My Food Bag Group Limited logo

My Food Bag Dividend Reinvestment Plan

Dividend21 May 2025MFBFinancials

My Food Bag establishes a Dividend Reinvestment Plan
My Food Bag is pleased to announce that it has established a Dividend Reinvestment

Plan (DRP).

The DRP presents an opportunity for shareholders to reinvest all or part of their

dividends into additional shares in My Food Bag instead of being paid cash. This is a

convenient way for shareholders to increase their investment without incurring

brokerage fees. If any shareholders wish to participate in the DRP, please refer to the

Offer Document accompanying this announcement, including the instructions for

participating in the DRP and the letter from the Chair. This material will also be available

on My Food Bag's investor website.


If shareholders do not wish to participate in the DRP, they do not need to do anything -

they will continue to receive all future dividends in cash, unless and until they decide to

participate in the DRP at a later date.


The DRP will operate for the final dividend in respect of FY25, but the Board has

determined that there will be no discount to the strike price.


End

For investor relations queries:

Louise Newsome

ir@myfoodbag.co.nz


For media queries:

Trish Whitwell

trish.whitwell@myfoodbag.co.nz

---

DIVIDEND
REINVESTMENT

plan

22 May 2025

This is an Offer Document in respect of Shares offered

under the My Food Bag Dividend Reinvestment Plan

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN

MY FOOD BAG GROUP LIMITED

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
My Food Bag has established a Dividend Reinvestment Plan which offers you the opportunity to reinvest the net

proceeds of cash dividends payable on some or all of your existing My Food Bag shares in additional fully paid

shares. This document explains how the Plan works.

Participation in the Plan is optional.

This document is important. You should read the whole document before making any decisions.

If you do not understand it or are unsure what you should do, please consult your broker, financial, investment or

other professional adviser.

This Offer Document has been prepared as at 22 May 2025.

CONTENTS

DIVIDEND REINVESTMENT plan

1. Letter from the Chair


2. Key Features

3. Dividend Reinvestment Plan: Terms and Conditions


4. Directory

5. Instructions

6. Participation Notice

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
LETTER FROM THE Chair

Dear Shareholder,

Dividend Reinvestment Plan

We are pleased to announce that My Food Bag has established a Dividend Reinvestment Plan.

This is an opportunity for you to reinvest all or part of your dividends into additional shares in

My Food Bag instead of being paid cash. This is a convenient way for you to increase your investment in My

Food Bag without incurring brokerage fees.

How do I participate?

Participation in the Dividend Reinvestment Plan is entirely optional. You can elect to participate with all or part of

your dividends, and you can start or stop your participation at any time.

If you would like to participate, please login to your portfolio at nz.investorcentre.mpms.mufg.com and select

‘Reinvestment Plans’ from the ‘Payments & Tax’ menu or otherwise complete the enclosed participation notice

and return it to our share registrar, MUFG Corporate Markets.

If you decide not to participate, you don’t need to do anything and you will continue to receive all future

dividends in cash, unless and until you decide at a later date to participate.

What will the share price be?

The price of the shares issued under the Dividend Reinvestment Plan will be based on the volume weighted

average sale price of My Food Bag shares sold on the NZX Main Board over the five trading days commencing

on (and including) the business day before the record date for the relevant dividend (referred to as the ‘Ex

Date’).

From time to time the share price used may be subject to a discount set by the Board. Any discount will be

announced to NZX, typically when a dividend is announced by My Food Bag.

It is also important to note that the Dividend Reinvestment Plan may not operate for all future dividends. This will

be advised by the Board when each dividend is announced.

Please read the information in the booklet carefully, and if you have any questions, please speak to your broker,

financial, investment or other professional adviser.

Yours sincerely

22 May 2025

Chair

Tony Carter

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
KEY features

Shares instead of dividends

The Dividend Reinvestment Plan (the Plan) gives you,

as a holder of ordinary shares in My Food Bag Group

Limited (My Food Bag), the opportunity to reinvest the

net proceeds of cash dividends payable on your My Food

Bag shares in additional fully paid ordinary shares in My

Food Bag. This provides a convenient method for you

to increase your investment in My Food Bag free of any

brokerage fees or other transaction costs.

