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CUE ENERGY RESOURCES LIMITED — Proxy Solicitation & Information Statement 2021
May 24, 2021
64722_rns_2021-05-24_35c25b1f-d678-47ec-889e-b3406c62367c.pdf
Proxy Solicitation & Information Statement
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For New Zealand Oil & Gas Ltd Special Meeting of Shareholders to be held online / virtually and in person at Front+Centre, Cnr Tory & Tennyson Sts, Wellington 6140 at 10am Thursday, 24 June 2021.
New Zealand Oil & Gas Ltd Level 1, 36 Tennyson Street Wellington 6011, New Zealand +64 4 495 2424
VOTING CARD
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For your vote to be effective, unless you attend the meeting in person or online, your appointment of a proxy or representative or your postal vote must be received by 10am Tuesday, 22 June 2021.
Voting Instructions
You may cast your vote in one of the following ways:
BY ATTENDING AND VOTING IN PERSON
Signing Instructions for Postal Voting and Proxy/ Corporate Representative Form
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 must sign.
POWER OF ATTORNEY
BY ATTENDING AND VOTING ONLINE USING LUMI AGM
BY POSTAL VOTE (ONLINE OR BY POST, EMAIL OR FAX)
If you wish to cast a postal vote, please complete the Postal Voting Form overleaf, sign in the space provided and return it either by post, email (as a scanned attachment) or fax. Alternatively you can cast a postal vote by visiting the website below or scanning the QR code (you need to have already downloaded a free QR reader). It is not necessary to also appoint a proxy.
BY APPOINTING A PROXY TO ATTEND THE MEETING
If you wish to appoint a proxy, please do this online by visiting the website below or complete the Proxy/Corporate Representative Form overleaf, sign in the space provided and return it either by post, email (as a scanned attachment) or fax. The Chair of the meeting is willing to act as proxy for any shareholder who may wish to appoint him for that purpose.
If you select a proxy to vote on your behalf (including the Chair), and you either (i) confer on the proxy a discretion on the Proxy Form or (ii) do not provide any instructions on the Proxy Form about how the proxy should vote, you acknowledge that the proxy may exercise your right to vote at his or her discretion and may vote as he or she thinks fit or abstain from voting. In so doing, you acknowledge that the proxy may exercise your right to vote even if he or she has an interest in the outcome of the Resolution(s) (provided that interest does not disqualify him or her from voting under the NZX Listing Rules).
If you have appointed a proxy to attend the Special Meeting in your place, you may still observe the Special Meeting online (but only your proxy may cast your vote).
If the form over the page has been signed under a power of attorney, a copy of the power of attorney (unless already deposited with the Company and Computershare) and a signed certificate of non-revocation of the power of attorney must be produced to the Company with this form.
COMPANIES
This form must be signed by a Director jointly with another Director, or a Sole Director may sign alone. Please sign in the appropriate place and indicate the office held.
Go online to vote or appoint your proxy, or turn over to complete the form.
WWW.INVESTORVOTE.CO.NZ
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Appoint or vote online, 24 hours a day, 7 days a week:
YOUR SECURE ACCESS INFORMATION
Control Number:
CSN/Shareholder Number:
PLEASE NOTE: You will need your CSN/Shareholder Number and Postcode to vote or appoint your proxy online[*]
For your vote to be effective your proxy appointment or postal vote must be received by 10am Tuesday, 22 June 2021.
- If you are resident outside New Zealand, in order to appoint your proxy online you will need your CSN/Shareholder number and to select your Country of Residence
Lodge your vote or appoint a proxy
ONLINE: www.investorvote.co.nz
BY EMAIL: [email protected]
BY FAX: +64 9 488 8787
FOR ALL OTHER ENQUIRIES CONTACT: +64 9 488 8777
BY POST: Computershare Investor Services Limited Private Bag 92119 Auckland 1142 New Zealand
PROXY/CORPORATE REPRESENTATIVE/POSTAL VOTING FORM
STEP 1 Appoint a Proxy to Vote on Your Behalf.
Please complete this section if you are NOT attending the 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 voting by postal vote (online, or by email, post, or fax).
I/We being a shareholder/s of New Zealand Oil & Gas Limited
hereby appoint of
or failing him/her
of
as my/our proxy or representative to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the Special Meeting of shareholders of New Zealand Oil & Gas Ltd to be held in person and online using Lumi AGM at 10am Thursday, 24 June 2021 and at any adjournment of that meeting.
