MEETING MINUTES MEETING: HELD ON: AT: PRESENT:
APOLOGIES: IN ATTENDANCE:
1
Annual Shareholders’ Meeting Friday 27 September 2019 at 10.00 am Eden Park, Reimers Avenue, Kingsland, Auckland Joan Withers (Chair) Patrick Strange Prue Flacks Mike Taitoko James Miller Andy Lark Keith Smith Scott St John None Fraser Whineray, Chief Executive William Meek, Chief Financial Officer Anna Lissaman, Future Director Howard Thomas, Company Secretary Mercury Executive Management team Approximately 300 shareholders, Mercury staff and other guests
Opening of Meeting
The Chair opened the meeting after announcing that it had been duly convened and constituted and that a quorum was present. The Chair welcomed shareholders to the meeting.
2
Notice of Annual Meeting
The Chair referred to the Notice of Annual Meeting dated 29 August 2019 which had been sent to shareholders.
3
Agenda of Meeting
The Chair introduced the agenda for the meeting and outlined the voting procedures, and in particular that voting at the meeting would be by way of poll.
4
Chair’s Address
Joan Withers delivered the Chair’s address, which was also released to the market.
5
Chief Executive’s Address
Fraser Whineray delivered the Chief Executive’s address, which was also released to the market.
6
Business and Resolutions
The resolutions were introduced and moved by the Chair. The director standing for re-election (James Miller) addressed the meeting. Each resolution was opened for discussion. The Chair put the following resolutions to the meeting, with voting by way of poll. 1. Re-election of Director: James Miller The Chair moved that James Miller, who retires by rotation and is eligible for re-election, be re-elected as a director of the Company. The resolution was passed with 962,793,941 votes for and 12,458,244 against. 2. Amendment of Constitution The Chair moved that Mercury NZ Limited amend its constitution in the form and manner described in the explanatory notes, with effect from the close of the Annual Shareholders’ Meeting.
The resolution was passed with 974,850,795 votes for and 309,668 against.
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Questions
The meeting was opened for questions about the business. Several questions were asked by those attending the meeting and were responded to by the Chair, the Chief Executive and the Chief Financial Officer.
8
Chair-elect’s Address
Prue Flacks delivered the Chair-elect’s address, which was also released to the market.
9
Other Business
There was no other business.
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Closing
Shareholders were invited to join the directors and management for tea, coffee and light snacks. The meeting closed at 11.50 am.
Minutes prepared by:
Howard Thomas
Company Secretary