Eligibility

You are eligible to participate in the Plan if you hold

shares and you have a registered address in New Zealand

or Australia.

Full or Partial Participation

You can choose to participate in the Plan in respect of

some or all of your shares in My Food Bag.

Your participation in the Plan will be effective immediately

upon you making your Participation Election online at

nz.investorcentre.mpms.mufg.com or on receipt by My

Food Bag’s Share Registrar of your Participation Notice,

provided that any such notice received after 5.00pm

on the Business Day immediately following the Record

Date in respect of a dividend will be effective for the next

following Record Date.

Participation in the Plan is optional, and you can join at

any time. If you do not wish to participate in the Plan, you

do not need to do anything. If you do not participate in the

Plan you will receive in cash any dividends paid on all of

your shares in My Food Bag.

Flexible Variation and Withdrawal Arrangements

You can choose to vary your participation in the Plan

or withdraw from the Plan at any time either online at

nz.investorcentre.mpms.mufg.com or by sending a new

Participation Notice to the Share Registrar (in the case

of variation) or a written notice of termination to the

Share Registrar (in the case of withdrawal). Any notice will

take effect on receipt by the Share Registrar, provided that

any such notice received after 5.00pm on the Business

Day immediately following the Record Date in respect of a

dividend will be effective for the next following Record Date.

Issue Price

Shares issued under the Plan will be issued at the Strike

Price. The Strike Price will be calculated as the volume

weighted average sale price for a share in My Food Bag

based on all trades of My Food Bag shares on the NZX Main

Board over a period of five trading days commencing on (and

including) the relevant Ex Date (subject to adjustment by My

Food Bag for any exceptional or unusual circumstances), less

a discount (if any) as determined by the Board. Any discount

will be announced by My Food Bag no later than five trading

days prior to the relevant Record Date.

If you elect to participate in the Plan and you have

Participating Shares, details of your total dividend entitlement

and the number of additional shares in My Food Bag issued

or transferred to you under the Plan will be sent to you

promptly after each dividend payment date.

Shares Rank Equally

Shares issued under the Plan will rank equally in all respects

with each other and with all other shares in My Food Bag on

issue at that date. Shares can be sold or transferred at any

time following allotment.

Further Information

The information above is a summary of the Plan only and

should be read in conjunction with the Terms and Conditions.

In the event of any conflict between this summary of the Plan

and the Terms and Conditions, the Terms and Conditions will

prevail.

If you have any enquiries or require further information

about the Plan, please contact the Share Registrar. Further

information about My Food Bag, can be found on its investor

website at https://investors.myfoodbag.co.nz/Investor-Centre/

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

1 Introduction

1.1 This Offer Document has been prepared as at 22

May 2025 and contains the terms and conditions

of the My Food Bag Group Limited (My Food Bag)

Dividend Reinvestment Plan (the Plan).

1.2 This Offer Document is issued in compliance with

the exclusion for dividend reinvestment plans

contained in clause 10 of Schedule 1 to the Financial

Markets Conduct Act 2013. No product disclosure

statement is required in respect of the Plan.

1.3 Subject to clauses 3 and 4, the Plan is available to

you if you are the holder of ordinary shares in My

Food Bag.

1.4 Under the Plan, you may elect to reinvest the net

proceeds of cash dividends payable on all or some

of your fully paid ordinary shares in My Food Bag by

acquiring Additional Shares.

1.5 Further information about My Food Bag, can be

found at My Food Bag’s investor website at

https://investors.myfoodbag.co.nz/Investor-Centre/.

2 Available options

2.1 You may elect to participate in the Plan by exercising

one of the following options:

a) Full Participation - If you choose full

participation, the Plan will apply to the net cash

dividends payable from time to time in respect

of all shares in My Food Bag registered in your

name at the relevant Record Date.

b) Partial Participation - If you choose partial

participation, the Plan will only apply to the

net cash dividends payable from time to

time in respect of your nominated number or

percentage of shares registered in your name

at the relevant Record Date. If you nominate

a percentage and this percentage does not

give rise to a whole number of shares then

the number of shares in respect of which

your participation in the Plan will apply will be

rounded down to the nearest whole number. The

Board may specify a minimum percentage for

partial participation.

