PCT Notice of Meeting 2024
Precinct Auckland Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 3, 31 Waring Taylor Street, Wellington T 0800 400 599
W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand F +64 9 927 1655 PO Box 2, Wellington 6140, New Zealand F +64 4 494 2267
NZX announcement – 14 October 2024
PCT Notice of Meeting 2024
Precinct Properties New Zealand Limited ("Precinct Properties") and Precinct Properties
Investments Limited ("Precinct Investments") (together the "Companies" or "Precinct") advise
that their consolidated Annual Meeting of shareholders will be held on Friday 15 November
2024, commencing at 11:30 am (NZDT).
It will be a hybrid meeting held at Toroa Meeting Suite, Generator, Commercial Bay, PwC
Tower, Level 2, 15 Customs Street West, Auckland. Or online at https://meetnow.global/nz
The agenda for the meeting:
• Chair's address to shareholders.
• CEO’s address to shareholders.
• Shareholder questions and discussion.
• Precinct Properties Resolutions.
• Precinct Investments Resolutions.
• Other business.
Precinct Properties Resolutions
To consider, and if thought appropriate, pass the following ordinary resolutions:
1. Election of Director
That Alison Barrass be elected as a Director of Precinct Properties New Zealand Limited. See
explanatory note 1.
2. Re-election of Director
That Nicola Greer, who retires by rotation and has offered herself for re-election, be re-
elected as a Director of Precinct Properties New Zealand Limited. See explanatory note 2.
3. Re-election of Director
That Chris Judd, who retires by rotation and has offered himself for re-election, be re-elected
as a Director of Precinct Properties New Zealand Limited. See explanatory note 3.
4. Re-election of Director
That Mark Tume, who retires by rotation and has offered himself for re-election, be re-
elected as a Director of Precinct Properties New Zealand Limited. See explanatory note 4.
5. Auditor's Remuneration
That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for
Precinct Properties New Zealand Limited for the ensuing year. See explanatory note 5.
Precinct Auckland Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 3, 31 Waring Taylor Street, Wellington T 0800 400 599
W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand F +64 9 927 1655 PO Box 2, Wellington 6140, New Zealand F +64 4 494 2267
To consider, and if thought appropriate, pass the following special resolution:
6. Alteration to constitution of Precinct Properties
That the existing constitution of Precinct Properties New Zealand Limited is altered by
deleting clause 35, the last sentence in clause 36.1 and clause 39.6. See explanatory note 6.
Precinct Investments Resolution
To consider, and if thought appropriate, pass the following ordinary resolution:
7. Auditor's Remuneration
That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for
Precinct Properties Investments Limited for the ensuing year. See explanatory note 5.
Other business
To consider any other matter that may properly be brought before the meeting.
The notice of meeting to shareholders of Precinct Properties and Precinct Investments,
which explains the format of the meeting in more detail, is being sent to shareholders today.
It has also been provided to NZX, together with the Proxy/Voting Form and Virtual Meeting
Guide.
Please note for your proxy to be effective it must be received by 11.30 am (NZDT) on
Wednesday, 13 November 2024.
Ends
For further information, please contact:
Louise Rooney
General Counsel & Company Secretary
Office +64 21 294 3189
Email: louise.rooney@precinct.co.nz
Precinct Auckland Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 3, 31 Waring Taylor Street, Wellington T 0800 400 599
W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand F +64 9 927 1655 PO Box 2, Wellington 6140, New Zealand F +64 4 494 2267
About Precinct
Listed on the NZX Main Board under the ticker code PCT and ranked in the NZX top 30, Precinct
is the largest owner, manager and developer of premium city centre real estate in Auckland
and Wellington. Precinct is predominantly invested in office buildings and also includes
investment in Generator, Commercial Bay retail and a multi-unit residential development
business. As at 30 June 2024, Precinct's directly-held portfolio (on-completion value) totalled
$3.3 billion and Precinct had a further $1.6 billion of capital partnering assets under
management: $1.1 billion of these were assets in which Precinct holds a minority interest; with
the balance being managed on behalf of third party partners. For information visit:
www.precinct.co.nz
On 1 July 2023, Precinct effected a restructuring to create a stapled group structure. A stapled
group comprises two listed parent companies whose shares are held by the same shareholders
in equal proportions. The shares in each parent company can only be transferred or dealt with
together.
