Charimans script for ASM

Script for Chairman
ASM 29/9/25
Virtual Meeting – Chair’s Script
Welcome ladies and gentlemen to the Annual Shareholder Meeting of Being AI. My name is
Michael Stiassny chair of the company. I’m also joined here by 3 of our other board members,
Greg Gross, Steve Phillips and Paul Forno, and our Company Secretary and CFO. Mike
Dunshea.
Today’s meeting is being held online through Computershare’s online meeting platform.
[Slide 3 – how to participate in virtual meetings and ask a question]
If you would like to submit a question, the Q&A is always open so please feel free to submit
questions throughout the meeting, these will be addressed at the relevant time.
(Optional) Questions may be moderated [by our company secretary, Mike Dunshea] or if
we receive multiple questions on one topic, amalgamated together. Any questions not
answered in time will receive an email response after the meeting.
Voting today will be conducted by way of a poll on all items of business. I will now open the
online voting for all resolutions.
[Slide 4 – how to participate in virtual meetings and vote]
If you are eligible to vote at this meeting, you will be able to cast your vote under the Vote tab.
Once the voting has opened, the resolutions will allow votes to be submitted. You can change
your vote, up until the time I declare voting closed.
....move to chairs script, company performance and resolutions
[Slide 3 – Chairman’s address]
ANNUAL REPORT
Computershare emailed a link to the annual report to shareholders or posted a physical copy
for those who have elected to receive communications by post. If you don’t have a copy, you
can find one at the web address on the slide or using the suggested search reference below
that.
Company Performance
During the 2025 Financial year Being AI Limited recorded revenue of $40.10 million. Despite
efforts to streamline operations and raise external capital to fund growth, the Company
delivered an operating EBITDA loss of $3.94 million. A goodwill impairment of $ 6.46 million
and $1.1 million impairment of the Excalibur Loan then contributed to taking that EBITDA loss
down to a net loss before tax of $11.98 million. While Send Global continued to perform well in
FY25, its contributions were insufficient to offset the overheads incurred by the wider Being AI
group.

Operational Challenges
Independent directors Brett O’Riley and Andy Higgs resigned at the end of January. This led to
the company failing to comply with NZX listing rule 2.1.1 as the Board then lacked sufficient
independent directors. As a result, Being AI was placed in a trading halt from 3 February until
14 April 2025. The appointment of new independent directors, Michael Stiassny, Greg Cross
and Steve Phillips brought the Company back into compliance. Being AI was subsequently
publicly censured for the rule breach and ordered to pay a financial penalty of $50,000, and to
meet NZ RegCo’s and the Disciplinary Tribunal’s costs in connection with the matter.
Subsidiary Update
During FY25, the Group sold Being Consultants and most of the shares in Tymetack because
neither company was projected to generate acceptable operating earnings. In a similar vein,
Being Ventures did not identify suitable investment opportunities and was discontinued.
After the close of the FY25 year and after a strategic review by the Board, Being AI sold the
Education Group to Crimson Education, eliminating $3.9 million of Being AI debt and wound
down the Treehouse operation because the strategic review concluded it would continue to
incur negative cash flows.
Inability to attract and secure investment
Being AI sought to raise new capital for deployment and investment across the Group’s
business divisions during FY25. The new capital was sought through a share purchase plan for
existing BAI shareholders and a concurrent general offer to non-BAI shareholders. Of the
9,340,000 new ordinary shares in BAI on offer, only 6% of the shares offered were taken up
Subsequently BAI explored opportunities to raise new capital from external sources for Project
Treehouse. While there was some initial non-binding interest from related-party investors (not
connected to Wilshire), no reasonable offers in the interests of all BAI shareholders were
received.
Strategic Outlook
?????