2.2 If you do not wish to participate in the Plan and instead

wish to receive any dividends payable in respect of

your shares in My Food Bag from time to time in cash,

then you do not need to do anything.

3 Overseas Shareholders

3.1 My Food Bag may, in its absolute discretion, elect

not to offer participation in the Plan to shareholders

whose address is outside New Zealand if My Food Bag

considers that to do so would risk breaching the laws

of any other relevant jurisdiction and it would be unduly

onerous to ensure that the laws of those jurisdictions

are complied with.

3.2 As at the date of this Offer Document, the Board, in

its discretion, has elected not to offer participation

under the Plan to shareholders whose addresses in My

Food Bag’s share register are outside New Zealand or

Australia.

3.3 No action has been taken to permit the offer of the Plan

in any jurisdiction outside New Zealand and Australia.

The distribution of this document in a jurisdiction

outside New Zealand and Australia may be restricted

by law and persons who come into possession of it

(including nominees, trustees or custodians) should

seek advice on and observe any such restrictions.

3.4 If you do not reside in New Zealand or Australia and

you participate in the Plan through a New Zealand or

Australian resident nominee, you will be deemed to

represent and warrant to My Food Bag that you can

lawfully participate in the Plan through your nominee.

My Food Bag accepts no responsibility for determining

whether any person is able to participate in the Plan

under laws applicable outside of New Zealand or any

other jurisdiction in respect of which the Plan is made

available.

4 Exclusion where Liens or Charges over Shares


4.1 If you hold any shares in My Food Bag over which My

Food Bag has a lien or charge, those shares will not be

eligible to participate in the Plan.

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

5 Participation Election

5.1 To participate in the Plan you must make a

Participation Election in one of the following ways:

a) Online Election - by visiting the website of My

Food Bag’s Share Registrar at nz.investorcentre.

mpms.mufg.com. You will need to login to your

Portfolio to complete your online election.

If you do not have an existing Portfolio, you

can register a Portfolio for free. If you have an

existing Portfolio but have not added your My

Food Bag holding, you can do so by selecting

‘Add Holding’ in your Portfolio. Once you have

logged in, you should click “Payment and

Tax”, then “Reinvestment Plans”, and tick the

applicable box to participate in the Plan. If you

make an online election, you will be required

to confirm that you have read, understood and

complied with the terms and conditions of the

Plan; or

b) Participation Notice - by completing a

Participation Notice in a form provided by My

Food Bag from time to time in accordance with

the instructions on that notice and sending the

completed Participation Notice to My Food Bag’s

Share Registrar at:


Mail:

MUFG Pension and Market Services

PO Box 91976

Auckland 1142

New Zealand


Scan and email:

operations.nz@cm.mpms.mufg.com


or such other person or address as My Food Bag

may determine from time to time.

5.2 You can make your Participation Election at any time

while this Plan is in effect by following the steps in

clause 5.1. Participation Notices can be obtained

from My Food Bag’s Share Registrar at any time.

5.3 The Record Date for determining your entitlement

to Additional Shares under the Plan is the date

fixed by My Food Bag for determining entitlements

to dividends payable on shares in My Food Bag.

To be eligible to participate in the Plan in respect

of a dividend, a properly completed Online Election

or Participation Notice must be received by My Food

Bag’s Share Registrar by no later than 5.00pm on

the Business Day immediately following the relevant

Record Date for that dividend or such later date as may

be set by the Board and advised to the market.

5.4 If your Participation Election does not specify your

degree of participation in the Plan but is otherwise

correctly completed, you will be deemed to have

chosen full participation.

5.5 My Food Bag may accept or reject a Participation

Election that is not properly completed or signed, and

correct any error in, or omission from, a Participation

Election, before acceptance under the Plan.

6 Operation of the Plan

6.1 Each Participant in the Plan is deemed to have

directed My Food Bag to apply the net cash dividend,

if any, that is available for payment in respect of their

Participating Shares at the Record Date as payment

for the Additional Shares to be issued or transferred

under the Plan. The number of Additional Shares will

be determined in accordance with clause 7 of this Offer

Document.

