Annual Shareholders Meeting – Notice of Meeting

Notice is hereby given that the 2025 Annual Shareholders’ Meeting of PGG Wrightson
Limited (‘Company’) will be held as a hybrid meeting (in-person and online).
On behalf of the Board
Julian Daly
General Manager Corporate Affairs / Company Secretary
16 September 2025
Notice of Annual
Shareholders’ Meeting
Item A: Chair’s Address
Item B: Chief Executive’s Review
Item C: Shareholder Questions
Consideration of any shareholder questions raised during
or prior to the meeting on the financial statements, annual
report, sustainability report and on the performance and
management of the Company.
Item D: Ordinary Resolutions
To consider, and if thought fit, pass the following ordinary
resolutions. Please read the explanatory notes and other
procedural information in relation to these resolutions:
1. Re-election of Sarah Brown
That Sarah Brown be re-elected as a director of the
Company.
2. Re-election of Garry Moore
That Garry Moore be re-elected as a director of the
Company.
3. Election of Wilson Liu
That Wilson Liu be elected as a director of the Company.
4. Auditor’s Remuneration
To authorise the directors of the Company to fix the
auditor’s remuneration for the year.
Item E: General Business
To consider such other business as may lawfully be raised at
the meeting.
Order of Business
Where:
Sudima Christchurch Airport Hotel
550 Memorial Avenue
Christchurch
When:
Tuesday, 14 October 2025
Commencing at 9:30am
Online via Computershare’s Meeting Platform: https://meetnow.global/nz

Explanatory Notes
1. Re-election of Sarah Brown
BA, LLB, CFInstD
Nominee for Director
The Company’s directors recommend shareholders vote
in favour of Sarah Brown’s re-election.
2. Re-election of Garry Moore
B.Com, MBA, CA
Nominee for Director
The Company’s directors recommend shareholders vote
in favour of Garry Moore’s re-election.
3. Election of Wilson Liu
B.Com, CA, CPA
Nominee for Director
The Company’s directors recommend shareholders vote
in favour of Wilson Liu’s election.
4. Auditor’s Appointment and Remuneration
Noting the automatic reappointment of Ernst & Young as the
Company’s auditor under section 207T of the Companies Act
1993, the proposed ordinary resolution is to authorise the
directors to fix the auditor’s remuneration for the year for the
purposes of section 207S of the Companies Act 1993.
The Company’s directors recommend shareholders vote
in favour of this resolution.
Ordinary Resolutions
Sarah Brown, Independent
Director
Sarah Brown was appointed Deputy Chair of
the PGG Wrightson Limited Board on 4 July
2023, is Chair of the Audit Committee, and
has been an Independent Director since 30
April 2019. Sarah is from a rural background,
having grown up on a Southland sheep farm.
Sarah is a former commercial lawyer who
is now a professional director and has had
extensive governance experience as a
director, chair, and committee chair. She has a
Bachelor of Laws and a Bachelor of Arts.
Sarah is a Chartered Fellow of the Institute
of Directors. She was previously on the
Southern Institute of Technology Council for
11 years, six of them as Chair. She has also
served on the Boards of Electricity Invercargill,
PowerNet, SBS Bank Limited, and Southsure
Assurance Limited. Sarah is currently on the
Board of Blue Sky Meats Limited. She brings a
wealth of cross sector experience at multiple
organisational levels.
Garry Moore, Independent
Director
Garry Moore was appointed Chair of PGG
Wrightson Limited Board on 16 February
2024 and has been an Independent Director
since 1 July 2022. He is a member of the Audit
Committee.
Garry was raised on farms in rural Mid-
Canterbury before attending Canterbury
University, graduating with a B.Com in
Accounting and Economics, and an MBA. He
brings a wealth of finance knowledge with
40 years of extensive investment advisory
experience together with trustee and
corporate governance experience in rural
services, viticulture, pastoral farming, and
education.
Garry is a Charter Member of the Institute
of Directors. He is a former member of the
national Forsyth Barr Investment Committee.
Garry is Chair of DairyCool Limited and
South Canterbury based farm owner Burnett
Valley Trust. He is a past Chair of St Andrew’s
College, Greystone Wines, and the Canterbury
Branch of the Institute of Chartered
Accountants.
Wilson Liu, Independent
Director
Wilson Liu was appointed to the PGG
Wrightson Limited Board on 1 July 2025 as
an Independent Director.
Mr Liu has over 30 years of professional
experience in providing audit and business
advisory services. Mr Liu started his career
with PwC in Hong Kong and Melbourne. He
retired from PwC in July 2020 with 23 years’
experience as audit partner. He has extensive
governance experience as a member of the
Governance Board of PwC Greater China and
Singapore; he was President of CPA Australia
North China and is currently a Council
Member.
Mr Liu is an independent non-executive
Director of Foran Energy Group Co., Limited
(SZSE), Valuetronics Holdings Limited (SGX),
Cloudbreak Pharma Inc. (SEHK), and Guotai
Junan International Holdings Limited (SEHK).
Mr Liu received a Bachelor of Commerce
degree from the University of Western Australia
and is a member of the Chartered Accountants
Australia and New Zealand. He is also a fellow
member of CPA Australia and the Hong Kong
Institute of Certified Public Accountants. As a
resident of Hong Kong, he currently splits his
time between Hong Kong and Melbourne.