[Slide 4 business of the meeting - resolutions for approval]
Each resolution to be voted on, as outlined in the Notice of Meeting, is an Ordinary Resolution.
This means it can be passed by a simple majority of eligible shareholder votes. As required by
the NZX Listing Rules, the chairperson requires a poll on all resolutions. Therefore, votes on
each resolution will be counted based on the number of shares each voting shareholder holds.
The resolution and voting options should now appear on your screen. Please make sure you
have signed in with your CSN number to ensure your vote is valid. To vote, simply select your
voting direction from the options shown on the screen. You can vote for all resolutions at once

or by individual resolution. Please note that your vote has been cast when the green tick
appears, and you can change your vote by selecting ‘Change your Vote’.
Should you require any technical assistance, please type your query in the Q&A tab or chat
function and one of the Computershare team will assist or call 09 488 7800. All voting will
remain anonymous. Votes will be collated by Computershare, and the verified results will be
announced to the NZX later today
Resolution 1 — Renumeration of Auditors — Ordinary Resolution
I now turn to resolution 1.
William Buck is automatically reappointed at the annual meeting as the auditor of the Company
under section 207T of the Companies Act. This resolution authorises the Board to fix the fees
and expenses of the auditor.
We also take this opportunity to thank William Buck for their assistance in working with us on
the audit of the Company.
I now move that resolution 1 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 1.
Resolutions 2 to 5 – Election of Directors – Ordinary Resolution
Resolutions 2 to 5 relate to directors appointed by the Board that in accordance with the
Constitution of the Company can only hold office until the next annual shareholder meeting.
Accordingly, the shareholders of the Company are requested to consider and, if thought fit,
pass a resolution to elect each nominee as a director of the Company.
The 2nd resolution concerns the election of Greg Cross as a director of Being AI Limited.
I now mover that resolution 2 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 2
As the 3
rd
resolution concerns the election of myself as a Director of Being AI Limited, I will hand
over to Greg Cross.
Gregg Cross
Thank you, Michael,
The 3rd resolution concerns the election of Michael Stiassny as a director of Being AI Limited.
I now mover that resolution 3 is put to shareholders.
Is there any discussion?

If shareholders could please cast their votes on resolution 3
Thank you ... over to Michael
Michael Stiassny
Thank you, Greg – I now turn to resolution 4
The 4th resolution concerns the election of Paul Forno as a director of Being AI Limited.
I now move that resolution 4 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 4

I now turn to resolution 5
The 5th resolution concerns the election of Steve Phillips as a director of Being AI Limited.
I now move that resolution 5 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 5.

Are there any (further) questions on the resolutions?
.... After questions on any resolutions has finished on the final item
Ladies and gentlemen that concludes our discussion on the items of business. I will close the
voting online very shortly.
As mentioned, the results of these votes will be released to the stock exchange later today.
Thank you. Voting online is now closed. We will now take questions on General Business from
shareholders and proxies.
As of 8 a.m. this morning with 72.5% of the votes cast, and subject to verification by the
scrutineers, all resolutions have passed.

Q and A
I will ask Mike Dunshea to read out questions we have received from Shareholders.

THANK YOU FOR ATTENDING
That brings us to the conclusion of our business today. We thank you for joining us. We wish you
I declare the meeting closed. Thank you.

Script for Chairman
ASM 29/9/25
Virtual Meeting – Chair’s Script
Welcome ladies and gentlemen to the Annual Shareholder Meeting of Being AI. My name is
Michael Stiassny chair of the company. I’m also joined here by 3 of our other board members,
Greg Gross, Steve Phillips and Paul Forno, and our Company Secretary and CFO. Mike
Dunshea.
Today’s meeting is being held online through Computershare’s online meeting platform.
[Slide 3 – how to participate in virtual meetings and ask a question]
If you would like to submit a question, the Q&A is always open so please feel free to submit
questions throughout the meeting, these will be addressed at the relevant time.
(Optional) Questions may be moderated [by our company secretary, Mike Dunshea] or if
we receive multiple questions on one topic, amalgamated together. Any questions not
answered in time will receive an email response after the meeting.
Voting today will be conducted by way of a poll on all items of business. I will now open the
online voting for all resolutions.
[Slide 4 – how to participate in virtual meetings and vote]
If you are eligible to vote at this meeting, you will be able to cast your vote under the Vote tab.
Once the voting has opened, the resolutions will allow votes to be submitted. You can change
your vote, up until the time I declare voting closed.
....move to chairs script, company performance and resolutions
[Slide 3 – Chairman’s address]
ANNUAL REPORT
Computershare emailed a link to the annual report to shareholders or posted a physical copy
for those who have elected to receive communications by post. If you don’t have a copy, you
can find one at the web address on the slide or using the suggested search reference below
that.
Company Performance
During the 2025 Financial year Being AI Limited recorded revenue of $40.10 million. Despite
efforts to streamline operations and raise external capital to fund growth, the Company
delivered an operating EBITDA loss of $3.94 million. A goodwill impairment of $ 6.46 million
and $1.1 million impairment of the Excalibur Loan then contributed to taking that EBITDA loss
down to a net loss before tax of $11.98 million. While Send Global continued to perform well in
FY25, its contributions were insufficient to offset the overheads incurred by the wider Being AI
group.