6.2 My Food Bag will, on the day that a Participant

would otherwise have been paid a cash dividend on

Participating Shares of My Food Bag, either issue

new shares or arrange a transfer of existing shares

to the Participant, subject to the rights of termination,

suspension and modification set out in clause 12.

6.3 Additional Shares will, from the date of issue or

transfer, rank equally in all respects with each other

and with all other fully paid ordinary shares in My Food

Bag on issue as at that date. Additional Shares will be

registered in the name of the Participant on My Food

Bag’s share register. Any Additional Shares which

may be issued under the Plan have been accepted for

quotation by NZX and will be quoted on completion of

the allotment process. NZX accepts no responsibility

for any statement in this Offer Document.

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

7 Additional Share Entitlement

7.1 If you choose to participate in the Plan, the number of

Additional Shares you will be allotted will be calculated

in accordance with the following formula:






Where:


N is the number of Additional Shares you will receive

(with fractional entitlements rounded down to the

nearest whole number).


PS is the number of your Participating Shares in the

Plan registered in your name at the relevant Record

Date.


D is the net proceeds of cash dividends paid per

My Food Bag share by My Food Bag (expressed in

cents and fractions of cents, including any applicable

supplementary dividends in respect of Participating

Shares payable to non-resident shareholders but

excluding any tax credits and after deduction of any

withholding or other taxes, if any).


B is the monetary amount (if any) held to your order

under the Plan in accordance with clause 7.3 below

as a result of rounding down the number of Additional

Shares to be issued to you when the Plan last

operated.


Strike Price is the volume weighted average sale

price in New Zealand dollars (expressed in cents

and fractions of cents) for shares in My Food Bag

calculated on all trades of My Food Bag shares

which take place through the NZX Main Board over

the period of five trading days commencing on (and

including) the relevant Ex Date, less a percentage

discount (if any) determined by the Board in its

absolute discretion. If no sales of My Food Bag shares

occur during those five trading days, then the Strike

Price will be deemed to be the sale price for a My

Food Bag share on the first sale on the NZX Main

Board after such period. The price so determined

pursuant to this clause 7.1 may be varied at the

discretion of the Board as set out in clause 7.2.

7.2 Any Strike Price determined under clause 7.1 may

be reasonably adjusted by the Board to allow for

any bonus issue or dividend or other distribution

expectation. If, in the opinion of the Board, any

exceptional or unusual circumstances (including any

unusual or irregular trades) have artificially affected the

Strike Price so determined, the Board may make such

adjustment to that price as it considers reasonable. The

determination of the Strike Price by the Board will be

binding on all participants in the Plan.

7.3 If the number of Additional Shares to be allotted to you

in accordance with the formula in clause 7.1 includes

a fraction, then the number of Additional Shares you

will receive will be rounded down to the nearest whole

number, and any residual monetary amount arising as

a result of such rounding will be held to your order and

will be applied under the Plan on your behalf the next

time the Plan operates (with that amount comprising

“B” for the purposes of the formula in clause 7.1). If:

(1) the Plan is discontinued; (2) you terminate your

participation in the Plan; or (3) you cease to be a

shareholder of My Food Bag, then any amount which

is being held to your order under this clause 7.3 will be

forfeited and may be retained by My Food Bag.

8 Share Price Information Publicly Available

8.1 My Food Bag will ensure that at the time the Strike

Price is set under clause 7 it will have no information

that is not publicly available that would, or would

be likely to, have a material adverse effect on the

realisable price of the Shares if it was publicly available

(material information). My Food Bag may suspend the

Plan in respect of a dividend in any case where it is not

able to ensure that material information has been made

publicly available by disclosure to the NZX Main Board.

9 Compliance with Laws, Listing Rules and

Constitution

9 .1 The Plan will not operate to the extent that the issue

or transfer of Additional Shares under the Plan would

breach any applicable law, the NZX Main Board Listing

Rules or any provision of My Food Bag’s constitution.


