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WasteCo Group Limited Proxy Solicitation & Information Statement 2025

Sep 11, 2025

66301_rns_2025-09-11_e1ed1c51-ab6e-4824-9fd3-2a502eb81f0e.pdf

Proxy Solicitation & Information Statement

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LODGE YOUR PROXY

Online: https://nz.investorcentre.mpms.mufg.com/voting/WCO

Scan & email: Scan this QR code with [email protected] your smartphone and vote online Deliver in person: MUFG Pension & Market Services Level 30, PwC Tower, 15 Customs Street West, Auckland 1010

Mail:

MUFG Pension & Market Services PO Box 91976 Auckland 1142

General Enquiries

+64 9 375 5998 | [email protected]

PROXY FORM FOR THE 2025 ANNUAL SHAREHOLDERS' MEETING

The Annual Shareholders' Meeting ( Annual Meeting ) of WasteCo Group Limited ( WasteCo ) will be held on Friday 26 September 2025 at 1pm at PwC Centre, Level 3, 60 Cashel Street, Christchurch Central City, Christchurch.

If you propose NOT to attend the Annual Meeting physically but wish to vote by appointing a proxy please complete and return this form (please keep it intact) to MUFG Pension & Market Services no later than 1pm on Wednesday 24 September 2025 (being 48 hours before the commencement of the Annual Meeting). Please read the instructions overleaf before completing this form.

APPOINTMENT OF PROXY

A shareholder entitled to attend and vote at the Annual Meeting is entitled to appoint a proxy or, in the case of a corporate shareholder, a representative to attend and vote on behalf of them and that proxy or representative need not also be a shareholder of WasteCo. A proxy appointment may be completed in accordance of one of the methods listed above. 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 to your express instructions only. A proxy is able to vote on motions from the floor and/or any resolutions put before the meeting to amend the resolutions stated in this form.

ATTENDING THE MEETING

If you propose to attend the Annual Meeting without appointing a proxy, please still bring this Proxy Form intact to the Annual Meeting, as the barcode is required for registration at it.

SIGNING INSTRUCTIONS FOR PROXY FORMS

Individual

This Proxy Form must be signed by the shareholder or his/ her/ its attorney duly authorised in writing.

Joint holding

Appointing the Chair of the Meeting or a Director as your proxy

If you wish, you may appoint the Chair of the Meeting, any of the Directors or the Chief Executive Officer as your proxy. To do so, please write their position in the box marked “full name of proxy” e.g. “Chair of Meeting”. If given discretion, they will vote in favour of the resolutions. If you return this form without directing the proxy how to vote on any particular resolution, you will be deemed to have given your proxy discretion as to whether and how to vote on that resolution, unless specifically restricted from voting.

This Proxy Form may be signed by, or on behalf of, either of the joint shareholders (or their duly authorised attorney).

Power of Attorney

If this Proxy Form is signed under a power of attorney, a copy of the power of attorney and a signed certificate of non-revocation of the power of the attorney, under which it is signed, must be produced to WasteCo with this Proxy Form (but cannot be done online).

Company

This Proxy Form must be signed by a Director or a duly authorised Officer acting under the express or implied authority of the shareholder, or an attorney duly authorised by the shareholder

Turn over to complete the Proxy Form

PROXY FORM

STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF

I/We being a shareholder of WasteCo Group Limited

Hereby appoint ____________________________________ of ________________________________________

(e-mail address)

or failing him/her ____________________________________ of ________________________________________

(e-mail address)

as my/our proxy to vote for me/us on my/our behalf at the Annual Shareholders' Meeting of WasteCo Group Limited to be held at PwC Centre, Level 3, 60 Cashel Street, Christchurch Central City, Christchurch at 1pm on Friday 26 September 2025, and at any adjournment of that meeting. Please indicate with a tick in the appropriate boxes below how you wish your proxy to vote. If you wish, you may appoint as your proxy the Chair of the Meeting, any other Director or the Chief Executive Officer.

STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS

ORDINARY RESOLUTIONS

Tick () in box to vote Tick () in box to vote
For Against Proxy Abstain
Discretion
  1. To record the re-appointment of Deloitte as auditor of the Company and to authorise the Directors to fix the auditors’ remuneration for the ensuing year.

  2. That Shane Edmond, who retires by rotation pursuant to NZX Listing Rule 2.7.1 and has offered himself for re-election, be re-elected as a Director of the Company.

  3. That Simon Herbert, who was appointed by the Board since the Company’s last annual meeting and retires pursuant to NZX Listing Rule 2.7.1 and, being eligible, has offered himself for election, be elected as a Director of the Company.

  4. That Sean Joyce, who was appointed by the Board since the Company’s last annual meeting and retires pursuant to NZX Listing Rule 2.7.1 and, being eligible, has offered himself for election, be elected as a Director of the Company.

  5. That Sara Lunam, who was appointed by the Board since the Company’s last annual meeting and retires pursuant to NZX Listing Rule 2.7.1 and, being eligible, has offered herself for election, be elected as a Director of the Company.

  6. That James Redmayne, who retires by rotation pursuant to NZX Listing Rule 2.7.1 and has offered himself for re-election, be re-elected as a Director of the Company.

STEP 3: SHAREHOLDER QUESTIONS

Shareholders present at the Annual Shareholders' Meeting physically will have the opportunity to ask questions during the meeting. Questions will need to be submitted by 1pm on Wednesday 24 September 2025. The Board will address and answer questions at the Annual Meeting.

Question:

**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 Proxy Form by mail and wish to receive your future investor communications by email please provide your email address below.

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