Operational Challenges
Independent directors Brett O’Riley and Andy Higgs resigned at the end of January. This led to
the company failing to comply with NZX listing rule 2.1.1 as the Board then lacked sufficient
independent directors. As a result, Being AI was placed in a trading halt from 3 February until
14 April 2025. The appointment of new independent directors, Michael Stiassny, Greg Cross
and Steve Phillips brought the Company back into compliance. Being AI was subsequently
publicly censured for the rule breach and ordered to pay a financial penalty of $50,000, and to
meet NZ RegCo’s and the Disciplinary Tribunal’s costs in connection with the matter.
Subsidiary Update
During FY25, the Group sold Being Consultants and most of the shares in Tymetack because
neither company was projected to generate acceptable operating earnings. In a similar vein,
Being Ventures did not identify suitable investment opportunities and was discontinued.
After the close of the FY25 year and after a strategic review by the Board, Being AI sold the
Education Group to Crimson Education, eliminating $3.9 million of Being AI debt and wound
down the Treehouse operation because the strategic review concluded it would continue to
incur negative cash flows.
Inability to attract and secure investment
Being AI sought to raise new capital for deployment and investment across the Group’s
business divisions during FY25. The new capital was sought through a share purchase plan for
existing BAI shareholders and a concurrent general offer to non-BAI shareholders. Of the
9,340,000 new ordinary shares in BAI on offer, only 6% of the shares offered were taken up
Subsequently BAI explored opportunities to raise new capital from external sources for Project
Treehouse. While there was some initial non-binding interest from related-party investors (not
connected to Wilshire), no reasonable offers in the interests of all BAI shareholders were
received.
Strategic Outlook
?????

[Slide 4 business of the meeting - resolutions for approval]
Each resolution to be voted on, as outlined in the Notice of Meeting, is an Ordinary Resolution.
This means it can be passed by a simple majority of eligible shareholder votes. As required by
the NZX Listing Rules, the chairperson requires a poll on all resolutions. Therefore, votes on
each resolution will be counted based on the number of shares each voting shareholder holds.
The resolution and voting options should now appear on your screen. Please make sure you
have signed in with your CSN number to ensure your vote is valid. To vote, simply select your
voting direction from the options shown on the screen. You can vote for all resolutions at once

or by individual resolution. Please note that your vote has been cast when the green tick
appears, and you can change your vote by selecting ‘Change your Vote’.
Should you require any technical assistance, please type your query in the Q&A tab or chat
function and one of the Computershare team will assist or call 09 488 7800. All voting will
remain anonymous. Votes will be collated by Computershare, and the verified results will be
announced to the NZX later today
Resolution 1 — Renumeration of Auditors — Ordinary Resolution
I now turn to resolution 1.
William Buck is automatically reappointed at the annual meeting as the auditor of the Company
under section 207T of the Companies Act. This resolution authorises the Board to fix the fees
and expenses of the auditor.
We also take this opportunity to thank William Buck for their assistance in working with us on
the audit of the Company.
I now move that resolution 1 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 1.
Resolutions 2 to 5 – Election of Directors – Ordinary Resolution
Resolutions 2 to 5 relate to directors appointed by the Board that in accordance with the
Constitution of the Company can only hold office until the next annual shareholder meeting.
Accordingly, the shareholders of the Company are requested to consider and, if thought fit,
pass a resolution to elect each nominee as a director of the Company.
The 2nd resolution concerns the election of Greg Cross as a director of Being AI Limited.
I now mover that resolution 2 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 2
As the 3
rd
resolution concerns the election of myself as a Director of Being AI Limited, I will hand
over to Greg Cross.
Gregg Cross
Thank you, Michael,
The 3rd resolution concerns the election of Michael Stiassny as a director of Being AI Limited.
I now mover that resolution 3 is put to shareholders.
Is there any discussion?

