Seeka Limited — Proxy Solicitation & Information Statement 2021

Mar 30, 2021

==> picture [103 x 68] intentionally omitted <==

==> picture [44 x 267] intentionally omitted <==

LODGE YOUR PROXY

Online: https://investorcentre.linkmarketservices.co.nz/voting/SEK Scan & email: meetings@linkmarketservices.co.nz Mail: Fax: +64 9 375 5990 Use the previously supplied Deliver: envelope or address to : Link Market Services Link Market Services Limited Level 11, Deloitte Centre, PO Box 91976 80 Queen Street, Auckland 1010 Auckland 1142

==> picture [83 x 84] intentionally omitted <==

Scan this QR code with your smartphone and vote online

General Enquiries +64 9 375 5998 enquiries@linkmarketservices.co.nz

PROXY FORM/ADMISSION CARD FOR SEEKA LIMITED 2021 ANNUAL SHAREHOLDERS MEETING

Seeka Limited’s 2021 Annual Shareholders Meeting will be held on Friday 16 April 2021 commencing at 2:30pm . Shareholders can attend the meeting venue at Seeka360 , 34 Young Road, Paengaroa 3189, New Zealand, or attend online at www.virtualmeeting.co.nz/sek21.

If it is impracticable to hold a physical meeting due to Government restrictions on gatherings, the meeting will proceed online and you will only be able to attend via the virtual meeting portal www.virtualmeeting.co.nz/sek21. Any cancellation of the physical meeting will be posted on Seeka’s website www.seeka.co.nz/investors, and where possible shareholder will be notified by email. See below for details on attending the online meeting.

If you are not attending the Meeting but wish to be represented by proxy, please complete and return this form (in accordance with the lodgement instructions above) to Seeka’s share registry, Link Market Services, by no later than 2:30pm, 14 April 2021. You can also lodge your proxy and vote on the resolutions on the reverse of this form online by going to https://investorcentre.linkmarketservices.co.nz/voting/SEK or by scanning the QR code above with your smartphone.

Appointment of proxy

A shareholder entitled to attend and vote is entitled to appoint a proxy or, in the case of a corporate shareholder, a representative to attend and vote on that shareholders’ behalf. A proxy or representative need not also be a shareholder. The Chair of the meeting is willing to act as proxy for any shareholder who wishes to appoint him for that purpose. If you do not name a person as your proxy but have indicated on this form how you wish to vote, the Chair of the Meeting will vote in accordance with your express instructions. If you appoint the Chair of the Meeting as your proxy and do not direct the Chair how to vote in the proxy form, the Chair will vote discretionary proxies in favour of Resolutions 1, 2, 4 and 5. In accordance with NZX Listing Rule 6.3.1, any director and any person who is an Associated Person (as that term is defined in the NZX Listing Rules) of a director may not vote on Resolution 3. If you appoint any such person as your proxy, including the Chair, that person will only be able to vote on Resolution 3 in accordance with your express instructions, as set out in your proxy form.

Voting of your holding

If you appoint a proxy you must either direct the proxy how to vote by ticking the “For”, “Against” or “Abstain” box in respect of each resolution OR by ticking the “Proxy Discretion” box in respect of each resolution. A shareholder can direct the proxy holder in respect of one or more resolutions and give the proxy holder discretion in respect of other resolutions. If you tick the “Proxy Discretion” box for a particular resolution, your proxy will, subject to the restriction noted above regarding Resolution 3, decide how to vote that resolution. If you return this form without directing the proxy how to vote on any particular matter, the proxy may, subject to the restriction noted above regarding Resolution 3, vote as he/she thinks fit or abstain from voting. All resolutions are ordinary resolutions and must be passed by a simple majority of the votes of those Shareholders entitled to vote and voting on the resolutions.

Attending the online meeting

Seeka’s Annual Shareholders Meeting will be cast online on Friday 16 April 2021 commencing at 2.30pm. To participate at the online meeting, use the following link to Seeka’s share registrar’s virtual meeting platform www.virtualmeeting.co.nz/sek21. You will require your common shareholder number (CSN) / Holder number for verification purposes.

Your CSN / Holder number is

A corporation may appoint a person to attend and vote at the Meeting online as its representative in the same manner as that in which it could appoint a proxy. That person need not also be a shareholder.

Signing instructions for proxy forms

Individual

Where the holding is in one name, the shareholder must sign the Proxy Form.

Joint Holding

This Proxy Form may be signed by either, or on behalf of, the joint shareholders (or their duly authorised attorney). If the shareholder is a company, this Proxy Form must be signed on behalf of the company by a person acting under the company’s express or implied authority.

Power of Attorney

If this Proxy Form has been signed under a power of attorney (“POA”), a copy of the POA (unless already noted by the company or its registry) and a signed certificate of non-revocation of the POA must be produced to the company with this form.

PROXY/CORPORATE REPRESENTATIVE FORM

STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF

Note: If you wish, you may appoint the Chair of the Meeting as your proxy. To do this, enter “the Chair” in the space allocated below.

I/We being a shareholder/s of Seeka Limited:

hereby appoint ______________________________________________of ____________________________________________________ (Full Name) (Full Address) Or failing that person__________________________________________of ____________________________________________________ (Full Name) (Full Address)

as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of Seeka Limited to be held on Friday 16 April 2021 at 2:30pm at Seeka360, 34 Young Road, Paengaroa 3189, New Zealand, or online at www.virtualmeeting.co.nz/sek21 and at any adjournment of that meeting.

STEP 2: ITEMS OF BUSINESS – PROXY VOTING INSTRUCTIONS

Complete this part if you have appointed a proxy above and you want to direct the proxy as to how the proxy should vote.

Please note: For each resolution you must tick one box.

Voting Instructions

This form is to be used to vote on the following resolutions:

			Tick () in box to vote	Tick () in box to vote
Ordinary Resolutions		For	Against	Abstain	Discretion
1.	To re-elect Peter Ratahi Cross as a Director.				
2.	To re-elect Ashley Waugh as a Director.				
3.	That the pool of funds available for the remuneration of directors be increased byan amount of $80,000 per annum, from a maximum of $450,000 per annum to a				
	maximum of $530,000 in each financial year payable to all directors taken
	together, effective 1 January 2021.
4.	To record the re-appointment of PwC (PricewaterhouseCoopers) as auditor of theCompany, and to authorise the Directors to fix the remuneration and expenses of				
	the auditor for the coming year.
5.	That Seeka issue up to 7,042,574 new fully paid ordinary shares of Seeka, at theissue price, and for the consideration, described in the explanatory note pursuant				
	to the Amalgamation Proposal described in the explanatory note and
	accompanying the Notice of Meeting.

and to vote on any resolutions to amend any of the resolutions, on any resolution so amended, and on any other resolution proposed at the meeting (or any adjournment thereof). Unless otherwise instructed as above, the proxy may, subject to the restriction in the Notice of Meeting regarding Resolution 3, vote as he/she thinks fit or abstain from voting on each such resolution. The proxy is appointed only in respect of the above meeting or any adjournment thereof. Please refer to the Notice of Meeting for the Annual Meeting for the explanatory notes to the resolutions.

STEP 3: SIGN: SIGNATURE OF SHAREHOLDER(S) This section must be completed

Shareholder 1 Shareholder 2 Shareholder 3 or duly authorised officer or attorney or duly authorised officer or attorney or duly authorised officer or attorney

Contact Name __________________________________________Contact Daytime Telephone _____________________ Date ____________

IMPORTANT NOTICE

Electronic Investor Communications: If you received the Notice of Meeting and Proxy Form by mail and wish to receive your future investor communications by email please provide your email address below.