STEP 2 Items of Business
Postal Voting Form or Proxy Voting Instructions
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 meeting and are NOT appointing a proxy or representative to attend in your place, and you wish to vote by postal vote (email, post, or fax). Do NOT complete this section if you are voting online or appointing a proxy or representative online.
Please note: If you mark the Abstain box for an item, you are directing your proxy or representative not to vote on your behalf and your votes will not be counted in computing the required majority. No persons are restricted from voting on, or acting as a discretionary proxy in relation to, the Resolution below.
The only matter that will be discussed and voted on at the Special Meeting is the Resolution set out below. No motions will be allowed from the floor. A proxy may however vote on amendments to the Resolution proposed at the Special Meeting.
PROXY FOR AGAINST ABSTAIN DISCRETION
Resolution
THAT the Proposed Acquisition, as described in the Explanatory Notes contained in the Notice of Special Meeting, is approved under and for the purposes of NZX Listing Rule 5.1.1(b) and all other purposes.
STEP 3
Signature of Security holder(s) This section must be completed
Security Holder/Sole Director/Director Joint Security Holder/Director
Joint Security Holder
Contact Name
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Contact Daytime Phone
Date
MEETING ID 389-960-751
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VIRTUAL MEETING GUIDE
Remote entry to the Special Meeting will open at 9:30AM NZDST on Thursday, 24 June 2021, with the meeting commencing at 10AM NZDST.
Virtual meetings are accessible on both desktop and mobile devices. In order to participate remotely you will need to visit web.lumiagm.com on your desktop or mobile device. You will need to ensure that your browser is compatible — Lumi AGM supports the latest versions of Chrome, Safari, Internet Explorer, Edge and Firefox.
If you have any questions, or need assistance with the online process, please contact Computershare on +64 9 488 8777 between 8.30am and 5.00pm Monday to Friday (New Zealand time).
VOTING AT A GLANCE
STEP 1
STEP 2
STEP 3
Open Lumi AGM and enter the Meeting ID shown in top right corner
Enter your username and password (CSN/Holder Number and postcode)
When the poll is opened, click and select your desired voting direction
LOGGING IN
To log in, you must have the following information (which can be found on your Shareholder’s Voting and Proxy Form) or you can log in as a guest if you are not a shareholder in New Zealand Oil & Gas Limited. Please note, if you have logged in as a guest you will not be able to ask any questions or vote.
NEW ZEALAND RESIDENTS
Username (CSN or Holder number) and password (postcode).
OVERSEAS RESIDENTS
Username (CSN or Holder Number) and password (three-character ISO3 country code) e.g. AUS is the ISO3 code for Australia.
You can find a full list at www.computershare.com/iso3
APPOINTED PROXIES
A username and password will be provided prior to the meeting.
If you have not received your username and password, please contact Computershare on +64 9 488 8777 between 8.30am—5.00pm Monday to Friday (New Zealand time).
USING LUMI AGM
ACCESSING THE VIRTUAL MEETING
Once you have entered web.lumiagm.com into your internet browser, you’ll be prompted to enter the Meeting ID and accept the terms and conditions.
You will then be required to enter your:
username (CSN or Holder number);
password (postcode, or country code for overseas residents)
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VOTING IN LUMI AGM
Once the poll has been opened,
[will appear on the navigation bar at ] the bottom of the screen—from here, the resolution and voting choices will be displayed.
To vote, simply select your voting direction from the options shown on screen. To change your vote, simply select another direction—you can cancel your vote by clicking ‘Cancel’.
NAVIGATING LUMI AGM
NAVIGATING LUMI AGM - DESKTOP
When successfully authenticated, the info screen will display.
When successfully authenticated, the info screen will display.
You can view meeting information, ask questions and watch the webcast.
You can view meeting information, ask questions and watch the webcast.
If you would like to watch the webcast, press the broadcast icon at the bottom of the screen.
If you would like to watch the webcast, press the button to start the webcast.
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ASKING QUESTIONS
WATCHING THE WEBCAST
Any shareholder or appointed proxy/ representative attending the meeting is eligible to ask questions. If you would like to ask a question, select then type and submit your question. It will be sent to the board for an answer.
To watch the webcast, click the black broadcast bar on screen and push the button to start the webcast.
The video and/or slides will appear shortly after (dependent on the speed of your internet connection).
Please note that not all questions may be able to be answered during the meeting. In this case, questions will be followed up by email after the meeting.
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