Notice of Annual Shareholders' Meeting

The Mercury Building, 33 Broadway, Newmarket 1023
PO Box 90399, Auckland 1142





STOCK EXCHANGE LISTINGS: NZX (MCY) / ASX (MCY)

NEWS RELEASE

Notice of Annual Shareholders’ Meeting

20 August 2024 – Mercury’s 2024 Annual Shareholders’ Meeting is being held as a hybrid meeting
(in person and online) on Thursday 19 September 2024.

The following materials relating to Mercury’s 2024 Annual Shareholders’ Meeting are shortly being
sent to Mercury Shareholders:
 Notice of Meeting 2024
 PwC Non-executive directors' fees benchmarking summary report dated 12 August 2024
 Voting/Proxy Form 2024
 Virtual Meeting Guide 2024

ENDS

Howard Thomas
General Counsel and Company Secretary
Mercury NZ Limited


For investor relations queries, please contact:
Paul Ruediger
Head of Business Performance & Investor
Relations
027 517 3470
investor@mercury.co.nz

For media inquiries, please contact:
Shannon Goldstone
Reputation and Social Impact Lead
027 210 5337
mercurycommunications@mercury.co.nz


ABOUT MERCURY NZ LIMITED
Mercury generates electricity from 100% renewable sources: hydro, geothermal and wind. We are
also a retailer of electricity, gas, broadband and mobile services. We’re listed on the New Zealand
Stock Exchange and the Australian Stock Exchange with the ticker symbol ‘MCY’, with foreign exempt
listed status. The New Zealand Government holds a legislated minimum 51% shareholding in the
Company.
Visit us at: www.mercury.co.nz

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•
OUR ANNUAL
SHAREHOLDERS’
MEETING.
DATE:
TIME:
IN PERSON:
VIRTUAL:
As an owner of Mercury NZ Limited, you are invited
to our Annual Shareholders’ Meeting.
Our 2024 Annual Shareholders’ Meeting is being
held as a hybrid meeting – attendance is available
in person, or online via webcast.
Thursday 19 September 2024
1:00pm (NZ time)
Hyundai Marine Sports Centre,
8/10 Tāmaki Drive,
Ōrākei, Auckland 1071
You can attend the meeting virtually through the
Computershare Meeting Platform ht tps://meetnow.global/nz
To access the meeting:
• click ‘Go’ under the Mercury meeting
• 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 New Zealand)

LETTER FROM THE CHAIR.
Dear Shareholder,
I am pleased to invite you to our 2024 Annual Shareholders’ Meeting (ASM) hosted in-person and online
on 19 September. We look forward to updating our owners on Mercury’s business performance and
strategic priorities.
As part of the formal business of the meeting, there are two resolutions for consideration: the first
relates to the re-election of Mike Taitoko, one of our current directors; and the second relates to a
proposal to increase the annual remuneration payable to all Mercury directors in aggregate from
$1,085,400 to $1,231,450.
Re-election of Mike Taitoko
The last year has demonstrated the benefits of careful succession planning at a Board and management
level, with Prue Flacks and Patrick Strange retiring and Mark Binns and Adrian Littlewood joining the
Board. By the time of this year’s ASM we will have welcomed a new Chief Executive, with Vince
Hawksworth handing over to Stew Hamilton at the end of August. We have previously signalled that
William Meek is stepping down as Chief Financial Officer at the end of March 2025. Mike Taitoko is
required to retire by rotation this year. In the light of these governance and leadership changes, I asked
Mike to stay on as director and to seek re-election for another year. We consider Mike’s continued service
to be in the best interests of Mercury to help the transfer of institutional knowledge and experience. We
are pleased Mike has agreed and the Board unanimously supports his re-election.
Directors’ fees
This year the Board has reviewed the level of Mercury’s director remuneration. An appropriate fee structure
is essential to ensure that Mercury can attract and retain directors with the skills and experience necessary
to govern the business, achieve our strategic objectives and continue to grow value for shareholders. During
2024, the Board adopted a Non-executive Director Remuneration Policy which reflects this approach to
director remuneration.
An increase to aggregate directors’ fees was last sought, and approved, at our ASM in 2021.
We have sought independent advice from PwC to benchmark Mercury’s current directors’ fees against
comparable listed companies – businesses that have a similar scale and level of complexity to Mercury.
That advice indicates our current fee levels are materially below market median of the comparator group.
A summary of the PwC Report is included with this Notice of Meeting. We have also consulted with
various shareholder representatives, including the New Zealand Shareholders' Association.
Having regard to our current fee levels compared to peers, and based on our consultation with shareholder
representatives, your Board considers it is appropriate to seek an increase in aggregate directors' fees. This
proposal reflects the material growth in Mercury’s business that directors have overseen since the last fee
increase, including significant investment to develop renewable generation in New Zealand, the acquisition
of the New Zealand assets of Tilt Renewables, and the growth of Mercury’s retail customer base through
the acquisition of Trustpower. This growth has supported consistent returns for our shareholders, including
year-on-year increases in ordinary dividend.
The detail of the proposed change is outlined in the explanatory notes in this Notice of Meeting. The PwC
Report notes the proposed fees remain below market median of the comparator group and to be
reasonable, if not relatively conservative. The increase is proposed to take effect from 1 October 2024.
Under this proposal, the Board will determine how fees are allocated amongst directors and the explanatory
note gives more detail on the initial allocation of the proposed fees. The Board is currently reviewing the
structure of Board committees. If the committee structure is updated, the allocation of director fees will be
adjusted as appropriate, within the total approved fee pool.
Your Board looks forward to hosting you at this year’s meeting. You can also cast a postal or proxy vote for
the meeting (either by post or online).
Yours faithfully
SCOTT ST JOHN // CHAIR

