BFG - Notice of Annual Shareholders Meeting 25 Sept 2025

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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
Notice is given that the hybrid Annual Shareholders Meeting of Burger Fuel Group Limited
(Company) will be held at the Rakiura Room, Parkside Hotel & Apartments, 100 Greys Avenue,
Auckland 1010 and via Zoom webinars commencing at 9:30am (New Zealand time) on
Thursday 25 September 2025.
In the event that the Board determines a physical meeting is inappropriate for any reason
including health and safety reasons, the Company may decide to hold a virtual only meeting.
If this occurs, the Company will provide shareholders with notice through an announcement to
the NZX and on the Company's website.
VIRTUAL SHAREHOLDER MEETING
To participate in the meeting online please use the following link to join BFG’s virtual meeting
Zoom platform, please register in advance for this webinar:
https://us06web.zoom.us/webinar/register/WN_YR18oAURR5eKGFrjMCl0nw
You will need to register with a free Zoom account to ensure the meeting runs smoothly and so
you have all the functionality at the meeting. After registering, you will receive a confirmation
email containing information about joining the webinar.
Please note, you will need to provide your CSN number when registering, this is found on your
proxy form or email, if you received this notice via email and is needed for verification purposes.
Voting online prior to the meeting
Shareholders are encouraged to vote before the meeting in one of the following ways:
1. Online at www.investorvote.co.nz or by scanning the QR code on the Proxy/Voting form;
or
2. Complete the Proxy/Voting Form and send it to Computershare Investor Services Limited,
in accordance with the instructions set out on the form.
BFG offers the facility for shareholders to submit questions to the Board via the Q&A function on
the online Zoom platform during the meeting or you may submit any questions in writing prior to
the meeting to:
Burger Fuel Group Limited
PO Box 147320,
Ponsonby, Auckland.
mark.piet@burgerfuel.com
The Chair and CEO will answer your questions during the Meeting.

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AGENDA

The business of the meeting will be as follows:

1. Chairman and CEO Presentations

2. Shareholder Discussion and General Business

To consider the resolutions and such other business of the Company as may be
properly brought before the meeting in accordance with the Company’s constitution.

3. Resolutions

To consider, and if thought fit, pass the following Resolutions:

Resolution 1: Re-election of Director – Tyrone Foley

To consider the re-election of Tyrone Foley as a Director of the Company, who retires
by rotation in accordance with section 9.4 of the Company’s constitution and,
being eligible, offers himself for re-election.

See Explanatory Notes.


Resolution 2: Auditor’s Remuneration

To record the automatic re-appointment of Baker Tilly Staples Rodway as the
Company’s auditor, pursuant to Section 207T of the Companies Act 1993 and to
authorise the Company’s Board of Directors to fix the auditor’s remuneration for the
ensuing year.


By order of the Board of Directors of the Company


Mark Piet,
Company Secretary / Chief Financial Officer,
Burger Fuel Group Limited
Auckland, New Zealand
27 August 2025

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EXPLANATORY NOTES

Each of the resolutions to be considered, and if thought fit, to pass, at the Annual Meeting are
ordinary resolutions. An ordinary resolution means a resolution that is approved by a simple
majority of the votes of those shareholders entitled to vote and voting on the resolution.

Resolution 1: Re-election of Director – Tyrone Foley

The Listing Rules provide that a Director must not hold office (without re-election) past the third
Annual Meeting after his or her appointment or re-election, or for three years, whichever is
longer. Accordingly, Tyrone Foley retires by rotation, and being eligible, has offered himself for
re-election.

Tyrone first started his career at McDonald’s where he worked for 17 years.

In 2005 Tyrone spent a year with BurgerFuel as General Manager and then moved to BP Oil New
Zealand for 7 years. At BP he was instrumental in managing many transformations to their retail
business; namely BP Connect & Wild Bean Café in leadership roles such as the Business Support
Manager and earlier as the Operations Excellence Manager.

Tyrone then re-joined BurgerFuel in September 2012 as the Chief Operating Officer and
resigned in September 2021 after 9 years. Tyrone joined the BurgerFuel Group as a Director
in October 2021.

Tyrone is currently the CEO of Reduced to Clear, a grocery clearance operation which
reduces food wastage, by taking surplus or clearance stock from suppliers, importers and
manufacturers and selling it at heavily discounted prices to the public.

The Board has determined that for the purposes of the NZX Listing Rules, Tyrone will be an
Independent Director of the Company and unanimously supports his election.

Tyrone is also a member of the Company's Audit Committee.

Resolution 2: Auditor’s Remuneration

Baker Tilly Staples Rodway is automatically re-appointed as the Company’s auditor under
Section 207T of the Companies Act 1993. This resolution authorises the Board of Directors to
fix the fees and expenses of the auditor for the ensuing year.

ENTITLEMENT TO VOTE

All shareholders are entitled to attend the Company’s Annual Meeting. The persons who
will be entitled to vote at the annual meeting are those persons who are registered on the
Company’s share register as holding fully paid ordinary shares in the Company at 5pm on
Tuesday 23 September 2025.

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The company is holding a hybrid annual meeting to allow shareholders who are unable to
attend in person to have the opportunity to attend online via zoom. By using this platform,
you will be able to watch the annual meeting, vote and ask questions online. For help with
this platform please contact Burger Fuel Group Limited at mark.piet@burgerfuel.com.

PROXIES AND REPRESENTATIVES
Any shareholder of the Company entitled to attend and vote at the meeting may appoint
another person as their proxy to attend and vote instead of them. A proxy need not be a
shareholder and may be appointed online or by completing the form accompanying this
Notice of Meeting.