9.2 If, for any reason, My Food Bag cannot allot your

Additional Shares, the relevant dividend on your

Participating Shares will be paid or distributed to you in

the same manner as to shareholders not participating

in the Plan and at the same time as the dividends are

paid to those shareholders. You will not be paid interest

on any such payment.

(PS x D) + B

Strike Price

N =

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

10 Source of Additional Shares

10.1 Additional Shares may, at the Board’s discretion, be:

a) new fully paid ordinary shares issued by

My Food Bag;

b) existing fully paid ordinary shares in

My Food Bag acquired by My Food Bag or a

nominee or agent of My Food Bag; or

c) any combination of (a) and (b) above.

11 Statements

11.1 If you choose to participate in the Plan, My Food

Bag will in accordance with the NZX Main Board

Listing Rules send a statement to your address

or email address (if you have elected to receive

communications electronically) as set out in My

Food Bag’s share register detailing:

a) the number of your Participating Shares as at the

Record Date;

b) the amount of your cash dividend reinvested

in Additional Shares and the amount paid in

respect of any of your Shares that are not

participating in the Plan (if applicable);

c) the Strike Price and number of Additional Shares

you were allotted under the Plan;

d) the amount of any tax deductions or

withholdings, imputations or other taxation

credits in respect of the cash dividend; and

e) such other matters required by law with respect

to dividends and/or reinvestment


12 Termination, Suspension and Modification


12.1 The Board may, in its sole discretion, at any time:

a) terminate, suspend or modify the Plan. If the

Plan is modified, a Participation Election will be

deemed to be a Participation Election under the

modified Plan unless you withdraw or modify

your Participation Election in accordance with

clause 14;

b) suspend the operation of the Plan so that it will not

apply to the whole or part of any dividend and that

the dividend or the balance of the dividend, as the

case may be, will be paid in cash;

c) determine that in the event of the subdivision,

consolidation or reclassification of the My Food

Bag shares into one or more new classes of shares,

that a Participation Election will be deemed to be

a Participation Election in respect of the shares as

subdivided, consolidated or reclassified unless you

withdraw or modify your Participation Election in

accordance with clause 14;

d) resolve that your Participation Election will cease

to be of any effect, for example, if the Participation

Notice has been incorrectly completed or is unclear

or if the number of Shares you hold is insufficient to

enable participation as requested;

e) determine that shareholders in specific jurisdictions

outside New Zealand and Australia may participate

in the Plan; or

f) determine that Additional Shares may be issued at

a discount to the market price of Shares and the

amount of any such discount.

12.2 No decision by the Board to terminate, suspend or

modify the Plan will give rise to any liability for My Food

Bag or the Board, or any right of action for you against

My Food Bag or the Board.

13 Notice

13.1 Notice of any modification, suspension or termination

under clause 12 will be given via the NZX market

announcement platform prior to the Record Date on

which any modification, suspension or termination will

take effect.

13.2 Notwithstanding clauses 12.1 and 12.2, My Food Bag

may at any time, without the need of any notice:

a) modify, suspend, or terminate the Plan to comply

with any applicable law, the NZX Main Board

Listing Rules, or any provision of My Food Bag’s

constitution; or

b) make minor amendments to the Plan where such

amendments are of an administrative or procedural

nature.

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

14 Variation or Termination

14.1 You may at any time:

a) increase or decrease your Participating Shares

by submitting a new Participation Election in

accordance with clause 5.1; or

b) terminate your participation in the Plan by written

notice to My Food Bag’s Share Registrar at the

address set out in clause 5.1.

14.2 Such variation or termination will take effect

immediately upon receipt by My Food Bag’s Share

Registrar of the written notice, provided that any

such notice received after 5.00pm on the Business

Day immediately following the Record Date will be

effective for the next following Record Date.

15 Dispositions of My Food Bag shares

15.1 If you dispose of all of your My Food Bag shares,

you will be deemed to have terminated your

participation in the Plan from the date My Food

Bag’s Share Registrar registers a transfer of those

My Food Bag shares.