BUSINESS.
CHAIR’S WELCOME
AND STRATEGIC OVERVIEW
CHIEF EXECUTIVE’S REPORT ON EXECUTION OF STRATEGY
EXECUTIVE PRESENTATIONS ON KEY BUSINESS ACTIVITY
ORDINARY RESOLUT
IONS
The following ordinary resolutions will be voted on at the meeting:
RESOLUTION 1: RE-ELECTION OF MIKE TAITOKO
That Mike Taitoko,
who retires and is eligible for re-election, be re-elected
as a director of the company.
RESOLUTION 2: DIRECTORS’ FEES
That the annual remuneration payable to all directors in aggregate be increased
by $146,050, from $1,085,400 to $1,231,450 with effect from 1 October 2024,
such
amount to be allocated amongst directors as the Board deems
appropriate (see attached explanatory note and voting exclusion).
OTHER BUSINESS
To consider any other matter raised by a shareholder at the meeting.
By order of the Board.
HOWARD THOMAS // COMPANY SECRETARY
20 August 2024
A.
B.
C.
D.
E.

EXPLANATORY NOTES.
RESOLUTION 1:
RE-ELECTION OF MIKE TAITOKO
Under the NZX Listing Rules, a Mercury director must not hold
office (without re-election) past the third Annual Shareholders’
Meeting following the director’s appointment, or three years,
whichever is longer. If they wish, they may seek re-election.
Mike Taitoko is retiring in 2024 and is seeking re-election. Mike is
an Independent Director (as determined by the Board, applying
the definition in the NZX Listing Rules) and stands for re-election
with the unanimous support of the Board.
Mike Taitoko was appointed a director of Mercury in August
2015 and is a member of the People and Performance
Committee. He is a leading advisor on Māori economic
development and has well-established networks in
Māoridom. Mike has strong commercial skills in the
application of digital technologies. He is the co-founder and
CEO of Takiwā Limited and a co-founder and director of Toha
Foundry Limited, technology companies commercialising
cloud-based geospatial analytics services. He was formerly
a director of Auckland Tourism Events and Economic
Development (ATEED).
RESOLUTION 2:
DIRECTORS’ FEES
It is proposed that the annual remuneration payable to
all directors in aggregate be increased by $146,050 from
$1,085,400 to $1,231,450 with effect from 1 October 2024.
The Board will determine how fees are allocated amongst the
directors. Should the resolution be passed, the initial allocation of
the scheduled board and committee fees will be as summarised
in the below table, and includes:
• $1,191,450 of the total aggregate amount to be allocated
to directors’ scheduled board and committee fees (increased
from $1,045,400); and
MIKE TAITOKO
APPOINTED AUGUST 2015
Last re-elected September 2021
• $40,000 balance of the total aggregate amount, of which
directors may determine all or part be allocated on an annual basis
to compensate directors for significant additional attendances and
workload for the purposes of specific projects. This remains the
same as the current pool for additional attendances.
The Board is currently reviewing the structure of Board committees.
If the committee structure is updated, the allocation of director fees
will be adjusted as appropriate, within the total approved fee pool.
At the conclusion of the meeting, Mercury will have eight directors
in office to whom the updated total fee pool would apply.
The proposed increase in directors’ fees has the unanimous support of the Board.
The NZX Listing Rules require that remuneration of directors be authorised by an ordinary resolution.
Voting restrictions apply to this resolution. See next page for further details.
RoleCurrent FeeProposed Fee
Board Chair$205,000$232,000
Non-Executive Director$103,000$116,000
Risk Assurance & Audit
Committee
Chair$28,000$35,000
Member$13,000$16,250
People & Performance
Committee
Chair$20,400$25,500
Member$10,000$12,500
Nominations & Corporate
Governance Committee
Chair$0$0
Member$6,000$6,600
Pool for additional attendancesUp to $40,000Up to $40,000
Total pool$1,085,400$1,231,450

