Annual Shareholders Meeting – Notice of Meeting
Notice is hereby given that the 2024 Annual Shareholders’ Meeting of PGG Wrightson
Limited (“Company”) will be held as a hybrid meeting (in-person and online).
On behalf of the Board
Julian Daly
General Manager Corporate Affairs / Company Secretary
17 September 2024
Notice of Annual
Shareholders’ Meeting
Item A: Chair’s Address
Item B: Chief Executive’s Review
Item C: Shareholder Questions
Consideration of any shareholder questions raised during
or prior to the meeting on the financial statements, annual
report, sustainability report and on the performance and
management of the Company.
Item D: Ordinary Resolutions
To consider, and if thought fit, pass the following ordinary
resolutions. Please read the explanatory notes and other
procedural information in relation to these resolutions:
1. Re-election of Dr Charlotte Severne
That Dr Charlotte Severne be re-elected as a director of
the Company.
2. Re-election of U Kean Seng
That U Kean Seng be re-elected as a director of the
Company.
3. Auditor’s Remuneration
To authorise the directors of the Company to fix the
auditor’s remuneration for the year.
Item E: General Business
To consider such other business as may lawfully be raised at
the meeting.
Order of Business
Where:
Sudima Christchurch Airport Hotel
550 Memorial Avenue
Christchurch
When:
Tuesday, 15 October 2024
Commencing at 9:30am
Online via Computershare’s Meeting Platform: https://meetnow.global/nz
Explanatory Notes
1. Re-election of Dr Charlotte Severne
MSc, PhD (Geology), ONZM
Nominee for Director
The Company’s directors recommend shareholders
vote in favour of Dr Charlotte Severne’s re-election.
2. Re-election of U Kean Seng
LLB (Hons), B.Ec
Nominee for Director
The Company’s directors recommend shareholders
vote in favour of U Kean Seng’s re-election.
3. Auditor’s Appointment and Remuneration
Noting the automatic reappointment of Ernst & Young
as the Company’s auditor under section 207T of the
Companies Act 1993, the proposed ordinary resolution is to
authorise the directors to fix the auditor’s remuneration for
the year for the purposes of section 207S of the Companies
Act 1993.
The Company’s directors recommend shareholders vote
in favour of this resolution
Ordinary Resolutions
Dr Charlotte Severne, Independent Director
Dr Charlotte Severne (Tūwharetoa, Tūhoe) was appointed
to the PGG Wrightson Limited Board on 18 June 2021 as an
Independent Director. She is also Chair of PGG Wrightson’s
Health, Safety and Environment Committee.
Charlotte was a commercial scientist and executive for 20
years. She was also Deputy Vice Chancellor at both Lincoln
and Massey Universities.
In 2017 she received an ONZM for her contribution to
Science and Māori. In 2018 she was appointed the Māori
Trustee, with various governance and agency roles for
whenua Māori across New Zealand.
U Kean Seng, Director
U Kean Seng was appointed to the PGG Wrightson Limited
Board on 4 December 2012. Kean Seng previously practiced
as a partner at Singaporean law firm, Shooklin & Bok LLP,
focused on East Asia, and he led a corporate finance team
in Allen & Overy Shooklin & Bok, JLV, an international law
venture partnership with London based Allen & Overy LLP.
He was Head of Corporate and Legal Affairs for Agria
Corporation from December 2008 to December 2023.
U Kean Seng previously sat as an Independent and non-
executive Director of several public listed corporations. He
received a Bachelor of Laws (Honours) degree from Monash
University Australia. He is a Barrister and Solicitor, Supreme
Court of Victoria, Australia; Advocate and Solicitor, Supreme
Court of Singapore and Solicitor of England and Wales. In
addition to his extensive legal knowledge, U Kean Seng is
also a qualified economist, having completed his degree
majoring in Economics and Accounting, B.Ec at Monash
University, Australia.
