Notice of 2024 Annual Meeting of Shareholders

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NOTICE OF ANNUAL MEETING

Notice is hereby given that the 2024 annual meeting of shareholders of Iperion Limited (IPR) will be held
online on Friday 27 September 2024 at 2:00 pm NZT (Meeting).
VIRTUAL SHAREHOLDER MEETING

To participate in the meeting online please use the following link to IPR’s virtual meeting Zoom platform:
https://us02web.zoom.us/j/82408733696?pwd=bDi9FDaOvbvMAi6wWdsCxbb3b6tvbe.1
Meeting ID: 824 0873 3696
Passcode: 690804
Shareholders are encouraged to vote via their proxy form before the meeting.
AGENDA
A Chairman’s introduction
B Presentation to shareholders
C Shareholder discussion
D Resolutions: to consider and, if thought fit, to pass the following ordinary resolution:

1 Auditors: that the Board is authorised to fix BDO Auckland’s fees and expenses as the
auditor of IPR.


Other Business
To consider any other matter that may be properly brought before the meeting.

Proxies
Any shareholder of IPR who is entitled to attend and vote at the meeting may appoint a proxy to attend
and vote on their behalf. A corporation which is a shareholder may appoint a representative to attend
the meeting on its behalf in the same manner as it could appoint a proxy. A proxy does not need to be
a shareholder of IPR. The Chair of the Meeting and any of the Directors are prepared to act as proxy.
Where they are appointed as discretionary proxy, they intend to vote in favour of all of the Resolutions.
To appoint a proxy you should complete and sign the enclosed proxy form and either return it by delivery,
mail, or email to the share registrar of IPR:
By delivery:
Iperion Limited
c/- MUFG Corporate Markets
Level 30, Pwc Tower
15 Customs Street West
Auckland
By mail:
Iperion Limited
c/- MUFG Corporate Markets
PO Box 91976
Auckland 1142
By email: meetings@linkmarketservices.com (please put the words “Iperion Limited Proxy
Form” in the subject line for easy identification)

You may also lodge your proxy online at https://investorcentre.linkgroup.nz/voting/IPR. You will require
your CSN/Holder Number and FIN to complete your proxy appointment. A shareholder will be taken to
have signed the proxy form by lodging it in accordance with the instructions on the website.

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The completed proxy form must be received by MUFG Corporate Markets (formerly Link Market
Services) no later than 48 hours before the meeting, being 2:00 pm on Wednesday 25 September 2024.
Online proxy appointments must also be completed by this time. Registered shareholders at that time
will be the only persons entitled to vote at the meeting and only the shares registered in those
shareholders’ names at that time may be voted at the meeting. Shareholders may still attend the
Meeting, even if they have appointed a proxy in accordance with the proxy form (although shareholders
will not be able to vote at the Meeting).
Ordinary Resolutions
Resolution 1 is an ordinary resolution. An ordinary resolution is passed by a simple majority of votes of
those shareholders entitled to vote and are voting on the resolutions in person or by proxy.
There are no voting restrictions applicable to the resolutions.


EXPLANATORY NOTES


Resolution 1: Auditors

BDO is automatically reappointed as auditor under section 207T of the Companies Act 1993. This
resolution authorises the Board to fix the fees and expenses of the auditor.

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LODGE YOUR PROXY
Online:
https://investorcentre.linkgroup.nz/voting/IPR
Scan & email:
meetings@linkmarketservices.com Mail:
Use the enclosed reply paid
Deliver: envelope or address to:
MUFG Corporate Markets MUFG Corporate Markets
Level 30, PwC Tower, PO Box 91976
15 Customs Street West, Auckland 1142
Auckland 1010
Scan this QR code with your smartphone and vote online