!
IMPORTANT INFORMATION.
PERSONS ENTITLED
TO VOTE:
HOW TO ATTEND THE
MEETING:
PROXIES AND CORPORATE
REPRESENTATIVES:
POSTAL VOTING:
PROXY AND POSTAL
VOTING FORM:
ONLINE PROXY AND
POSTAL VOTING:
RESOLUTIONS:
SHAREHOLDER QUESTIONS:
VOTING RESTRICTIONS:
Voting on all resolutions put before the meeting will be by poll. Voting entitlements for the meeting will
be fixed as at 5pm (NZ time) on Tuesday 17 September 2024. Only people registered as shareholders
at that time will be able to vote at this meeting and only on their shareholdings at that time.
Shareholders can attend the meeting in person at Hyundai Marine Sports Centre, Ōrākei, Auckland
or virtually through the Computershare Meeting Platform https://meetnow.global/nz.
To access the meeting, click ‘Go’ under the Mercury 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 New Zealand).
By using the meeting platform, you will be able to watch the meeting, vote and ask questions online
using your smartphone, tablet or desktop device. Please refer to the enclosed Virtual 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.
Any shareholder entitled to vote at the meeting may appoint a proxy (or representative, in the case
of a corporate shareholder) to attend and vote on their behalf. A proxy does not have to be a Mercury
shareholder. You may 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 resolutions marked “Proxy’s Discretion”, even if
they have an interest in the outcome of the resolution (other than in respect of resolution 2, to which
voting restrictions apply).
If you’ve ticked the “Proxy’s Discretion” box and your named proxy does not attend the meeting or you
haven’t named a proxy, the Chair of the meeting will act as your proxy. As noted above, the Chair will
vote for those resolutions (other than in respect of resolution 2, to which voting restrictions apply).
You can cast a postal vote instead of attending the meeting in person or appointing a proxy to attend.
Howard Thomas, the Company Secretary, has been authorised by the Board to receive and count postal
votes at the meeting.
A Voting/Proxy Form is attached to this Notice of Meeting. Completed Voting/Proxy Forms
must be received at Computershare Investor Services, no later than 1.00pm (NZ time) on
Tuesday 17 September 2024.
Any Voting/Proxy Form received after that time will not be valid for the meeting. Please see the
Voting/Proxy Form for more information on how to return your proxy or postal vote.
Proxy appointments or postal votes can be lodged online at www.investorvote.co.nz
To vote online you must enter your CSN/Securityholder number, post code/Country of Residence and
the secure access Control Number that is located on the front of your Voting/Proxy Form or advised
in the email notification you received.
To cast a postal vote or appoint a proxy, select your preferred voting method and follow the prompts online.
Resolutions 1 and 2 are ordinary resolutions, meaning they can be approved by a simple majority
(more than 50%) of the votes cast.
In accordance with the NZX Listing Rules, each director and all Associated Persons of each director
(as that term is defined in the NZX Listing Rules) is disqualified from casting a vote on resolution 2,
other than where the vote is cast by a director or an Associated Person of a director as proxy for a
person who is entitled to vote, in accordance with express directions on the Voting/Proxy Form to vote
for or against the resolution. Any votes otherwise cast on resolution 2 by a director or an Associated
Person of a director will be disregarded by Mercury.
Shareholders attending in person or using the online platform will have the opportunity to ask
questions during the meeting. If you cannot attend the meeting but would like to ask a question,
you can submit these by returning with your Voting/Proxy Form or by going to www.investorvote.co.nz
and completing the online validation process.