Following the conclusion of the Annual Shareholders’ Meeting, a video recording of the meeting will be available at
www.pggwrightson.co.nz/investor-centre/annual-shareholders-meeting
Procedural Notes
Procedural Notes, Attendance and Voting
Voting entitlements
The only persons entitled to vote at the meeting are those
shareholders whose names are recorded in the share
register of the Company at 5:00pm on Friday, 11 October
2024.
Casting your vote
You may cast your vote using one of the following options:
1. Before the Annual Shareholders’ Meeting:
If you wish, you can vote prior to the Annual Shareholders’
Meeting:
• by completing and sending the Proxy/Voting Form by
post or email so that it is received by Computershare
Investor Services Limited no later than 9:30am on
Sunday, 13 October 2024; or
• on the website of PGG Wrightson Limited’s share
registry, Computershare Investor Services Limited up
until 9:30am on Sunday, 13 October 2024 at: www.
investorvote.co.nz
2. At the Annual Shareholders’ Meeting:
If you wish, you can vote either:
• In-person: If you wish you can attend the Annual
Shareholders’ Meeting and vote. Voting will be by way
of poll. You must bring the Proxy/Voting form with you
to vote.
• Online at: https://meetnow.global/nz or by scanning
the QR code on the Voting/Proxy Form with your
smartphone. For more information about voting at
the Annual Shareholders’ Meeting, please refer to the
Virtual Meeting Guide which accompanies this Notice
of Meeting.
3. Appoint a proxy to vote:
You may appoint a proxy or corporate representative (if
the shareholder is a body corporate) to attend the Annual
Shareholders’ Meeting, to act generally at the meeting and
to vote on your behalf. Your proxy does not need to be a
PGG Wrightson Limited shareholder. To do this, you should
complete the Proxy/Voting Form. It must be returned to the
share registrar by 9:30am on Sunday, 13 October 2024.
You may return your Proxy/Voting Form by:
• Completing the Proxy/Voting Form and either mailing
or emailing it to the share registrar; or
• Completing the Proxy/Voting Form online at www.
investorvote.co.nz
Proxy/Voting Form
The Proxy/Voting Form allows you to vote either for or
against, or abstain from, the resolutions notified in the
Notice of Meeting.
If you appoint a PGG Wrightson Limited director as your
proxy to vote on your behalf, then any undirected proxies
granted to the director will be voted in favour of the
relevant resolutions.
If, in appointing a proxy, you have inadvertently not named
someone to be your proxy, or your named proxy does not
attend the Annual Shareholders’ Meeting, the Chair of the
meeting will be your proxy and will vote in accordance with
your express direction.
To assist shareholders wishing to exercise their voting rights
at the Annual Shareholders’ Meeting (whether in person,
online, or by proxy), the Proxy/Voting Form accompanying
this Notice of Meeting has been personalised with
individual shareholder details. The Proxy/Voting Form
shows your current shareholding. If, at 5:00pm on Friday,
11 October 2024, your shareholding is different from that
shown on the Proxy/Voting Form, it will be updated by PGG
Wrightson Limited’s share registry, Computershare Investor
Services Limited.
Method of voting
Voting on all resolutions put before the Annual
Shareholders’ Meeting will be by poll. Results of the voting
will be available after the conclusion of the meeting and
will be notified on the NZX.
Voting thresholds
The resolutions required for item D (Resolutions 1, 2 and
3) are ordinary resolutions, requiring a simple majority of
the votes of those shareholders entitled to vote on the
resolutions.
Questions for the Annual Shareholders’ Meeting
Shareholders attending the meeting in person and virtually
will be given the opportunity to ask questions during
General Business.
If you wish to be heard at the Annual Shareholders’ Meeting
you can submit your questions in advance, participate in
person or virtually, or appoint a proxy to do so.