The proxy must be lodged online at www.investorvote.co.nz or, if you complete the form,
received by the Company’s share registry, Computershare Investor Services Limited at
Private Bag 92119, Auckland 1142 or at Level 2, 159 Hurstmere Road, Takapuna, Auckland
so as to be received no later than 9.30am on Tuesday 23 September 2025.

If you wish, you may appoint “the Chairman of the Meeting” as your proxy. If you wish to
appoint a proxy to attend online on your behalf, please ensure that you provide their
contact details (phone and email) either in the enclosed proxy form or the online proxy
form.

Any corporation that is a shareholder of the Company may appoint a person as its
representative to attend the meeting and vote on its behalf, in the same manner as that
in which it could appoint a proxy.

You may either direct your proxy how to vote for you, or you may give your proxy discretion
to vote how they see fit. If you wish to give your proxy discretion you should mark the
appropriate boxes on the proxy form.

Any undirected votes in respect of a resolution, where the Chair or any other Director is
appointed proxy, will be voted in favour of the relevant resolution, other than
when they are prohibited from voting on that resolution.

If you do not name a person as your proxy or your named proxy does not attend the
meeting, the Chair will act as your proxy and will vote in accordance with your express
direction, and any undirected proxies will be voted in accordance with the Chair's
discretion.

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Your secure access information
Control Number: CSN/Shareholder 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.
Turn over to complete the form to vote
Proxy/Voting Form
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the shareholder must sign.
Joint Holding
Where the holding is in more than one name, all of the shareholders
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 sign alone. Please sign in the appropriate place and
indicate the office held.
Comments & Questions
If you have any comments or questions for the company, please write
them on a separate sheet of paper and return with this form or submit
these online at www.investorvote.co.nz.
Lodge your proxy
Burger Fuel Group Limited
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New
Zealand or Level 2, 159 Hurstmere Road,
Takapuna, Auckland
For all enquiries contact
+64 9 488 8777 or 0800 650 034
corporateactions@computershare.co.nz
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 9.30 am, Tuesday, 23 September 2025.
How to Vote on Items of Business
All your securities will be voted in accordance with your directions. Your
vote is important and you are strongly encouraged to exercise your right
to vote.
Appointment of Proxy
If you do not plan to attend the meeting, you may appoint a proxy. The proxy
need not be a shareholder of the Company. 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 of the
Meeting’ or the name of your proxy in the space allocated in ‘Step 1’of this
form. If you do not name a person as your proxy or your named proxy does
not attend the meeting, the Chair will act as your proxy and will vote in
accordance with your express direction, and any undirected proxies will
be voted in accordance with the Chair’s discretion. Alternatively you can
appoint a proxy online at www.investorvote.co.nz. If you appoint the Chair
or any director as your proxy, and such person is not directed how to vote,
the Chair or director will vote in favour of all resolutions.
Voting of your holding
Direct your proxy how to vote by marking one of the boxes opposite each
item of business. If you return this form without directing the proxy how
to vote on a particular matter, the proxy will vote in favour of the relevant
resolution, other than when he or she is prohibited from voting on that
resolution. If you mark more than one box on an item your vote will be
invalid on that item.
Attending the Meeting
All shareholders will have the option to attend, vote and participate in the
Annual Shareholder Meeting in person at Rakiura Room, Parkside Hotel &
Apartments, 100 Greys Avenue, Auckland, 1010 or online via an internet
connection using a laptop, tablet or smartphone. For further details
see the Notice of Meeting that accompanies this form. Use this form to
assist your online registration. Any corporation that is a shareholder of the
Company may appoint a person as its representative to attend the meeting
and vote on its behalf, in the same manner as that in which it could appoint
a proxy.

ATTENDANCE SLIP
Annual Meeting of Burger Fuel Group Limited to be held at
Rakiura Room, Parkside Hotel & Apartments, 100 Greys Avenue,
Auckland, 1010 and via the Zoom platform noted in the
Notice of Meeting commencing at 9.30am (New Zealand time)
on Thursday, 25 September 2025 and at any
adjournment of that meeting.
Proxy/Corporate Representative Form
Appoint a Proxy to Vote on Your Behalf
Elect Electronic Communications
STEP 1
hereby appointof
or failing him/herof
I/We being a shareholder/s of
Burger Fuel Group Limited
Want to receive your communications quickly? Elect electronic communications by providing your email address below
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Please note: You may either direct your proxy how to vote for you, or you may give your proxy discretion to vote how he/she sees fit. If you wish to
give your proxy discretion you should mark the appropriate boxes on the proxy form. If you do not mark any box for a particular resolution, then
your proxy will vote or abstain from voting as he or she thinks fit.
Signature of Shareholder(s) This section must be completed.
SIGN
or Sole Director/Directoror Director (if more than one)
Shareholder 1Shareholder 2Shareholder 3
Contact Name Contact Daytime Telephone Date
Ordinary Resolutions
Resolution 1 Re-election of Director – Tyrone Foley
To consider the re-election of Tyrone Foley as a Director of the Company, who retires by
rotation in accordance with section 9.4 of the Company’s constitution and, being eligible,
offers himself for re-election.
Resolution 2Auditor’s Remuneration
To record the automatic re-appointment of Baker Tilly Staples Rodway as the Company’s
auditor, pursuant to Section 207T of the Companies Act 1993 and to authorise the
Company’s Board of Directors to fix the auditor’s remuneration for the ensuing year.
ForAgainstAbstain
Proxy
Discretion
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 Burger Fuel
Group Limited to be held at Rakiura Room, Parkside Hotel & Apartments, 100 Greys Avenue, Auckland
, 1010 and via the Zoom platform noted in the
Notice of Meeting commencing at 9.30am (New Zealand time) on Thursday, 25 September 2025 and at any adjournment of that meeting.
Email
Address (By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)