Shareholders in Precinct Properties Group (“Precinct”) hold an equal number of shares in
Precinct NZ and Precinct Investments Limited and these shares can only be dealt with
together. The stapled issuers are described as “Precinct Properties NZ Ltd & Precinct Properties
Investments Ltd (NS)” on NZX systems and the ticker code for the stapled shares remains PCT.
---
Notice of
Meeting
Notice of Meeting
Annual Meeting of Shareholders 2024
Precinct Properties New Zealand Limited ("Precinct
Properties") and Precinct Properties Investments Limited
("Precinct Investments") (together the "Companies"
or "Precinct")
NZX, through NZ RegCo, has granted a waiver from
Listing Rules 2.14.1, 2.14.2, 7.8 and 7.9 to permit
Precinct Properties and Precinct Investments to provide
consolidated notices of meetings to shareholders.
Date
Friday 15 November 2024
Time
11:30 am (NZDT)
Venue
Toroa Meeting Suite,
Generator, Commercial Bay,
PwC Tower, Level 2,
15 Customs Street West,
Auckland. Or online at
https://meetnow.global/nz
02
Agenda
• Chair's address to shareholders.
• CEO’s address to shareholders.
• Shareholder questions and discussion.
• Precinct Properties Resolutions.
• Precinct Investments Resolutions.
• Other business.
Precinct Properties Resolutions
To consider, and if thought appropriate, pass the
following ordinary resolutions:
1. Election of Director
That Alison Barrass be elected as a Director of Precinct
Properties New Zealand Limited. See explanatory note 1.
2. Re-election of Director
That Nicola Greer, who retires by rotation and has offered
herself for re-election, be re-elected as a Director of
Precinct Properties New Zealand Limited. See explanatory
note 2.
3. Re-election of Director
That Chris Judd, who retires by rotation and has offered
himself for re-election, be re-elected as a Director of
Precinct Properties New Zealand Limited. See explanatory
note 3.
4. Re-election of Director
That Mark Tume, who retires by rotation and has offered
himself for re-election, be re-elected as a Director of
Precinct Properties New Zealand Limited. See explanatory
note 4.
5. Auditor's Remuneration
That the Directors be authorised to fix the remuneration
of Ernst & Young as auditor for Precinct Properties New
Zealand Limited for the ensuing year. See explanatory
note 5.
To consider, and if thought appropriate, pass the
following special resolution:
6. Alteration to constitution of Precinct Properties
That the existing constitution of Precinct Properties New
Zealand Limited is altered by deleting clause 35, the last
sentence in clause 36.1 and clause 39.6. See explanatory
note 6.
Precinct Investments Resolution
To consider, and if thought appropriate, pass the
following ordinary resolution:
7. Auditor's Remuneration
That the Directors be authorised to fix the remuneration
of Ernst & Young as auditor for Precinct Properties
Investments Limited for the ensuing year. See explanatory
note 5.
Other business
To consider any other matter that may properly be
brought before the meeting.
Important Dates
Latest time for receipt of Proxy Forms
11.30am, Wednesday 13th November 2024 (NZDT)
Record date for voting entitlements
5.00pm, Wednesday 13th November 2024 (NZDT)
Annual Meeting
11.30am, Friday 15th November 2024 (NZDT)
Notice of Meeting
03
Notice of Meeting
Explanatory Notes
1. Election of Alison Barrass
Under NZX Listing Rule 2.7.1, a Director appointed by
the Board must not hold office past the next annual
meeting following the Director’s appointment. Ms Alison
Barrass was appointed by the Board as a Director of the
Companies with effect from 1 October 2024. Accordingly,
Ms Barrass offers herself for election at the Annual
Shareholders' Meeting. Ms Barrass stands for election with
the support of the Board and is considered by the Board
to be an Independent Director.