General Enquiries
+64 9 375 5998 enquiries@linkmarketservices.com



PROXY FORM FOR THE 2024 ANNUAL MEETING
The Iperion Limited Annual Meeting of Shareholders will be held on Friday, 27 September 2024 commencing at 2:00pm
VIRTUAL SHAREHOLDER MEETING
To participate in the meeting online please use the following link to IPR’s virtual meeting Zoom platform:
https://us02web.zoom.us/j/82408733696?pwd=bDi9FDaOvbvMAi6wWdsCxbb3b6tvbe.1
Meeting ID: 824 0873 3696
Passcode: 690804
APPOINTMENT OF PROXY
If you are a shareholder entitled to attend and vote at the Annual
Meeting, you are entitled to appoint a proxy or, in the case of a
corporate shareholder, a representative to attend and vote
instead of you. This Proxy Form may be completed online,
mailed, delivered or scanned and emailed in accordance with
the instructions above. You can still attend the virtual meeting,
even if you have appointed a proxy in accordance with this form
(although you will not be able to vote at the meeting).
A proxy can be any person of your choice and does not have to
be a shareholder of Iperion Limited. If you wish, you can appoint
the Chair of the Meeting as your proxy. The Chair will vote in
accordance with your instructions. If you return this form without
appointing a proxy, but have indicated on this form how you wish
to vote, the Chair of the meeting will vote in accordance with
your express instructions.

VOTING OF YOUR HOLDING
Direct your proxy how to vote by making the appropriate election
in respect of each item of resolutions. If you elect “proxy
discretion” on any resolution, you are directing your proxy or
representative to decide how to vote on that resolution on your
behalf. If you elect “abstain” box on any resolution, you are
directing your proxy or representative not to vote on that
resolution. If you make more than one election in respect of a
resolution your vote will be invalid on that resolution. If you return
this form without directing the proxy how to vote on any particular
matter, the proxy may vote as he/she thinks fit or abstain from
voting.

PROXY DISCRETION
If you appoint the Chair of the Meeting or any other Director as
your proxy and also elect “proxy discretion”, you acknowledge
that they may exercise your vote even if they have an interest in
the outcome of that resolution. The Chair of the Meeting and the
Directors intend to vote all discretionary proxies in favour of all
resolutions.
ATTENDING THE MEETING
The 2024 Annual Meeting will be held online only and
shareholders can attend at:
https://us02web.zoom.us/j/82408733696?pwd=bDi9FDaOvbv
MAi6wWdsCxbb3b6tvbe.1
Meeting ID: 824 0873 3696
Passcode: 690804


SIGNING INSTRUCTIONS FOR PROXY FORMS
Individual
Where the holding is in one name, the security holder must
sign.
Joint holding
This Proxy Form may be signed by either, or on behalf of, the
joint shareholders (or their duly authorised attorney).
Company
This Proxy Form must be signed by a duly authorised officer or
attorney. Persons who sign on behalf of a company must be acting
with the company’s express or implied authority.
Power of Attorney
If this Proxy Form has been signed by an attorney, a copy of the
power of attorney under which it was signed (if not previously
provided to the Registrar), and a signed certificate of non-
revocation of the power of attorney must accompany this Proxy
Form.

For your proxy to be effective it must be lodged with MUFG
Corporate Markets (formerly Link Market Services) by no later
than 2:00pm Wednesday, 25 September 2024.

Go online to https://investorcentre.linkgroup.nz/voting/IPR to appoint your proxy, or turn over to complete the
form.

CSN/Holder Number: ..................

*............................*

PROXY/CORPORATE REPRESENTATIVE FORM

STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF
I / We being a shareholder(s) of Iperion Limited

hereby appoint
of



or failing him/her
of

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 Shareholders of Iperion Limited to be held virtually on Friday, 27 September 2024 commencing at 2:00pm and
at any adjournment of that meeting.

STEP 2: ITEMS OF BUSINESS – PROXY VOTING INSTRUCTIONS

ORDINARY RESOLUTION


1. That the Board is authorised to fix BDO Auckland’s fees and
expenses as the auditor of IPR.



FOR




AGAINST




ABSTAIN PROXY
DISCRETION
And to vote on any resolution to amend the resolutions, on any resolution so amended, and on any other resolution proposed at the
meeting (or any adjournment thereof). Unless otherwise instructed as above, the proxy will vote as he/she thinks fit. The proxy is
appointed only in respect of the above meeting or any adjournment thereof.

SIGN: SIGNATURE OF SHAREHOLDER(S) This section must be completed.

Shareholder 1 Shareholder 2 Shareholder 3



or duly authorised officer or attorney or duly authorised officer or attorney or duly authorised officer or attorney


Contact Name Contact Daytime Telephone Date


Electronic Investor Communications:
If you received the Notice of Meeting & Proxy by mail and wish to receive your future investor communications by email please
provide your email address below.

CSN/Holder Number: ..........................

*.......................*