If you wish to submit written questions in advance of
the meeting, please email or mail them to the following
addresses by 11 October 2024:
Julian Daly
General Manager Corporate Affairs / Company Secretary
PGG Wrightson Limited
PO Box 292, Christchurch 8140
Email: companysecretary@pggwrightson.co.nz
Following the conclusion of the meeting, the directors invite shareholders to join them
for light refreshments.
The address for the share registrar is:
Computershare Investor Services Limited
Private Bag 92119
Victoria Street West
Auckland 1142
New Zealand
Contact details:
Phone: +64 9 488 8777
Email: enquiry@computershare.co.nz
www.investorcentre.com/nz
Share Registrar
PGG Wrightson Limited’s share registrar in New Zealand is Computershare Investor Services Limited.
You can manage your shareholding online via the Computershare Investor Services Limited investor centre. To change your
address, update your payment instructions and to view your investment portfolio, please visit www.investorcentre.com/nz
---
PGG Wrightson Limited
Proxy/Voting Form – 2024 Annual Shareholders’ Meeting on 15 October 2024
PGG Wrightson Limited will hold its Annual Shareholders’ Meeting as a hybrid meeting.
All shareholders will have the opportunity to attend and participate in the 2024 Annual Shareholders’ Meeting either in person or online.
www.investorvote.co.nz
Vote online, 24 hours a day, 7 days a week:
Smartphone?
Scan the QR code to vote now.
Your secure access information
Control Number: CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Shareholder Number and Postcode/Country of Residence to vote or appoint
a proxy online.
For your proxy vote to be effective it must be received by 9:30am on Sunday, 13 October 2024.
How to vote on Items of Business
All your shares will be voted in accordance with your directions.
By personally attending the Annual Shareholders’ Meeting
If you plan to attend the Annual Shareholders’ Meeting in person, please bring this Proxy/Voting Form with you.
By virtually attending the Annual Shareholders’ Meeting
If you propose to attend the Annual Shareholders’ Meeting virtually, please read the enclosed Virtual Meeting
Guide prior to the meeting. You can participate in the meeting virtually through the web platform
https://meetnow.global/nz and entering the meeting. You will be able to view presentations, ask questions and
cast your vote online. For any assistance with the process, please contact Computershare on +64 9 488 8777
between 8.30am-5.00pm Monday to Friday.
By making a postal vote (online or by mail or email)
If you wish to cast a postal vote, please complete the postal voting form, sign in the space provided at the end of
that section and return it either by mail or email (scanned attachment) to the relevant Computershare address
above. Alternatively, you can cast a postal vote by visiting the Computershare website above or scanning the QR
code. It is not necessary to also appoint a proxy.
Appointment of Proxy
If you do not plan to attend the hybrid meeting, you may appoint a proxy. To do this, enter the name of your proxy
in the space allocated in ‘Step 1’ of this form. You must name a proxy for your appointment to be valid.
Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a
box your proxy may vote as they choose, except for a director (or associated person of a director) who will abstain
from voting any undirected proxy on the resolutions. If you mark more than one box on an item of business your
vote will be invalid on that item.
Appointing the Chair or any other director as your proxy
The Chair of the meeting, or any other PGG Wrightson Limited director, is willing to act as proxy for any shareholder
who wishes to appoint her or him to vote on their behalf. To appoint the Chair of the meeting or a director as your
proxy enter ‘the Chair’ or the name of the director you wish to appoint in the space allocated in ‘Step 1’ of this form.
If, in appointing a proxy, you have inadvertently not named someone to be your proxy, or your named proxy does
not attend the hybrid meeting, the Chair of the meeting will be your proxy and will vote in accordance with your
express direction.
Go online to vote or appoint a proxy, or turn over to complete the form
Signing instructions for Postal Proxies
Individual
Where the holding is in one name, the
shareholder must sign this form.
Joint Holding
At least one joint shareholder should sign
this form (on behalf of all joint shareholders).
If different joint shareholders purport to
appoint different proxies, the vote of the proxy
appointed by the first named joint shareholder
will prevail.