If elected as a Director of Precinct Properties by
shareholders, Alison Barrass will automatically be
appointed as a Director of Precinct Investments, pursuant
to clause 35.1 of the Precinct Investments constitution.
Alison Barrass
Director, Independent
Term of office
First appointed by the Board on 1 October 2024.
Board Committees
•Environmental, Social and Governance Committee
•People and Performance Committee
Background
Alison is a Professional Director, Chartered Fellow of the
Institute of Directors, and former CEO. She has had
direct leadership experience in large scale consumer
goods organisations and has previously worked in Sales,
Marketing and Operations. Alison has operated in
New Zealand, Australia and South East Asia, and has
led significant mergers and acquisitions activity across
multiple geographies and industries. She is passionate
about people, brands and technology with a focus on
supporting New Zealand businesses on their growth
journey through effective leadership, smart business
design and innovation. Alison is currently Chair of AA
Insurance Limited, Chair of Babich Wines Limited, and
a Director of Zespri International Limited, Suncorp New
Zealand and Rockit Global Limited.
2. Re-election of Nicola Greer
Under NZX Listing Rule 2.7.1, a Director must not hold
office (without re-election) past the third annual meeting
following the Director’s appointment or three years,
whichever is longer. This year, Nicola Greer retires in
accordance with this rule and, being eligible, stands
for re-election by shareholders. Ms Greer stands for re-
election with the support of the Board and is considered
by the Board to be an Independent Director.
Nicola Greer
Director, Independent
Term of office
First appointed by the Board in July 2021 and last elected
by shareholders in November 2021.
Board Committees
• Environmental, Social and Governance
Committee (Chair)
• Audit and Risk Committee
Background
Nicola is a professional company director. She has
extensive experience in New Zealand, Australia and
the UK in the banking and finance sectors, previously
holding a range of roles within financial markets and
asset and liability management at ANZ, Citibank and
Goldman Sachs. She has a significant background in the
04
New Zealand commercial property market, developing
and owning commercial property across a variety of
sectors. Nicola is currently a director of Fidelity Life
Assurance Company Limited, South Port New Zealand
Limited, Vulcan Steel Limited and New Zealand Railways
Corporation and is a member of the New Zealand
Markets Disciplinary Tribunal. She was previously a
director of Airways Corporation of New Zealand Limited.
3. Re-election of Chris Judd
Under NZX Listing Rule 2.7.1, a Director must not hold
office (without re-election) past the third annual meeting
following the Director’s appointment or three years,
whichever is longer. This year, Chris Judd retires in
accordance with this rule and, being eligible, stands for
re-election by shareholders. Mr Judd stands for re-election
with the support of the Board and is considered by the
Board to be an Independent Director.
Chris Judd
Director, Independent
Term of office
First appointed by the Board in April 2013 and last elected
by shareholders in November 2021.
Board Committees
• People and Performance Committee
• Environmental, Social and Governance Committee
Background
Chris Judd has over 32 years’ experience in the property
industry including a 17 year association with property
and property funds in New Zealand in both public and
private markets. Chris has had various senior executive
leadership roles including Head of Real Estate Funds
Management for AMP Capital Australia with executive
and governance responsibilities in Australia and New
Zealand for a A$20b+ platform. He is Executive Chairman
of 151 Property Group, the manager of Blackstone’s real
estate investments in Australia and New Zealand and is a
non-executive director of Hotel Property Investments. He
is a registered valuer, being an Associate of the Australian
Property Institute. Chris was the inaugural Chairman
of the Property Council of Australia’s Unlisted Property
Roundtable and was a member of the International and
Capital Markets Division Committee.
4. Re-election of Mark Tume
Under NZX Listing Rule 2.7.1, a Director must not hold
office (without re-election) past the third annual meeting
following the Director’s appointment or three years,
whichever is longer. This year, Mark Tume retires in
accordance with this rule and, being eligible, stands
for re-election by shareholders. Mr Tume stands for re-
election with the support of the Board and is considered
by the Board to be an Independent Director.
Mark Tume
Director, Independent
Term of office
First appointed by the Board in August 2021 and last
elected by shareholders in November 2021.