15.2 If a Participant with full participation disposes of

part of its holding of shares in My Food Bag without

giving the Share Registrar written notice terminating

the Participant’s participation in the Plan, the

Participant will be deemed to have terminated its

participation in the Plan with respect to the My Food

Bag shares disposed of by it from the date My Food

Bag’s Share Register registers a transfer of those

shares.

15.3 If your participation in the Plan is a partial

participation and you dispose of some of your

Participating Shares, then, unless you otherwise

notify My Food Bag:

a) if you have nominated a percentage of your

shares in My Food Bag that participate in the

Plan, then that percentage will remain the same

but will only apply to the My Food Bag shares

registered in your name; or

b) if you nominated a number of My Food Bag

shares that participate in the Plan, then: (i) the

My Food Bag shares disposed of will be Non-

Participating Shares; and (ii) if the number of My

Food Bag shares disposed of is greater than the

number of the your Non-Participating Shares then

the balance will be attributed to your My Food Bag

shares participating in the Plan.

16 Death of Participant

16.1 If a Participant dies, participation by that Participant

will cease upon receipt by My Food Bag of a notice

of death of the Participant. The death of one of two or

more joint Participants will not automatically terminate

participation in the Plan.

17 Taxation

17.1 As at the date of this Offer Document for New Zealand

income tax purposes, shareholders who reinvest

the net cash proceeds of their cash dividends in the

acquisition of Additional Shares should be treated

in the same way with respect to their dividends as if

they had not reinvested. This means that, prima facie,

shareholders will continue to derive dividend income

of the same amount they would have derived had they

not participated in the Plan.

17.2 The taxation summary above is based on New Zealand

taxation laws as at the date of this Offer Document and

is, of necessity, general and is subject to a change in

applicable taxation laws. It does not take into account

your individual circumstances and the specific tax

consequences of your participation or non-participation

in the Plan, which may vary considerably, particularly

for any Participants who are not a New Zealand tax

resident. You should not rely on this general summary

and whether you are resident in New Zealand or

any jurisdiction outside New Zealand. My Food Bag

recommends that you seek your own professional

tax advice with respect to the tax implications of

participation in the Plan. My Food Bag does not accept

any responsibility for the financial or taxation effects of

your participation or non-participation in the Plan.

17.3 None of My Food Bag, its directors or officers,

employees or agents:

a) take any responsibility or assume any liability for,

or as a consequence of, the tax liabilities of any

person in connection with the Plan; or

b) represent or warrant that any person will gain any

taxation advantage, or will not incur a taxation

liability or disadvantage, as a result of participation

in the Plan.

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
Dividend Reinvestment Plan

TERMS AND CONDITIONS

18 Information for Australian Shareholders

18.1 The offer of shares under the Plan to a Participant

resident in Australia does not require the

preparation of a disclosure document in accordance

with an exemption under section 708 of the

Corporations Act 2001 (Cth). Accordingly, this Offer

Document is not a disclosure document under the

Corporations Act 2001 (Cth) and it will not be lodged

with ASIC. Any on-sale of any shares acquired

under the Plan by a Participant resident in Australia

within 12 months of their issue is also exempt under

applicable Australian law.

18.2 Australian resident shareholders should note that

this Offer Document does not take into account your

personal objectives, financial situation or needs.

My Food Bag is not licensed to provide financial

product advice in relation to the shares offered

under the Plan and you should consider obtaining

your own financial product advice in relation to the

offer from a person licensed by ASIC to provide

such advice. There is no cooling-off regime that

applies in respect of your acquisition of shares

offered under the Plan.

19 Costs

19.1 You will not be charged for participation or

withdrawal from the Plan. You will not incur any

brokerage fees, commissions or other transaction

costs on the allotment of your Additional Shares.

20 Listing Rules

20.1 The Plan is subject to the NZX Main Board Listing

Rules and to any rules for clearing and/or settlement

which apply to the NZX Main Board from time to

time (together the Rules) and in the event of any

inconsistency between the Plan and the Rules, the

Rules will apply.

21 Governing Law

21.1 The Plan and its operation will be governed by the

laws of New Zealand.

