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Third Age Health Services Limited Proxy Solicitation & Information Statement 2022

Jul 1, 2022

66279_rns_2022-07-01_ddcd8401-a2db-484b-8724-0d47bdfbf469.pdf

Proxy Solicitation & Information Statement

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LODGE YOUR PROXY

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Online: https://investorcentre.linkmarketservices.co.nz/voting/TAH Scan & email: [email protected] Mail: Use the enclosed reply paid Deliver: envelope or address to: Link Market Services Link Market Services Limited Level 30, PwC Tower, PO Box 91976 15 Customs Street West, Auckland 1010 Auckland 1142

Scan this QR code with your smartphone and vote online

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General Enquiries

+64 9 375 5998 | [email protected]

PROXY FORM FOR THIRD AGE HEALTH SERVICES LIMITED’S ANNUAL SHAREHOLDERS MEETING

The Annual Meeting of Shareholders of Third Age Health Services Limited ( Third Age Health ) will be held and online, using the Company’s share registrar’s virtual meeting platform at www.virtualmeeting.co.nz/tah22 on Tuesday, 19 July 2022, at 4pm. Shareholders who attend online will require your CSN/Holder Number for verification purposes.

If you do not plan to attend the meeting online but wish to appoint a proxy you can do so online by going to https://investorcentre.linkmarketservices.co.nz/voting/TAH or by scanning the QR code above with your smartphone. You will require your CSN/Holder number and FIN to securely access the website. A corporation may appoint a person to attend and vote virtually at the meeting as its representative in the same manner as that in which it could appoint a proxy.

Alternatively, please complete the reverse of this form and return the form intact to Link Market Services by no later than 4pm (New Zealand time) Sunday, 17 July 2022. You can still attend the meeting virtually if you appoint a proxy but you will not be able to vote on the resolutions.

Appointment of proxy

The Chairman of the meeting is willing to act as a proxy for any shareholder who wishes to appoint him. To appoint the Chairman of the meeting as your proxy, simply tick the box allocated next to “The Chairman of the meeting”, or to appoint another person as your proxy write the full name of such other person (as applicable) in the space allocated on this proxy form. The Chairman will vote according to your instructions. If the Chairman is not instructed how to vote, he will vote in favour of all resolutions. Your proxy need not also be a shareholder. If, in appointing a proxy, you do not name a person as your proxy but otherwise complete this proxy form in full, it will be deemed to be a postal vote.

Voting of your holding

Direct your proxy how to vote by making the appropriate election in respect of each resolution. If you do not tick any box for a particular resolution, then the proxy will vote or abstain from voting as he or she sees fit. If you make more than one election in respect of a resolution your vote will be invalid on that resolution. If you tick the ‘Discretion’ box for a particular resolution, you are directing your proxy to decide how to vote on that resolution on your behalf. If you tick the ‘Abstain’ box for a particular resolution, you are directing your proxy not to vote on that resolution. If a proxy does not vote on your behalf on a resolution, your votes will not be counted when calculating the majority of that resolution. A person appointed as a proxy will not be able to vote on amendments or resolutions from the floor of meeting unless the 'Discretion' box has been ticked.

Postal Vote

As a shareholder entitled to vote at the Annual Shareholders’ Meeting, you are entitled to vote by postal vote. You can cast your postal vote online or by one of the other methods listed above. If you return your postal vote without indicating how you wish to vote, or your indication on how to vote is unclear, on any resolution, you will be deemed to have abstained from voting on that resolution. If you complete the postal vote section and also appoint a proxy, then your postal vote will be cast and your proxy appointment will not be counted, but your proxy may still attend the meeting on your behalf. If this form is returned duly signed by a shareholder with voting instructions completed but without indicating that it is a postal vote or proxy has been appointed, it will be deemed to be a postal vote.

Signing instructions for proxy forms

Individual - where the holding is in one name, the shareholder must sign this proxy form.

Joint Holding - where the holding is in more than one name, this proxy form may be signed by, or on behalf of, the joint shareholders (or their duly authorised attorney).

Power of Attorney - if this proxy form has been signed under a power of attorney, a copy of the power of attorney under which it was signed (if not previously provided to the Registrar), and a signed certificate of non-revocation of the power of attorney must accompany this proxy form. Corporate Shareholder - this proxy form must be signed on behalf of the company by a duly authorised person acting with the company’s express or implied authority or executed under the common seal of the corporate shareholder (if it has one).

POSTAL VOTE / PROXY FORM

STEP 1: CHOOSE TO VOTE BY POSTAL VOTE OR APPOINT A PROXY TO VOTE ON YOUR BEHALF

POSTAL VOTING

I wish to vote by postal vote (please tick the box).

My voting intention is indicated in the resolution section below.

APPOINT A PROXY TO VOTE ON YOUR BEHALF

I/We being a shareholder/s of Third Age Health Services Limited hereby appoint*:

The Chairman of the meeting (tick)

Or ________________________________________________________of ____________________________________________________ (Full Name) (Email Address)

As my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, the proxy may vote as he/she sees fit, to the extent permitted by law) at the annual meeting of shareholders of Third Age Health Services Limited to be held on Tuesday, 19 July 2022, at 4pm and at any adjournment of that meeting.

  • If your named proxy does not attend the meeting, the Chairman of the meeting will act as your proxy and may only on vote in accordance with your express direction.

STEP 2: ITEMS OF BUSINESS – PROXY VOTING INSTRUCTIONS

Complete this part if you want to direct your proxy as to how the proxy should vote.

Please note: For each resolution you must tick one box. If you mark the abstain box for a resolution, you are directing your proxy not to vote on your behalf and your votes will not be counted in computing the required majority for that resolution.

VOTING INSTRUCTIONS

To consider and, if thought fit, pass the following ordinary resolutions:

Tick () in box to vote in box to vote in box to vote
For Against Abstain Discretion
a. That John Samuel Ronny Fernandes, who retires at the annual meeting and is eligible forre-election, be re-elected as a director of Third Age Health.
b. That Norah Kathleen Barlow, who retires at the annual meeting and is eligible for re-election, be re-elected as a director of Third Age Health.
c That the non-executive directors fee pool be set at $180,000 with effect from 1 July 2022.
d. That the directors be authorised to fix the auditor's fees and expenses for the coming year.

The proxy is appointed only in respect of the above meeting or any adjournment thereof.

STEP 3: SHAREHOLDER QUESTIONS

Shareholders present at the annual meeting online will have the opportunity to ask questions during the annual meeting. If you cannot attend the annual meeting but would like to ask a question, you can submit a question online by going to https://investorcentre.linkmarketservices.co.nz/voting/TAH and completing the online validation process or by completing the question section below and returning it to Link Market Services. Shareholder questions will need to be submitted no later than 4pm, Sunday, 17 July 2022.

Questions:

STEP 4: 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 ____________ Electronic Investor Communications: If you received the Notice of Meeting and this proxy form by mail and wish to receive your future investor communications by email please provide your email address below.