Board Committees
• Audit and Risk Committee (Chair)
Background
Mark has governance experience with both public and
private companies across the infrastructure, energy, and
investment sectors in Australia and New Zealand. He
Notice of Meeting
05
Notice of Meeting
Explanatory Notes
is the Chair of Te Atiawa Iwi Holdings Management
Limited and a director of ANZ Bank New Zealand
Limited and Booster Financial Services Limited. He was
previously Chair of Ngāi Tahu Holdings Corporation
Limited and Infratil Limited and a director of Retire
Australia Pty Limited.
5. Remuneration of the Auditor
The proposed resolutions are to authorise the Directors
to fix the auditor’s remuneration for the following year
for the purposes of section 207S of the Companies Act
1993. Section 207T of the Companies Act 1993 provides
that a company’s auditor is automatically reappointed
unless there is a resolution or other reason for the auditor
not to be reappointed. The Companies (respectively)
would like Ernst & Young to continue as the Companies'
auditor, and Ernst & Young has indicated its willingness
to continue in office. Pursuant to section 207T of the
Companies Act 1993, Ernst & Young is automatically
reappointed at the annual meeting as auditor of the
Companies. Section 207S of the Companies Act 1993
provides that the fees and expenses of Ernst & Young as
auditor are to be fixed by the Companies at the Annual
Meeting or in such a manner as the Companies determine
at the Annual Meeting. The Boards of the Companies
respectively propose that, consistent with past practice,
the auditor’s fees should be fixed by the directors.
6. Alteration to constitution of
Precinct Properties
Resolution 6 proposes to alter the Precinct Properties
Constitution to remove the right in clause 35 of a holder of
Shares carrying more than 15% to appoint one Director.
Following the sale by Haumi Company Limited of
its remaining shareholding in Precinct Properties and
Precinct Investments in February 2024, no shareholder
currently holds more than 15% of the Shares in each of
the Companies. The Board considers it is best corporate
governance practice to remove this clause and instead
have all Directors elected by shareholders.
Under the Companies Act 1993 alterations to the
constitution must be approved by “special resolution,”
being 75% of shareholders attending a meeting in person
or by proxy.
There is no need to alter the Precinct Investments
Constitution, as clause 35.1 of the Precinct Investments
Constitution states that a person who is validly appointed
as a Director of Precinct Properties automatically
becomes, and will be deemed to have been validly
appointed as, a Director of Precinct Investments.
The proposed alterations to Precinct Properties'
Constitution do not impose or remove a restriction on the
activities of Precinct Properties and accordingly no rights
arise under section 110 of the Companies Act 1993. As
required by NZX Listing Rule 2.19.1, Chapman Tripp has
provided an opinion to NZ RegCo that Chapman Tripp
considers that these amendments comply with the Listing
Rules. The Board recommends shareholders vote in favour
of the alterations to Precinct Properties' Constitution.
06
Important Information
Transport
Public transport options are available via buses, trains
and ferries to the venue. For those who are driving,
parking is available in the Downtown Carpark, entry
at 31 Customs Street West. From Downtown Carpark,
attendees can walk directly across the air bridge through
188 Quay Street to the Commercial Bay Retail Centre.
Once in the Retail Centre, travel up one level and enter
level 2 of the PwC Tower. Please refer to the schedule of
fees at the carpark entry. Mobility parking is available in
the Downtown Carpark.
Hybrid Meeting
As noted above, the Companies have decided to host
their Annual Meeting online as well as in person this
year. 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. In order to participate remotely
you will need to visit https:// meetnow.global/nz. Details
of how to participate ‘virtually’ are included in the Virtual
Meeting Guide available at www.computershare.com/
vm-guide-nz. Shareholders are encouraged to review
this guide prior to the Annual Meeting. If you have any
questions, or need assistance with the online process,
please contact Computershare on +64 9 488 8777
between 8.30am and 5.00pm Monday to Friday.