RSVP > ANNUAL SHAREHOLDERS’ MEETING
To help with our planning, please let us know if you would like to attend
our Annual Shareholders’ Meeting. All you need to do is register by:
• emailing mercury@computershare.co.nz with your CSN / Securityholder
Number. Please indicate in your email if you wish to be accompanied
by your spouse, partner or companion (only one guest per
shareholder); OR
• tick the boxes to the right and send this form back to us in the
free-post envelope enclosed.
The meeting is being held at Hyundai Marine Sports Centre, Ōrākei,
Auckland, on Thursday 19 September 2024 starting at 1:00pm.
PLEASE TICK:
Yes, I will attend the meeting in person
I wish to be accompanied by my spouse, partner
or companion (only one guest per shareholder)
Shareholder name:
HYUNDAI MARINE SPORTS CENTRE
8/10 TĀMAKI DRIVE
ŌRĀKEI, AUCKLAND
• Parking: There will be free parking
at the venue.
• Bus stops: There are bus stops on
either side of Tāmaki Drive
approximately 500m from the
entrance to the venue in each
direction.
• Taxis: Taxis will be allowed to drive
in and drop passengers off at the
front of the venue at reception.
ŌRĀKEI
MARINA
ŌKAHU BAY
P
P
AUCKLAND CITY
HYUNDAI MARINE
SPORTS CENTRE
TĀMAKI DRIVE
TĀMAKI DRIVE
MISSION BAY
> DIRECTIONS TO HYUNDAI MARINE SPORTS CENTRE

> MERCURY NZ LIMITED
33 BROADWAY, NEWMARKET, AUCKLAND 1023, NEW ZEALAND
PHONE +64 9 308 8200
MERCURY.CO.NZ
NOTICE OF REPORT AVAILABILITY
Our Annual and Interim Reports are, or will be, available on our website www.mercury.co.nz/investors
If you would like to receive free printed copies or electronic copies of our Annual and Interim Reports,
please email ecomms@computershare.co.nz at any time.

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Mercury NZ Limited
Non-executive directors’ fee benchmarking
Summary report
12 August 2024

12 August 2024
PwC
Remuneration Service provider
Independence declaration
PwC’s Reward Services team has been engaged by the Mercury NZ Limited (Mercury) Board of Directors (Board) to provide independent remuneration
benchmarking services in relation to Mercury’s Directors’ fees (the Services).
As lead engagement Partner for the provision of the Services to the Board, I declare that no influence has been brought to bear upon me or, to the best of
my knowledge and belief, any member of the PwC Reward Services team, by any Board member, employee or executive of Mercury or any other party
regarding the Services or outcomes of the Services.
Dated: 12 August 2024
Chris Place
Partner
PricewaterhouseCoopers
2
Mercury NZ Limited

12 August 2024
PwC
Existing fees - summary
3
Mercury NZ Limited (Mercury) engaged PwC to provide non-executive director fee data to assist the Mercury Board to benchmark its non-executive director fees
to the market.
The table provided below summarises market remuneration data for non-executive directors’ fees from a comparator group of 16 New Zealand listed companies
determined by the Mercury Board for this purpose, and compares Mercury’s current fees to the median data. Details of the comparator group are provided on
page 7. The primary basis for the comparator group composition was comparable market capitalisation, together with inclusion of relevant industry comparators.
Typically an evenly weighted sample of larger and smaller companies than the subject company would be adopted under this approach, to minimise the potential
for data distortion. However given the available companies on the NZX larger than Mercury, the comparator group in this instance has four larger and twelve
smaller entities than Mercury by market capitalisation. The median market capitalisation of the comparator companies is $4,872 million, compared to Mercury’s
market capitalisation of $8,563 million. The comparator group is therefore much more heavily weighted to smaller companies than Mercury than is typical for a
benchmarking exercise of this nature, and this is likely to be depressing the data for comparative purposes. Despite this, Mercury fees are currently positioned
below the market median for all observations.
Only three companies had a standalone Nomination/s Committee where fees were paid, with a median Member of Committee fee of $8,500.
Mercury NZ Limited
Summary table: Existing fees
Position
Sample
size
Market median Mercury policy fee
Comparison to the
market median
Board Chair
1
16264,000205,00078%
NED
2
16133,000103,00077%
Chair of Risk Assurance & Audit committee
3
1537,90028,00074%
Chair of Risk Assurance & Audit - aggregated
3
15181,900131,00072%
Chair of People & Performance committee
4
1427,30020,40075%
Chair of People & Performance committee - aggregated
4
14160,300123,40077%
Member of Risk Assurance & Audit committee
5
1417,70013,00073%
Member of Risk Assurance & Audit committee