Procedural Notes
Procedural Notes, Attendance and Voting
Voting entitlements
The only persons entitled to vote at the meeting are those
shareholders whose names are recorded in the share
register of the Company at 5:00pm on Friday, 10 October
2025.
Casting your vote
Voting on the resolutions will be conducted by way of poll.
You may cast your vote using one of the following options:
1. Before the Annual Shareholders’ Meeting:
If you wish, you can vote prior to the Annual Shareholders’
Meeting. It must be received by Computershare Investor
Services Limited by 9:30am on Sunday, 12 October 2025 by:
• Completing and sending the Proxy/Voting Form by
post or email; or
• Completing the Proxy/Voting Form online at www.
investorvote.co.nz; or
• Scanning the QR code on the Voting/Proxy Form with
your smartphone.
2. At the Annual Shareholders’ Meeting:
If you wish, you can vote either:
• In-person: If you wish, you can attend the Annual
Shareholders’ Meeting and vote. You must bring the
Proxy/Voting Form with you to vote; or
• Online at https://meetnow.global/nz
For more information about voting at the Annual
Shareholders’ Meeting, please refer to the Virtual Meeting
Guide which accompanies this Notice of Meeting.
3. Appoint a proxy to vote:
You may appoint a proxy or corporate representative (if
the shareholder is a body corporate) to attend the Annual
Shareholders’ Meeting, to act generally at the meeting and
to vote on your behalf. Your proxy does not need to be a
PGG Wrightson Limited shareholder. To do this, you should
complete the Proxy/Voting Form. It must be received by
Computershare Investor Services Limited by 9:30am on
Sunday, 12 October 2025.
You may return your Proxy/Voting Form by:
• Completing the Proxy/Voting Form and returning it by
post or email; or
• Completing the Proxy/Voting Form online at
www.investorvote.co.nz; or
• Scanning the QR code on the Voting/Proxy Form with
your smartphone.



Proxy/Voting Form
The Proxy/Voting Form allows you to vote either for or
against, or abstain from, the resolutions notified in the
Notice of Meeting.
If you appoint a PGG Wrightson Limited director as your
proxy to vote on your behalf, then any undirected proxies
granted to the director will be voted in favour of the
relevant resolutions.
If, in appointing a proxy, you have inadvertently not named
someone to be your proxy, or your named proxy does not
attend the Annual Shareholders’ Meeting, the Chair of the
meeting will be your proxy and will vote in accordance with
your express direction.
To assist shareholders wishing to exercise their voting rights
at the Annual Shareholders’ Meeting (whether in person,
online, or by proxy), the Proxy/Voting Form accompanying
this Notice of Meeting has been personalised with
individual shareholder details. The Proxy/Voting Form
shows your current shareholding. If, at 5:00pm on Friday,
10 October 2025, your shareholding is different from that
shown on the Proxy/Voting Form, it will be updated by PGG
Wrightson Limited’s share registry, Computershare Investor
Services Limited.
Method of voting
Voting on all resolutions put before the Annual
Shareholders’ Meeting will be by poll. Results of the voting
will be available after the conclusion of the meeting and
will be notified on the NZX.
Voting thresholds
The resolutions required for item D (Resolutions 1, 2, 3 and
4) are ordinary resolutions, requiring a simple majority of
the votes of those shareholders entitled to vote on the
resolutions.
Questions for the Annual Shareholders’ Meeting
Shareholders attending the meeting in person and virtually
will be given the opportunity to ask questions during
General Business.
If you wish to be heard at the Annual Shareholders’ Meeting
you can submit your questions in advance, participate in
person or virtually, or appoint a proxy to do so.
If you wish to submit written questions in advance of
the meeting, please email or mail them to the following
addresses by Friday, 10 October 2025:
Julian Daly
General Manager Corporate Affairs / Company Secretary
PGG Wrightson Limited
PO Box 292, Christchurch 8140
Email: companysecretary@pggwrightson.co.nz