Voting
Resolutions 1 to 5 and 7 are ordinary resolutions and are
required to be passed by a simple majority of the votes
of those shareholders who are entitled to vote and voting
on the resolution, in person or by proxy. Resolution 6 is
a special resolution and is required to be passed by a
majority of 75% of votes of those shareholders who are
entitled to vote and voting on the resolution, in person or
by proxy.
Voting entitlements will be determined as at 5.00pm
(New Zealand time) on Wednesday 13th November 2024.
Registered shareholders at that time will be the only
persons entitled to vote and only the shares registered in
those shareholders' names at that time may be voted at
the meeting.
Shareholders may cast their votes using one of the
following options:
•At the Annual Meeting: Shareholders present at the
meeting will be handed voting papers, which can
be completed and handed in at the conclusion
of the meeting. Alternatively, shareholders can
vote online by attending the meeting virtually
through the Computershare Meeting Platform https://
meetnow.global/nz. Please refer to the Virtual Meeting
Guide available at www.computershare.com/vm-
guide-nz for more information. You will need the
latest version of Chrome, Safari or Edge to access the
meeting. Please ensure your browser is compatible.
•Appoint a proxy to vote: You may appoint a proxy
or corporate representative (if the shareholder is a
body corporate) to attend the Annual Meeting, to act
generally at the meeting and to vote on your behalf.
To do this, you should complete the enclosed Proxy/
Voting Form. You may return your Proxy Form by:
–Completing the Proxy Form and posting it to
the share registrar; or
–Completing the Proxy/Voting Form online
at www.investorvote.co.nz
The Chair of the meeting is available to act as a proxy.
If, in appointing a proxy, you have inadvertently not
named someone to be your proxy (either online or on the
enclosed proxy form), the Chair of the meeting will be
your proxy and will vote in accordance with your express
direction. In the absence of express instructions, the Chair
or any director appointed proxy will vote in favour of all
resolutions. All completed Proxy Forms must be received
by 11:30am (NZDT) on Wednesday 13th November 2024 to
be effective.
• A proxy need not be a shareholder of the Company.
• The Chair of the meeting intends to vote all discretionary
proxies given to her in favour of all resolutions.
• Voting on all resolutions put before the meeting will be
conducted by way of a poll only.
Notice of Meeting
07
Notice of Meeting
Important Information
Questions
Following the conclusion of formal business, there will
be an opportunity for shareholders at the meeting
(attending either in person or using the virtual meeting
platform) to ask questions. To encourage shareholder
participation, we also invite those unable to attend
in person to submit questions ahead of the meeting.
If you would like to submit a question, please either
email your question to companysecretary@precinct.co.nz
or post your question to the Company Secretary,
Precinct Properties New Zealand Limited, PO Box 5140
Auckland 1141, New Zealand. Please include your name
and shareholder number with your question. During the
meeting the Board intends to answer as many of the most
frequently asked questions as is reasonably practicable.
All questions need to be received by Precinct by 11.30am
(NZDT) on Wednesday 13th November 2024 (noting that
the questions may be raised by a shareholder at the
meeting). Copies of the Annual Meeting presentation
materials will be published and available online shortly
before the meeting begins.
Yours faithfully,
Louise Rooney,
Company Secretary
14 October 2024
08
---
Precinct Properties New Zealand Limited
hello@precinct.co.nz
0800 400 599
precinct.co.nz
Auckland Office
Level 12, 188 Quay Street, Auckland 1010
PO Box 5140, Auckland 1141, New Zealand
Wellington Office
Level 3, 31 Waring Taylor Street
PO Box 2, Wellington 6140, New Zealand
14 October 2024
Dear Shareholder,
2024 Annual Meeting of Shareholders
Precinct Properties New Zealand Limited ("Precinct Properties") and Precinct Properties Investments
Limited ("Precinct Investments") (together the "Companies" or “Precinct”)
On behalf of the Board of Directors, I am pleased to invite you to the 2024 Annual Meeting
of Shareholders. It will be a hybrid meeting held at Toroa Meeting Suite, Generator,
Commercial Bay, PwC Tower, Level 2, 15 Customs St West, Auckland on Friday 15
November 2024, or online at: https://meetnow.global/nz
. Commencement at 11.30am
(NZDT ).