- aggregated
5
14156,000116,00074%
Member of People & Performance committee
6
1313,50010,00074%
Member of People & Performance committee - aggregated
6
13137,100113,00082%
Total pool fee
7
151,500,0001,085,40072%
Actual fees paid
8
161,319,1001,101,23283%

12 August 2024
PwC
Existing fees - summary (cont.)
4
This summary report outlines market positioning and does not specify or recommend remuneration for Mercury directors. Where the Mercury Board wishes to
pay its directors relative to the comparator group will depend on the Board’s view of the overall relevance of the comparator group - and specifically – Mercury’s
perceived relative complexity, scale, ranking (by scale), director work load and risk profile as compared with those of the comparator companies.
Mercury NZ Limited
Table notes:
1.Analysis of the 16 companies in the sample which had a non-executive Board Chair. The majority of Chair roles receive no committee fees, with the base fee recompensing all Board
contribution/roles held.
2.Analysis of base NED fees for all 16 companies in the comparator group.
3.Analysis of each of the 15 companies’ committee fees that had this role/paid additional remuneration to this role. Aggregated remuneration analysis - which reflects payment of the NED fee + Chair
fee - has also been itemised for completeness.
4.Analysis of each of the 14 companies that had this role/paid additional remuneration to this role. Some companies combined this committee portfolio e.g. People & Remuneration Committee, People
& Culture Committee etc. Both committee fee only and aggregated fee data (NED fee + Chair fee) has been provided.
5.Analysis of each of the 14 companies that had this role / paid additional remuneration to this role. Aggregated remuneration analysis – which reflects payment of the NED fee + committee fee - has
also been provided.
6.Analysis of each of the 13 companies that had this role / paid additional remuneration to this role. Aggregated remuneration analysis (NED fee + committee fee) has also been detailed.
7.Analysis of each of the 15 companies where a pool fee is set/disclosed.
8.Analysis for all 16 companies of actual fees paid.
Proposed fees - summary
Mercury has provided PwC with a summary of the proposed fees for which approval will be sought from Mercury shareholders at the 2024 ASM. We have been
requested to overlay the proposed fees against the market median data, to demonstrate how Mercury’s NED fees would be positioned against the market
median data if approved by shareholders. This is provided in the table on the following page of this summary.
Our observations in relation to the proposed fees, if approved are as follows:
•The fees for the Mercury roles would remain below the median of the comparator data at all data points; and
•The fee pool would remain below the median of the comparator group fee pools.
Noting the comments earlier in relation to the heavier weighting of the comparator group to smaller companies than Mercury than is typical for a benchmarking
exercise of this nature, we consider the proposed fees to be reasonable if not relatively conservative.

12 August 2024
PwC
Proposed fees – summary (cont.)
5
Mercury NZ Limited
Summary table: Proposed fees
Position
Sample
size
Market median Mercury proposed
fee
Comparison to the
market median
Board Chair
16264,000232,00088%
NED
16133,000116,00087%
Chair of Risk Assurance & Audit committee
1537,90035,00092%
Chair of Risk Assurance & Audit - aggregated
15181,900151,00083%
Chair of People & Performance committee
1427,30025,50093%
Chair of People & Performance committee - aggregated
14160,300141,50088%
Member of Risk Assurance & Audit committee
1417,70016,25092%
Member of Risk Assurance & Audit committee

- aggregated
14156,000132,25085%
Member of People & Performance committee
1313,50012,50093%
Member of People & Performance committee - aggregated
13137,100128,50094%
Total pool fee
151,500,0001,231,45082%

12 August 2024
PwC
6
Comparator group
Source: Market capitalisation data: www.nzx.com December 2023, (when the peer group was developed), revenue and total assets data was taken from the latest annual
reports of each company.

