Chorus Limited/Announcement
Chorus Limited logo

Notice of annual meeting and proxy/voting form

AGM30 September 2025CNUCommunication Services

Chorus Limited
Level 10, 1 Willis Street

P O Box 632

Wellington

New Zealand


Email: company.secretary@chorus.co.nz



STOCK EXCHANGE ANNOUNCEMENT


1 October 2025


Notice of annual meeting and proxy/voting form


Chorus’ notice of meeting and proxy/voting form to be sent to shareholders are

attached. The notice of meeting and proxy/voting form will also be available on

Chorus’ website at :


https://company.chorus.co.nz/investors/services/your-shareholding/annual-

meetings


Chorus Limited’s 2025 annual meeting of shareholders will be held as a virtual

meeting online through Computershare’s meeting platform

https://meetnow.global/nz on Wednesday 5 November at 10am (New Zealand

time).


All shareholders will be able to participate in the meeting, vote and ask questions.

For further information regarding how to attend the annual meeting and

participate online, please refer to the attached notice of meeting and the virtual

meeting guide available at www.computershare.com/vm-guide-nz .



Authorised by:


Kristel McMeekin

General Counsel


ENDS


For further information:


Aleida White

Head of Investor Relations

Phone: +

64 21 155 8837

Email: aleida.white@chorus.co.nz


Victoria Luong

Media and engagement advisor

Phone +64 22 490 2591

Email: Victoria.Luong@chorus.co.nz

---

Notice of Annual Meeting 2025
Where

Online:

via Computershare’s online

meeting platform:

https://meetnow.global/nz

When

Wednesday

5 November 2025

commencing at 10am

(New Zealand time)

Chorus Limited’s 2025 Annual Meeting of shareholders

will be held as a virtual meeting (online).

Important dates

All times are given in New Zealand time unless otherwise

specified.

3 November 2025, 10am

Latest time for receipt of Proxy Forms

3 November 2025, 5pm

Record date for voting entitlements for the Annual Meeting

5 November 2025, 10am

Annual Meeting

Auditor Fees and Expenses

4. That the Board be authorised to fix the fees and

expenses of KPMG as auditor.

See Explanatory Note 2.

By order of the Board

Kristel McMeekin

General Counsel

1 October 2025

Shareholders will be asked to consider and, if thought

appropriate, to pass the following ordinary resolutions:

Election and re-election of Directors

1. That Ms Sue Bailey be re-elected as a Chorus director.

2. That Mr Will Irving be re-elected as a Chorus director.

3. That Mr Mark Cross be re-elected as a Chorus director.

See Explanatory Note 1.

Business

You are encouraged to read this Notice (including

the Explanatory Notes and Procedural Notes) and the

instructions on the Proxy/Voting Form carefully.

NOTICE OF

ANNUAL MEETING

2025

Notice of Annual Meeting 2025
Sue Bailey

Joined: 31 October 2019

Last elected: 2022 Annual Meeting

Status: Independent

Chorus role: Non-executive director / Chair

of the People, Performance and Culture

Committee

Experience: Sue is an experienced

director with a career of more than 30

years in telecommunications spanning

fixed telephony, mobile and broadband

services. Responsibilities included product

and brand marketing, customer lifecycle

management, strategy and leading large

scale transformation.

Member of the Australian Institute of

Company Directors.

Previous roles: Member of the Executive

leadership team – Optus. CEO – Virgin

Mobile Australia. Senior Vice President –

Virgin Mobile USA.

Current roles outside Chorus: Director and

People, Safety and Environment Committee

Chair – Careflight.

Will Irving

Joined: 26 October 2022

Last elected: 2022 Annual Meeting

Status: Independent

Chorus role: Non-executive

director / member of the Audit and Risk

Management Committee

Experience: Will has more than 25 years of

telecommunications industry experience

having held a range of senior roles in the

telecommunications industry in Australia

ranging across strategy, wholesale, small

and medium business customer sales and

service, and as a lawyer.

Previous roles: Interim CEO – Telstra

InfraCo; Group Executive – Telstra

Wholesale; Group Managing Director –

Telstra Business. Prior to his commercial

management roles, Will was Group General

Counsel of Telstra.

Current roles outside Chorus: Chief

Strategy and Transformation Officer – NBN

Co Limited (company established to design,

build and operate Australia’s wholesale

broadband access network).

Mark Cross

Joined: 1 November 2016

Last elected: 2022 Annual Meeting

Status: Independent

Chorus role: Chair (October 2022)

Experience: Mark is an experienced director

with more than 20 years of international

experience in corporate finance and

investment banking.

Chartered Fellow Institute of Directors NZ,

Member of Chartered Accountants A&NZ,

Member, Australian Institute of Company

Directors.

Previous roles: Chair – Milford Asset

Management; Director – Z Energy,

Genesis Energy, Argosy Property.

Current roles outside Chorus: Director and

Audit & Risk Management Committee Chair

– Xero; Board member and investment

committee chair – Accident Compensation

Corporation (ACC); Director and Audit &

Risk Committee Chair – Fisher & Paykel

Healthcare; Chair – Vocus (Australia).

