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Third Age Health Services Limited — Proxy Solicitation & Information Statement 2024
Jul 26, 2024
66279_rns_2024-07-26_2e9df509-097b-4ae4-b136-856695a380ef.pdf
Proxy Solicitation & Information Statement
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LODGE YOUR PROXY
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Online: https://investorcentre.linkgroup.nz/voting/TAH Scan & email: [email protected] Mail: Use the enclosed reply paid Deliver: envelope or address to: MUFG Corporate Markets MUFG Corporate Markets 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 in person at ANZ Pavilions Suite, Ground Floor, 23 Albert Street, Auckland, on Friday, 23 August 2024, at 1:00pm. Shareholders wishing to attend the annual meeting should arrive at 23 Albert Street at the appointed time and should bring their proxy voting form with their shareholder number for verification purposes.
If you do not plan to attend the meeting in person but wish to appoint a proxy you can do so online by going to https://investorcentre.linkgroup.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 MUFG Corporate Markets (formerly Link Market Services) by no later than 1:00pm (New Zealand time) on Thursday, 22 August 2024. You can still attend the meeting if you appoint a proxy but you will invalidate the proxy appointment and must vote on the resolutions yourself.
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 write “The Chairman of the meeting”, or 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 at his discretion. 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, or if you do not provide any directions on how to vote on a 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*:
________of __________ (Full Name) (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, or if the 'Discretion' box has been ticked, 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 Friday, 23 August 2024, at 1:00pm 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. If discretion is selected and no proxy in attendance the Chairman will vote in line with the Board recommendation.
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 Bevan John Walsh, who retires at the annual meeting and is eligible for re-election, be re-elected as a director of Third Age Health. |
| | | | |
| B. | That Wayne Geoffrey Williams, who retires at the annual meeting and is eligible for re- election, be re-elected as a director of Third Age Health. |
| | | | |
| C. | That Steffan Crausaz, who retires at the annual meeting and is eligible for re-election, be re-elected as a director of Third Age Health. |
| | | | |
| 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 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.linkgroup.nz/voting/TAH and completing the online validation process or by completing the question section below and returning it to MUFG Corporate Markets (formerly Link Market Services). Shareholder questions will need to be submitted no later than 1:00pm, Thursday, 22 August 2024.
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.