Mercury NZ Limited
Organisation name
Market
capitalisation
($ millions)
Company total
revenue
($ millions)
Company total
assets
($ millions)
Meridian Energy13,5283,22210,022
Fisher & Paykel Healthcare13,4301,6822,107
Auckland International Airport11,87962610,829
Spark9,3604,4914,482
Infratil8,2021,19210,189
EBOS Group6,86813,2286,878
Mainfreight6,8605,6763,443
Contact Energy6,0632,1185,808
Port of Tauranga 3,6804212,824
Vector3,6801,1927,528
Ryman Healthcare3,67925812,511
Fletcher Building3,6338,4699,081
Fonterra Co-operative3,55624,58018,601
Chorus Limited3,3289806,165
The a2 Milk Company3,0821,5911,612
Genesis Energy2,5792,3745,090
Mercury8,5632,7309,419
Market median4,8721,9006,522
Comparative ratio to median176%144%144%

Thank you
© 2024 PricewaterhouseCoopers New Zealand. All rights reserved. ‘PwC’ and ‘PricewaterhouseCoopers’ refer to the New Zealand member firm, and may sometimes refer to the PwC network. Each
member firm is a separate legal entity. Please see www.pwc.com/structure
for further details. This report is protected under the copyright laws of New Zealand and other countries as an unpublished
work. This report contains information that is proprietary and confidential to PricewaterhouseCoopers and shall not be disclosed outside the recipient's company or duplicated, used or disclosed in
whole or in part by the recipient for any purpose other than to evaluate this report. The contents of this report should not be treated as advice, and no responsibility is taken for acting on information
contained in the document. Any other use or disclosure in whole or in part of this information without the express written permission of PricewaterhouseCoopers is prohibited.

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the directors will vote for resolutions marked “Proxy’s Discretion”, even if they have an interest in the
outcome of the resolution (other than in respect of resolution 2, to which voting restrictions apply).
If you’ve ticked the “Proxy’s Discretion” box and your named proxy does not attend the meeting
or you haven’t named a proxy, the Chair of the meeting will act as your proxy. As noted above, the Chair
will vote for those resolutions (other than in respect of resolution 2, to which voting restrictions apply).
HOW TO SIGN
Individual
Where a shareholder is an individual, this Voting/Proxy Form must be signed by you or someone you
authorise to sign for you.
Companies
Where a shareholder is a company, this Voting/Proxy Form must be signed by a director or someone
the company authorises to sign for it.
Trusts
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 Mercury NZ Limited, accompany the Voting/ Proxy Form together with a
completed certificate of non-revocation of authority.
Body Corporate
Where a body corporate is appointing a representative to act on its behalf, pre-registration will not be
required. Instead it will be sufficient for the appointed person to produce reasonable evidence at the
meeting of his or her authority to represent the body corporate, as well as a completed copy of this
Voting/Proxy Form.
VOTING
You’re entitled to one vote for every fully paid share you hold in Mercury NZ Limited at 5pm on Tuesday
17 September 2024. Voting at the meeting will be by way of a poll (which the Chair of the meeting will
call at the start of the meeting). You may cast a postal vote or appoint a proxy to vote on your behalf.
VOTING RESTRICTIONS
In accordance with the NZX Listing Rules, each director and all Associated Persons of each director
(as that term is defined in the NZX Listing Rules) is disqualified from casting a vote on resolution 2,
other than where the vote is cast by a director or an Associated Person of a director as proxy for a
person who is entitled to vote, in accordance with express directions on the Voting/Proxy Form to vote
for or against the resolution. Any votes otherwise cast on resolution 2 by a director or an Associated
Person of a director will be disregarded by Mercury.
HOW TO VOTE
Attending the Meeting
Please bring this Voting/Proxy Form to the meeting so we can scan the barcode to register you.
To vote by postal vote or appoint a proxy instead, please complete either process online or post this
form. Please read the instructions below before completing this form.
You can participate in the meeting virtually through the Computershare Meeting Platform https://
meetnow.global/nz. To access the meeting, click ‘Go’ under the Mercury 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 New Zealand).
For more information, please refer to the Notice of Meeting and Virtual Meeting Guide.
Postal Vote (refer to Step 1 overleaf)
The Company Secretary has been authorised by the Board to receive and count postal votes at the
meeting. If you return your postal vote without indicating how you wish to vote on a resolution, you’ll
be treated as not voting on that resolution.
Appointment of Proxy (refer to Steps 1 & 2 overleaf)
You may appoint a proxy (or, in the case of a corporate shareholder, a representative) to attend on your
behalf. A proxy does not need to be a Mercury shareholder. You may direct the proxy on how to vote
on some or all resolutions or leave a decision, some decisions or all decisions to the proxy’s discretion
– do this by ticking the “Proxy Discretion” box.
Any votes where you’ve directed the proxy by ticking the “For”, “Against” or “Abstain” boxes will be
counted as postal votes, so you don’t need to worry if your proxy is unable to make it to the meeting.
You may appoint the Chair of the meeting or any director as your proxy. To do this, enter “the Chair”
or the director’s name in the space allocated in “Step 2” of this form. The Chair of the meeting and
Lodge your postal vote or proxy
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services
Private Bag 92119, Auckland 1142, New Zealand
For all enquiries contact
By Phone
+64 9 488 8777
By Email
corporateactions@computershare.co.nz
The 2024 Annual Shareholders’ Meeting of Mercury NZ Limited will be held on Thursday 19 September 2024 at 1:00pm (NZ
time) at Hyundai Marine Sports Centre, Ōrākei, Auckland and virtually through the Computershare Meeting Platform
https://meetnow.global/nz
www.investorvote.co.nz
Lodge your proxy online, (24/7 access) by 1:00pm on Tuesday 17 September 2024.
Your secure access information is:
Control Number:
CSN/Securityholder Number:
To vote online you will need the above Control Number, your CSN/Securityholder Number
and post code or country of residence if you reside outside New Zealand.
Smartphone?
Scan the QR code to vote now.
To be effective as a postal vote or proxy, the Voting/Proxy Form must be received by 1:00pm on Tuesday 17 September 2024.
> TURN OVER TO COMPLETE THE FORM TO VOTE
VOTING/PROXY FORM