Election and re-election of Directors

– director information

Notice of Annual Meeting 2025
Explanatory Notes

Explanatory Note 1: Election and re-election of

Directors

The NZX Listing Rules provide that a director of an issuer

must not hold office (without re-election) past the third

annual meeting following the director’s appointment or

three years, whichever is longer.

Accordingly, Sue Bailey, Will Irving and Mark Cross, who

were last elected at the 2022 Annual Meeting, are retiring

from office at this year’s Annual Meeting and offer themselves

for re-election.

Ms Bailey, Mr Irving and Mr Cross are standing with the full

support of the Board. The Board unanimously recommends

that shareholders vote in favour of their re-election.

Explanatory Note 2: Auditor fees and expenses

KPMG are currently Chorus’ auditors and will be

automatically reappointed under the Companies Act 1993.

Under the Companies Act, auditor fees and expenses must

be fixed in the manner determined at the Annual Meeting.

Shareholder approval is, therefore, sought to authorise the

Board to fix the fees and expenses of KPMG as auditor.

Attending the Annual Meeting

- instructions

Computershare meeting platform https://meetnow.global/nz

To access the meeting virtually, click ‘Go’ under the Chorus

meeting and then click ‘JOIN MEETING NOW’. By using the

meeting platform, you will be able to watch the meeting,

vote on the resolutions and ask questions online using your

smartphone, tablet or desktop device. Please refer to the

Virtual Meeting Guide available at www.computershare.

com/vm-guide-nz for further information on how to

participate online. You will need the latest version of

Chrome, Safari or Edge to access the meeting. Please ensure

your browser is compatible.

If you have any questions, or need assistance with the online

process, please contact Computershare on +64 9 488 8777

between 8.30am and 5pm Monday to Friday.

Audio will stream through the selected device, so

shareholders will need to ensure that they have the volume

control on their headphones or device turned up.

Shareholders can still appoint a proxy to vote for them, as

they otherwise would, by following the instructions on the

Proxy/Voting Form and this Notice of Annual Meeting.

Details of how to participate ‘virtually’ are provided in the

Virtual Meeting Guide, at www.computershare.com/vm-

guide-nz with instructions for accessing the virtual meeting.

Shareholders are encouraged to review this guide prior to

the Annual Meeting.

Shareholders will require their CSN/Shareholder Number,

which can be found on their Proxy/Voting Form, for

verification purposes.

The Board has determined that each of Ms Bailey, Mr Irving

and Mr Cross is an independent director.

A biographical background of each director standing for

re-election is set out on the previous page.

Procedural Notes

Voting entitlements

The persons who will be entitled to vote on the resolutions

at the Annual Meeting are those persons who are Chorus

shareholders at 5pm on Monday, 3 November 2025.

Casting your vote

You may cast your vote using one of the following options:

1. At the Annual Meeting:

If you wish, you can vote at the Annual Meeting online

at: https://meetnow.global/nz

For more information about voting at the Annual

Meeting, please refer to the Virtual Meeting Guide, at

www.computershare.com/vm-guide-nz

2. Appoint a proxy to vote: You may appoint a proxy or

corporate representative (if the shareholder is a body

corporate) to attend the Annual Meeting, to act generally

at the meeting and to vote on your behalf. Your proxy

does not need to be a Chorus shareholder. To do this,

you should complete the Proxy/Voting Form. It must be

returned to the share registrar by 10am on Monday,

3 November 2025. You may return your Proxy/Voting

Form by:

• Completing the Proxy/Voting Form and posting it to

the share registrar; or

• Completing the Proxy/Voting Form online at

www.investorvote.co.nz

Proxy/Voting forms

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 Chorus 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.

Notice of Annual Meeting 2025
ARBN 152 485 848

If, in appointing a proxy, you have inadvertently not named

someone to be your proxy, or your named proxy does not

attend the Annual Meeting, the Chair of the meeting will

be your proxy and will vote in accordance with your

express direction.

Chorus directors are not able to speak at the Annual

Meeting on behalf of a shareholder who appoints them as

their proxy. If you wish to be heard at the meeting you

should either participate online or appoint a proxy other

than a Chorus director.

To assist shareholders wishing to exercise their voting rights

at the Annual Meeting (whether 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 5pm on 3 November 2025, your shareholding is

different from that shown on the Proxy/Voting Form, it will

be updated by Chorus’ share registry, Computershare

Investor Services Limited.

Method of voting

Voting on all resolutions put before the Annual 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

and ASX.

Voting Thresholds

Items of business 1 to 4 are ordinary resolutions and required

to be passed by a simple majority of the votes of those

shareholders entitled to vote and voting on the resolutions.

Questions for the Annual Meeting

Any eligible Shareholder/proxy attending virtually can ask

questions via the Computershare meeting platform (refer to

the Virtual Meeting Guide for more information).