If shareholders could please cast their votes on resolution 3
Thank you ... over to Michael
Michael Stiassny
Thank you, Greg – I now turn to resolution 4
The 4th resolution concerns the election of Paul Forno as a director of Being AI Limited.
I now move that resolution 4 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 4

I now turn to resolution 5
The 5th resolution concerns the election of Steve Phillips as a director of Being AI Limited.
I now move that resolution 5 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 5.

Are there any (further) questions on the resolutions?
.... After questions on any resolutions has finished on the final item
Ladies and gentlemen that concludes our discussion on the items of business. I will close the
voting online very shortly.
As mentioned, the results of these votes will be released to the stock exchange later today.
Thank you. Voting online is now closed. We will now take questions on General Business from
shareholders and proxies.
As of 8 a.m. this morning with 72.5% of the votes cast, and subject to verification by the
scrutineers, all resolutions have passed.

Q and A
I will ask Mike Dunshea to read out questions we have received from Shareholders.

THANK YOU FOR ATTENDING
That brings us to the conclusion of our business today. We thank you for joining us. We wish you
I declare the meeting closed. Thank you.

Script for Chairman
ASM 29/9/25
Virtual Meeting – Chair’s Script
Welcome ladies and gentlemen to the Annual Shareholder Meeting of Being AI. My name is
Michael Stiassny chair of the company. I’m also joined here by 3 of our other board members,
Greg Gross, Steve Phillips and Paul Forno, and our Company Secretary and CFO. Mike
Dunshea.
Today’s meeting is being held online through Computershare’s online meeting platform.
[Slide 3 – how to participate in virtual meetings and ask a question]
If you would like to submit a question, the Q&A is always open so please feel free to submit
questions throughout the meeting, these will be addressed at the relevant time.
(Optional) Questions may be moderated [by our company secretary, Mike Dunshea] or if
we receive multiple questions on one topic, amalgamated together. Any questions not
answered in time will receive an email response after the meeting.
Voting today will be conducted by way of a poll on all items of business. I will now open the
online voting for all resolutions.
[Slide 4 – how to participate in virtual meetings and vote]
If you are eligible to vote at this meeting, you will be able to cast your vote under the Vote tab.
Once the voting has opened, the resolutions will allow votes to be submitted. You can change
your vote, up until the time I declare voting closed.
....move to chairs script, company performance and resolutions
[Slide 3 – Chairman’s address]
ANNUAL REPORT
Computershare emailed a link to the annual report to shareholders or posted a physical copy
for those who have elected to receive communications by post. If you don’t have a copy, you
can find one at the web address on the slide or using the suggested search reference below
that.
Company Performance
During the 2025 Financial year Being AI Limited recorded revenue of $40.10 million. Despite
efforts to streamline operations and raise external capital to fund growth, the Company
delivered an operating EBITDA loss of $3.94 million. A goodwill impairment of $ 6.46 million
and $1.1 million impairment of the Excalibur Loan then contributed to taking that EBITDA loss
down to a net loss before tax of $11.98 million. While Send Global continued to perform well in
FY25, its contributions were insufficient to offset the overheads incurred by the wider Being AI
group.