> STEP 1: VOTING INSTRUCTIONS/VOTING PAPER
Cast a postal vote, or instruct your proxy to vote, by placing a tick in the relevant box. Tick one box only in respect of each resolution. If you’re appointing a proxy
and want your proxy to decide how to vote on a resolution, please mark the box “Proxy’s Discretion”.
ResolutionsForAgainstAbstain
Proxy’s
Discretion
1.To re-elect Mike Taitoko as a director.
2.To increase the annual remuneration payable to all directors in aggregate to $1,231,450
with effect from 1 October 2024.
> STEP 2: APPOINTMENT OF A PROXY
If you mark any of the boxes above “Proxy’s Discretion”, you must also appoint a proxy (although if you’ve marked “For”, “Against” or “Abstain”, these will be counted as
postal votes whether or not your proxy attends the meeting). Even if you cast a postal vote, you may also appoint a proxy to attend the meeting on your behalf by filling
out this section. You can choose the Chair of the meeting or any Director to be your proxy.

I/We

the above named shareholder/shareholders of Mercury NZ Limited
hereby appoint:
of
(full name of proxy) (full address) Note: Leave blank if appointing the Chair or a director as your proxy

(email address) (phone number)

Or failing that person of
(full name of proxy) (full address) Note: Leave blank if appointing the Chair or a director as your proxy

(email address) (phone number)
as my/our proxy to vote for me/us on my/our behalf as directed above and on any other matter to be put to the Annual Shareholders’ Meeting of Mercury NZ
Limited to be held on Thursday 19 September 2024 at 1:00pm and at any adjournment or postponement of this 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.

> SIGNATURE OF SHAREHOLDER(S) THIS SECTION MUST BE COMPLETED
The Annual Shareholders’ Meeting of Mercury NZ Limited will be held on Thursday
19 September 2024 at 1:00pm at Hyundai Marine Sports Centre, Ōrākei, Auckland
and virtually through the Computershare Meeting Platform https://meetnow.global/nz.
ATTENDANCE SLIP
Contact Name
Shareholder 1
Daytime Phone
Shareholder 2
Date
Shareholder 3

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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.