Power of Attorney
If this Proxy/Voting Form has been signed under
a power of attorney, a certified copy of the
power of attorney and a signed certificate of
non-revocation of the power of attorney must
accompany this Proxy/Voting Form.
Companies
This Proxy/Voting 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.
Comments & Questions
If you have any comments or questions for
PGG Wrightson Limited, please write them
on a separate sheet of paper and return them
with this form, or email
companysecretary@pggwrightson.co.nz.
Lodge your vote
Online
www.investorvote.co.nz
By Email
corporateactions@computershare.co.nz
Please use “PGW Proxy” in the subject line
By Mail
PGW Proxy
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142,
New Zealand
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
STEP 1: Appoint a Proxy to
Vote on Your Behalf
Proxy/Representative Form
I/We being a Shareholder (or Shareholders) of PGG Wrightson Limited
hereby appoint of
or failing him/her of
as my/our proxy or representative to exercise my/our vote at the Annual Shareholders’ Meeting of PGG Wrightson Limited (“Company”)
to be held at the Sudima Christchurch Airport Hotel, 550 Memorial Avenue, Christchurch and online via the Computershare Meeting
Platform at https://meetnow.global/nz on Tuesday, 15 October 2024, commencing at 9:30am and at any adjournment of that meeting.
Signature of Shareholder(s) This section must be completed.
Shareholder 1 Shareholder 2 Shareholder 3
or a duly authorised officer or attorneyor a duly authorised officer or attorneyor a duly authorised officer or attorney
Contact Name: Contact Daytime Telephone: Date:
STEP 2 : Items of Business - Voting
Instructions / Ballot Paper
Please complete this section if you have appointed a proxy or representative and wish to instruct him / her
on voting. Or please complete if you are NOT attending the virtual meeting and are NOT appointing a proxy
or representative to attend in your place, and you wish to vote by email or by mail.
DO NOT complete this section if you are voting or appointing a proxy or representative online.
Ordinary resolutions supported by the Board
(TICK ONE BOX FOR EACH RESOLUTION)
For AgainstAbstain
P r o x y ’s
Discretion
1.To re-elect Dr Charlotte Severne as a director of the Company
2.To re-elect U Kean Seng as a director of the Company
3.To authorise the directors to fix the auditor’s remuneration
Please complete this section if you are NOT attending the hybrid meeting and wish to appoint a proxy
or representative to attend in your place. DO NOT complete this section if you are appointing a proxy
online, or if you are voting online, by email or by mail.
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):
•
If you wish to attend, please bring this paper. The Proxy Voting Instructions / Ballot Paper are for use in the event of a ballot at the meeting.
•
If you do not wish to attend and wish to appoint a proxy or representative or vote online, by email or by mail, please follow the instructions on the
reverse on this form.
For your vote to be effective it must be received by 9:30am on Sunday, 13 October 2024.
---
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.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- AIA — Auckland International Airport Limited: AIA - Notice of Meeting2024-09-10
“Attending the meeting Shareholders attending the Annual Meeting will be provided a poll card at registration for voting purposes. Other participation methods: Auckland International Airport will enable shareholders to attend and participate in the Annual Meeting without being…”
- WHS — The Warehouse Group Limited: Notice of 2024 Annual Shareholders' Meeting2024-10-23
“2 Business of the meeting Chair’s Address Interim Chief Executive Officer’s Review Resolutions To consider and, if thought fit, to pass the following ordinary resolutions: Resolution 1 That John Journee be re-elected as a director of the Company. Resolution 2 That Rachel T…”
- SKC — SkyCity Entertainment Group Limited: Notice of Annual Meeting – 2024 Annual Meeting2024-09-20
“2024 Notice of Annual Meeting The 2024 Annual Meeting for SkyCity Entertainment Group Limited (SkyCity) will be a hybrid meeting. You can attend the Annual Meeting either: • in person at the SkyCity Theatre, Level 3, SkyCity Auckland, corner of Wellesley and Hobson Street…”