If you wish to submit written questions prior to the Annual

Meeting to be considered at the Annual Meeting, please

email or post them to Kristel McMeekin, General Counsel,

at the following addresses:

Kristel McMeekin

General Counsel

Chorus Limited

PO Box 632

Wellington 6140

Email: company.secretary@chorus.co.nz

Share Registrar

Chorus’ share registrar in New Zealand and Australia is

Computershare.

You can manage your shareholding online via the

Computershare investor centre. To change your address,

update your payment instructions and to view your

investment portfolio including transactions, please visit

www.investorcentre.com/nz

The addresses for the share registrar are:

New Zealand

Computershare Investor Services Limited

Private Bag 92119

Victoria Street West

Auckland 1142

New Zealand

Phone: +64 9 488 8777

Fax: +64 9 488 8787

Email: enquiry@computershare.co.nz

www.investorcentre.com/nz

Australia

Computershare Investor Services Pty Limited

GPO Box 3329

Melbourne 3001

Australia

Freephone: 1 800 501 366

Fax: +61 3 9473 2500

Email: enquiry@computershare.co.nz

www.investorcentre.com/nz

Presentations

A copy of the presentations from the Annual Meeting will

be available for viewing on Chorus’ website after the

conclusion of the Annual Meeting.

Procedural Notes continued

---

VIRTUAL MEETING
All shareholders will have the opportunity to attend and participate in the 2025 Annual Meeting which will be held as

a virtual meeting only. The virtual meeting will be accessible on both desktop and mobile devices. Please refer to the Virtual Meeting Guide

available at www.computershare.com/vm-guide-nz for further information on how to participate online.

Lodge your proxy

Online

www.investorvote.co.nz

By Mail

Computershare Investor Services Limited

Private Bag 92119 Auckland 1142 New Zealand

For all enquiries contact

+64 9 488 8777

corporateactions@computershare.co.nz

For any assistance with the online process, please contact Computershare

on +64 9 488 8777 between 8.30am and 5pm Monday to Friday.

Signing Instructions for Postal Forms

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 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 Form.

Companies

This Proxy 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 Chorus, please write them on a

separate sheet of paper and return them with this form, or email

company.secretary@chorus.co.nz.

How to Vote on Items of Business

All your shares will be voted in accordance with your directions.

Appointment of Proxy

If you do not plan to attend the meeting, you may appoint a proxy. To do this,

enter the name of your proxy in the space allocated in ‘Step 1’ of this form.

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. If

you appoint a Chorus 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 (unless specifically prohibited from voting on a particular resolution).

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 Chorus 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 Annual Meeting, the Chair of the

meeting will be your proxy and will vote in accordance with your express direction.

Attending the Meeting Virtually

You can attend the meeting virtually through the Computershare Meeting

Platform https://meetnow.global/nz. By using the meeting platform, you will

be able to watch the meeting, vote and ask questions online using your

smartphone, tablet or desktop device. Please refer to the Virtual Meeting Guide

available at www.computershare.com/vm-guide-nz for further information on

how to participate online.

Your secure access information

Control Number: CSN/Shareholder Number:

PLEASE NOTE: You will need your CSN/Shareholder Number and New Zealand Postcode/Country of Residence to appoint

a proxy online.

Chorus Limited (Chorus) Annual Meeting Proxy/Voting Form

Lodge your proxy online, 24 hours a day, 7 days a week:

www.investorvote.co.nz

Scan the QR code to vote now.

Smartphone?

For your proxy to be effective it must be received by 10 am (New Zealand time) Monday, 3 November 2025.

ARBN 152 485 848

Go online or turn over to complete the form

Proxy/Corporate Representative Form
Appoint a Proxy to Vote on Your Behalf

STEP 1

appointof

or failing him/herof

I/We being a shareholder/s of Chorus Limited

Signature of Shareholder(s) This section must be completed.

SIGN

Individual/Authorised officer or attorneyIndividual/Authorised officer or attorneyIndividual/Authorised officer or attorney

Shareholder 1Shareholder 2 (if applicable)Shareholder 3 (if applicable)

Contact Name Contact Daytime Telephone Date

Items of Business - Voting Instructions

STEP 2

Please note: If you do not mark a box your proxy may vote as they choose. If you appoint a Chorus 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 (unless specifically prohibited from voting on a

particular resolution).

Resolutions

Election and re-election of Directors

Item 1

That Ms Sue Bailey be re

-elected as a Chorus director.

Item 2

That Mr Will Irving be re

-elected as a Chorus director.

Item 3

That Mr Mark Cross be re

-elected as a Chorus director.

Auditor Fees and Expenses

Item 4

That the Board be authorised to fix the fees and expenses of KPMG as auditor.

Proxy

DiscretionFor

Against

Abstain

as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at Chorus’ Annual Meeting of shareholders to be

held online at https://meetnow.global/nz on Wednesday, 5 November 2025 at 10 am (New Zealand time)

and at any adjournment of that meeting.

If your proxy is not the Chairman of the Meeting or any other director of the Company, please ensure that you provide their contact details (phone

and email address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.

Proxy contact Details (Phone):

and (Email):

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

Other issuers discussed similar conditions around this time

Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.