Accompanying this letter is:
1. Notice of Annual Meeting which includes explanatory notes and important information.
2. Proxy/Voting Form for appointing a proxy to vote on your behalf.
Please read the documents noted above carefully.
A Virtual Meeting Guide which has instructions for attending the meeting online is
available at
www.computershare.com/vm-guide-nz. Please note that attendance and
participation to the virtual meeting will be through a live webcast, accessed through an
internet connected computer, smartphone, tablet or similar device. You will need the
latest version of Chrome, Safari or Edge. Please ensure your browser is compatible.
PRECINCT PROPERTIES RESOLUTIONS
At the meeting, shareholders will be asked to consider and, if thought appropriate, pass the following five
ordinary resolutions and one special resolution. The Board is recommending that you vote in favour of each
resolution.
Ordinary resolutions:
1. Election of Director - That Alison Barrass be elected as a Director of Precinct Properties New
Zealand Limited
2. Re-election of Director - That Nicola Greer, who retires by rotation and has offered herself for re-
election, be re-elected as a Director of Precinct Properties New Zealand Limited
Precinct Properties New Zealand Limited
hello@precinct.co.nz
0800 400 599
precinct.co.nz
Auckland Office
Level 12, 188 Quay Street, Auckland 1010
PO Box 5140, Auckland 1141, New Zealand
Wellington Office
Level 3, 31 Waring Taylor Street
PO Box 2, Wellington 6140, New Zealand
3. Re-election of Director - That Chris Judd, who retires by rotation and has offered himself for re-
election, be re-elected as a Director of Precinct Properties New Zealand Limited
4. Re-election of Director - That Mark Tume, who retires by rotation and has offered himself for re-
election, be re-elected as a Director of Precinct Properties New Zealand Limited
5. Auditor's Remuneration - That the Directors be authorised to fix the remuneration of Ernst & Young
as auditor for Precinct Properties New Zealand Limited for the ensuing year.
Special resolution:
6. Alteration to Constitution of Precinct Properties - That the existing constitution of Precinct Properties
New Zealand Limited is altered by deleting clause 35, the last sentence in clause 36.1 and clause
39.6.
Details of the resolutions above are contained in the explanatory notes to the attached
Notice of Meeting.
PRECINCT INVESTMENTS RESOLUTION
At the meeting, shareholders will be asked to consider and, if thought appropriate, pass the following one
ordinary resolution. The Board is recommending that you vote in favour of this resolution.
Ordinary resolution:
7. Auditor's Remuneration - That the Directors be authorised to fix the remuneration of Ernst & Young
as auditor for Precinct Properties Investments Limited for the ensuing year.
Details of the resolution above are contained in the explanatory notes to the attached
Notice of Meeting.
QUESTIONS
Following the conclusion of formal business, there will be an opportunity for shareholders at
the meeting (attending either in person or using the virtual meeting platform) to ask
questions. To encourage shareholder participation, we also invite those unable to attend
in person to submit questions ahead of the meeting. If you would like to submit a question,
please either email your question to companysecretary@precinct.co.nz or post your
question to the Company Secretary, Precinct Properties New Zealand Limited, PO Box
5140 Auckland 1141, New Zealand. Please include your name and shareholder number
Precinct Properties New Zealand Limited
hello@precinct.co.nz
0800 400 599
precinct.co.nz
Auckland Office
Level 12, 188 Quay Street, Auckland 1010
PO Box 5140, Auckland 1141, New Zealand
Wellington Office
Level 3, 31 Waring Taylor Street
PO Box 2, Wellington 6140, New Zealand
with your question. During the meeting the Board intends to answer as many of the most
frequently asked questions as is reasonably practicable. All questions need to be received
by Precinct by 11.30am (NZDT) on Wednesday, 13 November 2024 (noting that the
questions may be raised by a shareholder at the meeting). Copies of the Annual Meeting
presentation materials will be published and available online shortly before the meeting
begins.