Following the conclusion of the meeting, the directors invite shareholders to join them
for light refreshments.
The address for the share registrar is:
Computershare Investor Services Limited
Private Bag 92119
Victoria Street West
Auckland 1142
New Zealand
Contact details:
Phone: +64 9 488 8777
Email: enquiry@computershare.co.nz
www.investorcentre.com/nz
Share Registrar
PGG Wrightson Limited’s share registrar in New Zealand is Computershare Investor Services Limited.
You can manage your shareholding online via the Computershare Investor Services Limited investor centre. To change your
address, update your payment instructions and to view your investment portfolio, please visit www.investorcentre.com/nz
Following the conclusion of the Annual Shareholders’ Meeting, a video recording of the meeting will be available at
www.pggwrightson.co.nz/investor-centre/annual-shareholders-meeting

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PGG Wrightson Limited
Proxy/Voting Form – 2025 Annual Shareholders’ Meeting on 14 October 2025
PGG Wrightson Limited will hold its Annual Shareholders’ Meeting as a hybrid meeting.
All shareholders will have the opportunity to attend and participate in the 2025 Annual Shareholders’ Meeting either in person or online.
www.investorvote.co.nz
Vote online, 24 hours a day, 7 days a week:
Smartphone?
Scan the QR code to vote now.
Your secure access information
Control Number: CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Shareholder Number and Postcode/Country of Residence to vote or appoint
a proxy online.
For your proxy vote to be effective it must be received by 9:30am on Sunday, 12 October 2025.
How to vote on Items of Business
All your shares will be voted in accordance with your directions.
By personally attending the Annual Shareholders’ Meeting
If you plan to attend the Annual Shareholders’ Meeting in person, please bring this Proxy/Voting Form with you.
By virtually attending the Annual Shareholders’ Meeting
If you propose to attend the Annual Shareholders’ Meeting virtually, please read the enclosed Virtual Meeting
Guide prior to the meeting. You can participate in the meeting virtually through the web platform
https://meetnow.global/nz and entering the meeting. You will be able to view presentations, ask questions and
cast your vote online. For any assistance with the process, please contact Computershare on +64 9 488 8777
between 8.30am-5.00pm Monday to Friday.
By making a postal vote (online or by mail or email)
If you wish to cast a postal vote, please complete the postal voting form, sign in the space provided at the end of
that section and return it either by mail or email (scanned attachment) to the relevant Computershare address
above. Alternatively, you can cast a postal vote by visiting the Computershare website above or scanning the QR
code. It is not necessary to also appoint a proxy.
Appointment of Proxy
If you do not plan to attend the hybrid meeting, you may appoint a proxy. To do this, enter the name of your proxy
in the space allocated in ‘Step 1’ of this form. You must name a proxy for your appointment to be valid.
Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a
box your proxy may vote as they choose, except for a director (or associated person of a director) who will abstain
from voting any undirected proxy on the resolutions. If you mark more than one box on an item of business your
vote will be invalid on that item.
Appointing the Chair or any other director as your proxy
The Chair of the meeting, or any other PGG Wrightson Limited director, is willing to act as proxy for any shareholder
who wishes to appoint her or him to vote on their behalf. To appoint the Chair of the meeting or a director as your
proxy enter ‘the Chair’ or the name of the director you wish to appoint in the space allocated in ‘Step 1’ of this form.
If, in appointing a proxy, you have inadvertently not named someone to be your proxy, or your named proxy does
not attend the hybrid meeting, the Chair of the meeting will be your proxy and will vote in accordance with your
express direction.
Go online to vote or appoint a proxy, or turn over to complete the form
Signing instructions for Postal Proxies
Individual
Where the holding is in one name, the
shareholder must sign this form.
Joint Holding
At least one joint shareholder should sign
this form (on behalf of all joint shareholders).
If different joint shareholders purport to
appoint different proxies, the vote of the proxy
appointed by the first named joint shareholder
will prevail.
Power of Attorney
If this Proxy/Voting Form has been signed under
a power of attorney, a certified copy of the
power of attorney and a signed certificate of
non-revocation of the power of attorney must
accompany this Proxy/Voting Form.
Companies
This Proxy/Voting Form must be signed by a
duly authorised officer or attorney. Persons who
sign on behalf of a company must be acting
with the company’s express or implied authority.
Comments & Questions
If you have any comments or questions for
PGG Wrightson Limited, please write them
on a separate sheet of paper and return them
with this form, or email
companysecretary@pggwrightson.co.nz.
Lodge your vote
Online
www.investorvote.co.nz

