Solution Dynamics Limited — Regulatory Filings 2021

Oct 8, 2021

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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

Proxy/Voting Form

www.investorvote.co.nz

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

Smartphone?

Scan the QR code to vote now.

Your secure access information

Control Number: CSN/Shareholder Number: PLEASE NOTE: You will need your CSN/Shareholder Number and postcode or country of residence (if outside New Zealand) to securely access InvestorVote and then follow the prompts to appoint your proxy and exercise your vote online.

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For your proxy to be effective it must be received by 10.30am on Monday 25 October 2021.

VIRTUAL MEETING

• Given the uncertainty around the COVID 19 environment, the Annual Meeting will be held online only. All shareholders will have the opportunity to attend and participate in the Annual Meeting online via an internet connection (using a computer, laptop, tablet or smartphone). The virtual meeting will be accessible on both desktop and mobile devices. Please refer to the Virtual Meeting Guide 2021 that accompanies this Proxy/Voting Form.

How to Vote on Items of Business

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

Appointment of Proxy

All shareholders of the Company entitled to attend and vote at the virtual meeting are entitled to appoint a proxy to attend and vote for them instead. A proxy need not be a shareholder of the company. If you wish to appoint a director, as your proxy, the Company’s Chairman (John McMahon) is willing to act on your behalf. To do this, enter ‘the chairman’ or the name of your proxy in the space allocated in ‘Step 1’ of this form. If the chairman is appointed as proxy and the voting is left to his discretion, the chairman intends to vote in favour of each of Resolutions 1, 2 and 3.

Voting on your holding

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 mark more than one box on an item your vote will be invalid on that item. The only persons entitled to exercise votes at the meeting will be those who are registered as shareholders at 10.30am on Monday 25 October 2021, and only the shares registered in those shareholders’ names at that time will carry a right to vote at the meeting. This does not limit the right of eligible shareholders to appoint a proxy (or, if they are a company, a corporate representative).

Attending the Meeting Virtually

Signing Instructions for Postal Forms

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 should sign.

Power of Attorney

If this Proxy Form has been signed under a power of attorney, a copy of the power of attorney (unless already deposited with the Company) and a signed certificate of non-revocation of the power of attorney must be produced to the Company with this Proxy Form.

Companies

This form should be signed by a director jointly with another director, or a sole director can also sign alone. Please sign in the appropriate place and indicate the office held.

Comments & Questions

If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form or alternatively you may send your questions via email to the Company Secretary chrisve@solutiondynamics.com. Please also include your name and shareholder number.

If you propose to attend the meeting, please read the enclosed Virtual Meeting Guide prior to the meeting. You can participate in the meeting virtually through the Computershare Meeting Platform https://meetnow.global/NZ. You will be able to view presentations, ask questions and cast your vote from your own computer, mobile or similar device. For any assistance with the online process, you may contact Computershare on +64 9 488 8777 between 8.30am-5.00pm Monday to Friday.

Turn over to complete the form to vote

STEP 1 Appoint a Proxy to Vote on Your Behalf

Proxy/Voting Form

I/We being a shareholder/s of Solution Dynamics Ltd

hereby appoint of

or failing him/her

of

as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the Annual General Meeting of Solution Dynamics Ltd to be held virtually on Wednesday 27 October 2021 at 10.30am or at any adjournment of that meeting.

STEP 2

Items of Business - Voting Instructions/Ballot Paper

Please note: In the event I/we have not expressed any intention or the intention is unclear (in my/our proxy’s sole opinion),my/our proxy will vote as they see fit.

Ordinary Resolutions

1.	That the board be authorised to fix the remuneration of Grant Thornton as the Company’s auditors.
	See Explanatory Note 2.
2.	To re-elect Mr Julian Beavis who is retiring by rotation as required by Listing Rule 2.7.1 of the NZX
	Listing Rules and in accordance with the Company’s constitution, and being eligible, offers himself
	for re-election as a director. See Explanatory Note 1.
3.	To re-elect Mr Andy Preece who for continuity purposes is retiring in advance of the NZX Listing
	Rules rotation requirements, and being eligible, offers himself for re-election as a director. See
	Explanatory Note 1.

		Proxy
For	Against	Discretion	Abstain

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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):

Signature of Shareholder(s)This section must be completed. SIGN
or Sole Director/Director Shareholder 1 Shareholder 2 Contact Name Contact Daytime Telephone or Director (if more than one)	Shareholder 3 Date

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