VOTING/PROXY
Votes can be lodged by attending the physical meeting, during the virtual meeting, or by
appointing a proxy to vote on your behalf.
To appoint a proxy you have two options, either:
a) complete and return the enclosed Proxy/Voting Form to Computershare Investor Services: Level 2, 159
Hurstmere Road, Takapuna, Auckland, New Zealand or Private Bag 92119, Victoria Street West,
Auckland 1142, New Zealand; or
b) complete your proxy appointment online at www.investorvote.co.nz.
Please note for your proxy to be effective it must be received by 11.30am (NZDT) on
Wednesday, 13 November 2024.
UNDIRECTED PROXIES
If you appoint me or another Director as a proxy, please ensure you direct how you wish to
vote by marking the appropriate box opposite each item of business. All undirected
proxies will be cast in favour of each resolution.
AFTER THE MEETING
For those attending the physical meeting, we would also like to invite you to join the Board
and Executive team of Precinct for light refreshments following the conclusion of the
meeting. Should you have any questions regarding the meeting format or voting process,
Computershare our share registrar can be contacted at: enquiry@computershare.co.nz
or +64 9 488 8777 between 8.30am and 5.00pm, Monday to Friday.
Yours sincerely,
Anne Urlwin
Independent Director and Chair
---
Go online to lodge your proxy or turn over to complete the form.
Lodge your proxy
You will need the latest version of Chrome, Safari or Edge to access the meeting.
Please ensure your browser is compatible. If you appoint a proxy to cast your vote,
you are still able to attend the meeting virtually through the Computershare Meeting
Platform, however, you will not be able to cast your votes held by your proxy.
For any assistance with the online process, you may contact Computershare on
+64 9 488 8777 between 8.30am-5.00pm Monday to Friday.
Signing Instructions for Postal Proxies
Individual
Where the holding is in one name, the securityholder must sign.
Joint Holding
Where the holding is in more than one name, all of the securityholders 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 must 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
Shareholders present at the meeting will have the opportunity to ask questions
during the meeting, in-person or virtually via the webcast portal. Also, the Board is
offering shareholders the opportunity to ask the Board questions in advance of the
annual meeting. If you would like to ask a question, please either email your question
to companysecretary@precinct.co.nz or post your question to the Company Secretary,
Precinct Properties New Zealand Limited, PO Box 5140 Auckland 1141, New Zealand.
Please include your name and shareholder number with your question. During the
meeting the Board intends to answer as many of the most frequently asked questions
as is reasonably practicable. All questions need to be received by Precinct by
11:30am (NZDT) on Wednesday, 13 November 2024. Please note that no
amendments to resolutions proposed will be accepted.
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119 Auckland 1142 New Zealand
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. If, in appointing a proxy, you have
inadvertently not named someone to be your proxy (either online or on the enclosed
proxy form) the Chair of the meeting will be your proxy and will vote only in accordance
with your express direction. In the absence of express instructions, votes will be
cast in favour of all resolutions. Alternatively you can appoint a proxy online
at www.investorvote.co.nz.
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 your proxy may vote as they choose. In the absence
of express instructions the Chair or any director appointed proxy will vote in favour of
all resolutions. If you mark more than one box on an item your vote will be invalid on
that item. Voting entitlements for the meeting will be determined as at 5.00pm (New
Zealand time) on Wednesday, 13 November 2024. Registered shareholders at that time
will be the only persons entitled to vote and only the shares registered in those
shareholders’ names at that time may be voted.
In accordance with the updated NZX Listing Rules, voting on all resolutions put before
the meeting will be conducted by poll.
Attending the Meeting in Person
Bring this form to assist registration. If a representative of a corporate securityholder or
proxy is to attend the meeting you will need to provide the appropriate “Certificate of
Appointment of Corporate Representative” prior to admission.
Attending the Meeting Virtually
Shareholders can attend the meeting virtually through the Computershare Meeting
Platform https://meetnow.global/nz. To access the meeting, click ‘Go’ under the
Precinct Properties Group meeting and then click ‘JOIN MEETING NOW’. 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 Virtual Meeting Guide available at
www.computershare.com/vm-guide-nz for more information.