22 Other Information

22.1 You can download an electronic copy of My Food

Bag’s most recent annual report and My Food

Bag’s most recent audited financial statements

and auditor’s report from My Food Bag’s investor

website at

https://investors.myfoodbag.co.nz/Investor-Centre/.

22.2 Alternatively, you can request a copy of these

documents free of charge by writing to My Food Bag

at the address specified in the Directory to this Offer

Document.

23 Definitions


Additional Shares means the fully paid shares in My Food

Bag to be issued or transferred to you pursuant to the

Plan.


Board means My Food Bag’s board of directors.


Business Day means a time between 8.30am and 5.00pm

on a day on which NZX is open for trading.


Ex-Date means, in relation to a dividend, the first Business

Day before the relevant Record Date for that dividend,

unless NZX determines otherwise.


My Food Bag means My Food Bag Group Limited.


My Food Bag shares means fully paid ordinary shares in

My Food Bag Group Limited.


NZX means NZX Limited.


NZX Main Board means the main board equity security

market operated by NZX Limited.


Offer Document means this document which sets out the

terms and conditions of the Plan pursuant to the Financial

Markets Conduct Act 2013 and the Financial Markets

Conduct Regulations 2014.


Participating Shares means the My Food Bag shares held

by you on a Record Date in respect of which you have

made a valid Participation Election.


Participation Election means your chosen participation in

the Plan, made in one of the ways specified in clause 5.1 of

this Offer Document.


Participation Notice means the form of participation

notice provided by My Food Bag from time to time.


Plan means My Food Bag’s Dividend Reinvestment Plan

established by the Board on the terms and conditions set

out in this Offer Document, as amended from time to time.


Record Date means the date and time fixed by My Food

Bag for determining entitlements to dividends payable on

shares.


Share Registrar means MUFG Corporate Markets, a

division of MUFG Pension and Market Services.


Strike Price means the price at which Additional Shares

will be issued or transferred to you, calculated in

accordance with clause 7 of this Offer Document.

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
DIRECTORY

Issuer

My Food Bag Group Limited

Level 3, 56 Parnell Road

Parnell

Auckland 1052

New Zealand

Phone: +64 9 8869840

Email: ir@myfoodbag.co.nz

Website: www.myfoodbag.co.nz


Share Registrar

MUFG Corporate Markets

A division of MUFG Pension and Market Services

Level 30, PwC Tower

15 Customs Street West

Auckland 1010

New Zealand

Phone: +64 9 375 5998

Email: myfoodbag@cm.mpms.mufg.com


Legal Advisor

Russell McVeagh

Level 30, Vero Centre

48 Shortland Street

Auckland 1010

New Zealand

Website: www.russellmcveagh.com

MY FOOD BAG GROUP LIMITED DIVIDEND REINVESTMENT PLAN
INSTRUCTIONS

Instructions

You may make your Participation Election, or vary

an existing Participation Election, online by visiting

nz.investorcentre.mpms.mufg.com, instead of

completing this Participation Notice (refer to clause

5.1 of the Offer Document for further details).

Before completing this Participation Notice, carefully

read the Terms and Conditions contained in the

Offer Document. If you do not understand the Terms

and Conditions, this Participation Notice or if you

have any questions about what to do in relation

to the Plan, please consult your broker, financial,

investment or other professional advisor.

Your Details

You should enter the name of the shareholder who

wishes to participate in the Plan as recorded in

My Food Bag’s share register. For example, if you

are a joint shareholder, you should enter the name

of all joint shareholders or, if you are applying on

behalf of a company, you should enter the name of

that company. You must also enter the registered

address and CSN for the relevant shareholder. In

some cases, the form you receive may already

be personalised, in which case you will only need

to complete those details which have not been

personalised (such as your Participation Election).

Participation

• Choose full participation or partial participation in

the Plan by ticking the corresponding box.

• If you choose partial participation in the Plan,

you must also state the number or percentage

of your shares in My Food Bag that you wish to

participate in the Plan.

• Make one application only, whether personally

or through a custodian or other nominee

shareholder.