Operational Challenges
Independent directors Brett O’Riley and Andy Higgs resigned at the end of January. This led to
the company failing to comply with NZX listing rule 2.1.1 as the Board then lacked sufficient
independent directors. As a result, Being AI was placed in a trading halt from 3 February until
14 April 2025. The appointment of new independent directors, Michael Stiassny, Greg Cross
and Steve Phillips brought the Company back into compliance. Being AI was subsequently
publicly censured for the rule breach and ordered to pay a financial penalty of $50,000, and to
meet NZ RegCo’s and the Disciplinary Tribunal’s costs in connection with the matter.
Subsidiary Update
During FY25, the Group sold Being Consultants and most of the shares in Tymetack because
neither company was projected to generate acceptable operating earnings. In a similar vein,
Being Ventures did not identify suitable investment opportunities and was discontinued.
After the close of the FY25 year and after a strategic review by the Board, Being AI sold the
Education Group to Crimson Education, eliminating $3.9 million of Being AI debt and wound
down the Treehouse operation because the strategic review concluded it would continue to
incur negative cash flows.
Inability to attract and secure investment
Being AI sought to raise new capital for deployment and investment across the Group’s
business divisions during FY25. The new capital was sought through a share purchase plan for
existing BAI shareholders and a concurrent general offer to non-BAI shareholders. Of the
9,340,000 new ordinary shares in BAI on offer, only 6% of the shares offered were taken up
Subsequently BAI explored opportunities to raise new capital from external sources for Project
Treehouse. While there was some initial non-binding interest from related-party investors (not
connected to Wilshire), no reasonable offers in the interests of all BAI shareholders were
received.
Strategic Outlook
?????

[Slide 4 business of the meeting - resolutions for approval]
Each resolution to be voted on, as outlined in the Notice of Meeting, is an Ordinary Resolution.
This means it can be passed by a simple majority of eligible shareholder votes. As required by
the NZX Listing Rules, the chairperson requires a poll on all resolutions. Therefore, votes on
each resolution will be counted based on the number of shares each voting shareholder holds.
The resolution and voting options should now appear on your screen. Please make sure you
have signed in with your CSN number to ensure your vote is valid. To vote, simply select your
voting direction from the options shown on the screen. You can vote for all resolutions at once

or by individual resolution. Please note that your vote has been cast when the green tick
appears, and you can change your vote by selecting ‘Change your Vote’.
Should you require any technical assistance, please type your query in the Q&A tab or chat
function and one of the Computershare team will assist or call 09 488 7800. All voting will
remain anonymous. Votes will be collated by Computershare, and the verified results will be
announced to the NZX later today
Resolution 1 — Renumeration of Auditors — Ordinary Resolution
I now turn to resolution 1.
William Buck is automatically reappointed at the annual meeting as the auditor of the Company
under section 207T of the Companies Act. This resolution authorises the Board to fix the fees
and expenses of the auditor.
We also take this opportunity to thank William Buck for their assistance in working with us on
the audit of the Company.
I now move that resolution 1 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 1.
Resolutions 2 to 5 – Election of Directors – Ordinary Resolution
Resolutions 2 to 5 relate to directors appointed by the Board that in accordance with the
Constitution of the Company can only hold office until the next annual shareholder meeting.
Accordingly, the shareholders of the Company are requested to consider and, if thought fit,
pass a resolution to elect each nominee as a director of the Company.
The 2nd resolution concerns the election of Greg Cross as a director of Being AI Limited.
I now mover that resolution 2 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 2
As the 3
rd
resolution concerns the election of myself as a Director of Being AI Limited, I will hand
over to Greg Cross.
Gregg Cross
Thank you, Michael,
The 3rd resolution concerns the election of Michael Stiassny as a director of Being AI Limited.
I now mover that resolution 3 is put to shareholders.
Is there any discussion?

If shareholders could please cast their votes on resolution 3
Thank you ... over to Michael
Michael Stiassny
Thank you, Greg – I now turn to resolution 4
The 4th resolution concerns the election of Paul Forno as a director of Being AI Limited.
I now move that resolution 4 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 4

I now turn to resolution 5
The 5th resolution concerns the election of Steve Phillips as a director of Being AI Limited.
I now move that resolution 5 is put to shareholders.
Is there any discussion?
If shareholders could please cast their votes on resolution 5.

Are there any (further) questions on the resolutions?
.... After questions on any resolutions has finished on the final item
Ladies and gentlemen that concludes our discussion on the items of business. I will close the
voting online very shortly.
As mentioned, the results of these votes will be released to the stock exchange later today.
Thank you. Voting online is now closed. We will now take questions on General Business from
shareholders and proxies.
As of 8 a.m. this morning with 72.5% of the votes cast, and subject to verification by the
scrutineers, all resolutions have passed.

Q and A
I will ask Mike Dunshea to read out questions we have received from Shareholders.

THANK YOU FOR ATTENDING
That brings us to the conclusion of our business today. We thank you for joining us. We wish you
I declare the meeting closed. Thank you.