For all enquiries contact
Your secure access information
Control Number: CSN/Securityholder 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.
+64 9 488 8777
corporateactions@computershare.co.nz
Proxy/Voting Form
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 11:30 am (NZDT) on Wednesday, 13 November 2024.
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):
Precinct Properties New Zealand Limited Resolutions – Ordinary Resolutions
Resolution 1
That Alison Barrass be elected as a Director of Precinct Properties New Zealand Limited.
Resolution 2
That Nicola Greer, who retires by rotation and has offered herself for re-election, be re-elected as a Director
of Precinct Properties New Zealand Limited.
Resolution 3
That Chris Judd, who retires by rotation and has offered himself for re-election, be re-elected as a Director
of Precinct Properties New Zealand Limited.
Resolution 4
That Mark Tume, who retires by rotation and has offered himself for re-election, be re-elected as a Director
of Precinct Properties New Zealand Limited.
Resolution 5
That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for Precinct Properties
New Zealand Limited for the ensuing year.
Special Resolution
Resolution 6
That the existing constitution of Precinct Properties New Zealand Limited is altered by deleting clause 35, the
last sentence in clause 36.1 and clause 39.6.
Precinct Properties Investments Limited Resolution – Ordinary Resolution
Resolution 7
That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for Precinct Properties
Investments Limited for the ensuing year.
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be counted in
computing the required majority.
Proxy/Corporate Representative Form
ATTENDANCE SLIP
Annual Meeting of Precinct Properties New Zealand Limited and Precinct
Properties Investments Limited to be held in the Toroa Meeting Suite,
Generator, Commercial Bay, PwC Tower, Level 2, 15 Customs Street West,
Auckland at 11.30 am (NZDT) on Friday, 15 November 2024.
Signature of Shareholder(s) This section must be completed.
SIGN
or Sole Director/Directoror Director (if more than one)
SecurityholderSecurityholder 2Securityholder 3
Contact Name Contact Daytime Telephone Date
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Proxy
DiscretionFor
Against
Abstain
Proxy
DiscretionFor
Against
Abstain
Appoint a Proxy to Vote on Your Behalf
Elect Electronic Communications
STEP 1
appointof
or failing him/herof
I/We being a shareholder/s of Precinct Properties New Zealand Limited and Precinct Properties Investments Limited
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
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 Precinct Properties
New Zealand Limited and Precinct Properties Investments Limited to be held in the Toroa Meeting Suite, Generator, Commercial Bay, PwC Tower, Level 2,
15 Customs Street West, Auckland at 11.30 am (NZDT) on Friday, 15 November 2024 and to vote as my/our proxy thinks fit (to the extent permitted by law
and relevant listing rules) on any resolution at the Annual Meeting (or any adjournment thereof) so as to give effect to my/our intention as set out below
where possible.
---
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.
- TWL — TradeWindow Holdings Limited: TWL - Notice of Annual General Meeting2024-08-06
“1011 Procedural notes and other information Persons entitled to vote The persons who will be entitled to vote at the Annual Meeting are those persons (or their proxies or representatives) registered on the Company’s register of Shareholders as the holders of shares as at 11am…”
- PHL — Promisia Healthcare Limited: Notice of Shareholders Meeting and Warrant Holders Meeting2024-09-11
“3 NOTICE OF 2024 ANNUAL SHAREHOLDERS’ MEETING AGENDA 1. Chair’s Introduction 2. Presentation to Shareholders 3. Shareholder Discussion 4. Resolutions To consider, and if thought fit, pass the following Resolutions: Resolution 1: To record the re-appointm…”
- FSF — Fonterra Shareholders' Fund: Notice of Annual Meeting Fonterra Co-operative Group Ltd2024-10-20
“Fonterra - 2024 Notice of Annual Meeting and Explanatory Notes5 Notice of Annual Meeting of Shareholders of Fonterra Co-operative Group Limited PART ONE Business Welcome Annual Meeting proceedings Chief Executive Officer’s presentation Chair’s review Remuneration of Elected Dire…”