Certification

You confirm that you wish to apply for the amount

of your My Food Bag Shares indicated in the

Participation Notice to participate in the Plan, and

agree that:

• By applying for participation in the Plan, you

acknowledge that you have received the Offer

Document, and confirm that you have read this

Participation Notice and the Offer Document. You

irrevocably and unconditionally agree to the Terms

and Conditions contained in the Office Document.

• If you are not applying through a New Zealand or

Australian resident nominee, you certify that:

ºyou currently hold Shares; and

ºeither: (1) you are resident in New Zealand and

your registered address is in New Zealand; or

(2) your registered address is in Australia.

• If you are applying through a New Zealand or

Australian resident nominee, you represent and

warrant to My Food Bag that you can lawfully

participate in the Plan through your nominee and you

currently hold shares in My Food Bag through your

nominee.

Execution

You should sign this Participation Notice where indicated.

Contact Details

Fill in your daytime telephone number and contact name,

as we may need to contact you, for example, if you have

not filled in this Participation Notice correctly.

Once complete, you should return your Participation

Notice to My Food Bag’s Share Registrar in one of the

following manners:

Mail:

MUFG Pension and Market Services,

PO Box 91976,

Auckland 1142,

New Zealand

Scan and email:

operations.nz@cm.mpms.mufg.com

PARTICIPATION NOTICE
The Dividend Reinvestment Plan Offer Document which this Participation Notice accompanies is important. Terms used in this Participation Notice have the

meaning given to them in the Offer Document. If you have any questions in relation to the Plan, please consult your broker, financial, tax, investment or other

professional advisor. Please see instructions on page 12 of the Offer Document on how to complete this Participation Notice and where to send it. My Food

Bag offers its shareholders the ability to participate in the Plan on the terms set out in the Offer Document dated 22 May 2025. If you wish to participate in the

Plan or to vary your participation in the Plan, you should make a Participation Election by completing this form and sending it to My Food Bag’s Share Registrar.

Alternatively, you may make your Participation Election, or vary an existing Participation Election, online by logging into your portfolio at nz.investorcentre.mpms.

mufg.com (refer to clause 5.1 of the Offer Document for further details). By completing this Participation Notice and sending it to My Food Bag’s Share Registrar

you acknowledge and agree that such participation will apply to all future dividends paid by My Food Bag to which the Plan relates until your Participation

Election is either varied or withdrawn in accordance with the terms of the Plan.

MY FOOD BAG GROUP LIMITED – DIVIDEND REINVESTMENT PLAN

YOU SHOULD NOT COMPLETE THIS FORM IF YOU WISH TO RECEIVE ALL OF YOUR

DIVIDENDS IN CASH

Shareholder Name:

Shareholder Address:

CSN/ Shareholder Number:

(Please provide the exact registered name(s) that your My Food Bag shares are held in)

(You must supply your CSN/Holder Number)

Holder/Director/Authorised Person

(Please provide your contact details below):

Holder/Director/Authorised PersonHolder/Director/Authorised Person

I wish to participate in the Plan and request:

☐ Option 1: Full Participation (including any future My Food Bag shares acquired)

OR

☐ Option 2: Partial Participation (if you select Option2 please populate one of the following options):


State number of My Food Bag shares to participate in Plan:

OR

State percentage of My Food Bag shares to participate in Plan:

%

Certification:

By accepting this offer and participating in the Plan, you are agreeing to the Terms and Conditions set out in

the Offer Document and you are providing the certification set out in the instructions for completing this form,

under the heading “Certification”. Read that section carefully.

* If a joint holding all holders must sign.

* If a company is signing, it must be signed on behalf of the company by a person duly authorised for that purpose.

* lf this Participation Notice is signed under a power of attorney, a certificate of non-revocation of power of attorney in the usual form must also be submitted

with this Participation Notice.

Participation in the Plan will commence on receipt by the My Food Bag Share Registrar of your Participation Notice, provided that any such notice received

after 5.00pm (New Zealand time) on the Business Day immediately following a Record Date will be effective for the next following Record Date. Your

participation in the Plan will continue to apply until you vary or terminate it by written notice in accordance with the Terms and Conditions of the Plan.

Execution:

Contact Details:

Date:

Mobile or daytime telephone numberContact Name

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.

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