By Email
corporateactions@computershare.co.nz
Please use “PGW Proxy” in the subject line

By Mail
PGW Proxy
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142,
New Zealand
For all enquiries contact


+64 9 488 8777

corporateactions@computershare.co.nz

STEP 1: Appoint a Proxy to
Vote on Your Behalf
Proxy/Representative Form
I/We being a Shareholder (or Shareholders) of PGG Wrightson Limited
hereby appoint of
or failing him/her of
as my/our proxy or representative to exercise my/our vote at the Annual Shareholders’ Meeting of PGG Wrightson Limited
(‘Company’) to be held at the Sudima Christchurch Airport Hotel, 550 Memorial Avenue, Christchurch and online via the
Computershare Meeting Platform at https://meetnow.global/nz on Tuesday, 14 October 2025, commencing at 9:30am and at any
adjournment of that meeting.
Signature of Shareholder(s) This section must be completed.
Shareholder 1 Shareholder 2 Shareholder 3
or a duly authorised officer or attorneyor a duly authorised officer or attorneyor a duly authorised officer or attorney
STEP 2 : Items of Business - Voting
Instructions / Ballot Paper
Please complete this section if you have appointed a proxy or representative and wish to instruct him / her
on voting. Or please complete if you are NOT attending the hybrid meeting and are NOT appointing a proxy
or representative to attend in your place, and you wish to vote by email or by mail.
DO NOT complete this section if you are voting or appointing a proxy or representative online.
Ordinary resolutions supported by the Board
(TICK ONE BOX FOR EACH RESOLUTION)
For AgainstAbstain
P r o x y ’s
Discretion
1.To re-elect Sarah Brown as a director of the Company

2.To re-elect Garry Moore as a director of the Company

3.To elect Wilson Liu as a director of the Company

4.To authorise the directors to fix the auditor’s remuneration

Please complete this section if you are NOT attending the hybrid meeting and wish to appoint a proxy
or representative to attend in your place. DO NOT complete this section if you are appointing a proxy
online, or if you are voting online, by email or by mail.
If your proxy is not the Chair of the Meeting or any other director of the Company, please ensure that you provide their contact details (phone
and email address). If this information is not provided, we cannot guarantee remote admission to the hybrid meeting for your proxy.
Proxy contact details (Phone): and (Email):
•
If you wish to attend, please bring this paper. The Proxy Voting Instructions / Ballot Paper are for use in the event of a ballot at the meeting.
•
If you do not wish to attend and wish to appoint a proxy or representative or vote online, by email or by mail, please follow the instructions on the front
on this form.
For your vote to be effective it must be received by 9:30am on Sunday, 12 October 2025.
Contact Name: Contact Daytime Telephone:Date:

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Attending the meeting online
HOW TO PARTICIPATE IN VIRTUAL/HYBRID MEETINGS
When successfully authenticat ed, th e home
screen will be displayed. You can watch the
webcast, vote, ask qu estion s, an d view meeting
materials in the documents folder. The image
highlighted blue indicates the page you have active.
The webcast will appear and begin
a
utomatically once the meeting has started.
Voting
Reso
lutions will be put forward once voting is
declared open by the Ch air. Once the voting
has opened, the resolution and voting options
will appear.
To vote, simply select your vot ing direction
f
rom
the options shown on scree n. You can vote for all
resolutions at once or by each resolution.
Y
our vote has been cast when the green tick
appears. To change your vote, select ‘Change
Your Vote’.
Q&A
Navigation
Access
Access the online meeting at
https://meetnow.global/nz, and select the
requi red 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 t
he
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 complet e al l the relevant
fields including title, first name, last name an d
email address.
Pl
ease note, guests will not be abl e to
ask questions or vote at the meeting.
If yo
u
are a proxy holder:
Yo
u will receive an email invitation the day before
the meeting to access the onli ne meeting. Click
on the link in the invitat ion to access the meeting.
Visit https://meetnow.global/nz
Contact
If you have any issues accessing the
website please call +64 9 488 87 00.
A
ny eligible sharehold er/ proxy attending t
he
m
eeting remotely is eli gible to ask a question.
S
elect the Q&A tab and typ e your question int
o
the box at the bottom of the screen and press
'S
end
'.
Our online meeting provides you the opportunity to
participate online using your smartphone, tablet or computer.
If yo
u 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.