limited; or
• Appointing a proxy online at www.investorvote.co.nz
in accordance with the instructions set out in the
enclosed Proxy/Voting Form
so as to ensure it is received by 12.30pm on Wednesday
27 September 2023 (being 48 hours before the time for
holding the Annual Meeting).
The contact details for Computershare Investor Services
Limited are:
Private Bag 92119, Auckland 1142, New Zealand
Fax +64 9 488 8787
Email: corporateactions@computershare.co.nz
If you appoint a proxy, you may either direct your proxy how
to vote for you or you may give your proxy discretion to vote
as s/he sees fit. If you wish to give your proxy discretion,
you must mark the appropriate boxes to grant your proxy
that discretion. If you do not tick any box for a particular
resolution, or the form is otherwise unclear, then your proxy
will abstain from voting. If you mark more than one box on
an item, your vote will be invalid on that item.
If, in appointing a proxy, you inadvertently do not name
someone to be your proxy (either online or on the enclosed
proxy form), 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.
The chair and the directors intend to vote proxies granted
to them and marked ‘Proxy Discretion’ in favour of the
resolutions. Please see the Proxy/Voting Form for further
details and instructions.
Participating Online
As well as attending the Meeting in person, shareholders
are also able to attend the Meeting virtually through the
Computershare Meeting Platform https://meetnow.global/nz.
Select the Steel & Tube meeting and click ‘JOIN MEETING
NOW’. Shareholders will be able to view the presentations,
vote on the resolutions to be put to shareholders and submit
questions, by using their own computers or mobile devices.
To participate online, you will require your CSN/
Securityholder Number (which can be found on your
Proxy Form) and your postcode for verification purposes.
For more information please refer to the Virtual Meeting
Guide available at www.computershare.com/vm-guide-nz.
Shareholders are encouraged to review this guide before
seeking to access the online Meeting.
Questions
Steel & Tube offers a facility for shareholders to submit
questions to the board in advance of the Annual Meeting.
Questions should be relevant to matters at the Annual
Meeting, including matters arising from the financial
statements, general questions regarding the performance
of the Company, and questions which relate to the
resolutions. The Company has the discretion as to which of
these questions will be addressed at the Annual Meeting.
Please submit questions by email to:
investor@steelandtube.co.nz
Please write ‘Questions from Shareholders’ in the subject
line of the email.
There will also be the opportunity for shareholders and
proxy holders to ask questions during the Annual Meeting,
both in person and online.
Meeting Presentation and Annual Report
The Meeting presentations and voting results will be
released to the NZX and published on the Company website
at: https://steelandtube.co.nz/investor/annual-meetings.
A copy of Steel & Tube’s latest Annual Report is publicly
available, and copies of future Shareholder Reports
will be available, on the Company website at
https://steelandtube.co.nz/investor/reports.
You may, at any time, request a free copy of the most recent
and future Shareholder Reports. If you wish to do so, please
update your communication preferences by visiting the
Computershare Investor Centre at www.investorcentre.com/nz.
Existing users should login and update their communication
preferences in the ‘My Profile’ page. For new users, click on
‘Register Now’ and follow the steps to create your User ID
and password. After that, you will access the service with your
own User ID. Alternatively, your request can be emailed to
ecomms@computershare.co.nz. (Please use “STU Report”
as the subject line for easy identification) or by contacting
Computershare on (09) 488 8777 between 8.30am and
5.00pm Monday to Friday.

---

Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
Lodge your proxy
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 or exercise your vote online.
www.investorvote.co.nz
Lodge your proxy online, 24 hours a day, 7 days a week:
Smartphone?
Scan the QR code to vote now.
For your proxy to be effective it must be received before 12.30 pm on Wednesday, 27 September 2023.
Proxy/Voting Form
How to Vote on Items of Business
All your securities will be voted in accordance with your directions.
Appointment of Proxy
If you do not plan to attend the meeting, you may appoint a proxy. 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.
Alternatively you can appoint a proxy online at www.investorvote.co.nz.
If, in appointing a proxy, you inadvertently do not name someone to be your
proxy (either online or on the enclosed proxy form), 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. The Chair and the Directors intend
to vote proxies granted to them and marked ‘Proxy Discretion’ 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 tick any box for a particular resolution, or the form is
otherwise unclear, then your proxy will abstain from voting. 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 is to attend the meeting you may need to provide evidence of
your authorisation prior to admission.
Attending the Meeting Virtually
You can attend the meeting virtually through the Computershare Meeting Platform
https://meetnow.global/nz. Select the Steel & Tube meeting and click ‘JOIN
MEETING NOW’ Please refer to the Virtual Meeting Guide available at
www.computershare.com/vm-guide-nz for more information.
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the securityholder must sign.
Joint Holding
At least one joint securityholder should sign this form (on behalf of all joint
securityholders). If different joint securityholders purport to appoint different
proxies, the vote of the proxy appointed by the first named joint securityholder
will prevail.
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 should be produced to
the Company with this Proxy Form.
Companies
This form must be signed by a Director, authorised signatory or attorney.
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.
Go online to lodge your proxy or turn over to complete the form.
HYBRID MEETING
Steel & Tube may, in its sole discretion, elect to hold the Annual Shareholders’ Meeting as an online-only meeting if it considers there
are potential risks to the health of meeting attendees or if an in-person meeting is prohibited by law.
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 on the company’s website.

Appoint a Proxy to Vote on Your Behalf
STEP 1
Proxy/Voting Form
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be
counted in computing the required majority.
hereby appointof
or failing him/herof
I/We being a shareholder/s of Steel & Tube Holdings 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 Shareholders’ Meeting of
Steel & Tube Holdings Limited to be held in the Savoy East Room, Rydges Latimer Square, 30 Latimer Square, Christchurch Central City, New Zealand,
on Friday, 29 September 2023, commencing at NZT 12.30 pm and at any adjournment of that meeting.
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Resolutions
Proxy
DiscretionFor
Against
Abstain
Signature of Securityholder(s) This section must be completed.
SIGN
or Individual/Authorised Officer or attorneyor Individual/Authorised Officer or attorneyor Individual/Authorised Officer or attorney
Securityholder 1Securityholder 2Securityholder 3
Contact Name Contact Daytime Telephone Date
Resolution 1
That the directors be authorised to fix the fees and expenses of KPMG as the company’s auditor.
Resolution 2

That Chris Ellis, who retires by rotation and is eligible for re-election, be re-elected as a director of
the company.
Resolution 3
That Steve Reindler, who retires by rotation and is eligible for re-election, be re-elected as a director of
the company.
Elect Electronic Communications
Want to receive your communications quickly? Elect electronic communications by providing your email address below
(By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)
Email Address
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):
ATTENDANCE SLIP
Annual Shareholders’ Meeting of Steel & Tube Holdings Limited
to be held in the Savoy East Room, Rydges Latimer Square,
30 Latimer Square, Christchurch Central City, New Zealand, on
Friday, 29 September 2023, commencing at NZT 12.30 pm.