Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

ZICOM GROUP LIMITED AGM Information 2021

Oct 28, 2021

66117_rns_2021-10-28_dffc6625-7cf1-4a57-87b2-1f7885dffabc.pdf

AGM Information

Open in viewer

Opens in your device viewer

==> picture [60 x 15] intentionally omitted <==

==> picture [60 x 15] intentionally omitted <==

==> picture [60 x 15] intentionally omitted <==

ABN 62 009 816 871 Zicom Group Limited

38 Goodman Place, Murarrie, Queensland 4172 • Tel: (07) 3908 6088 • Fax: (07) 3390 6898

29 October 2021

Company Announcements Office Australian Securities Exchange Level 6, 20 Bridge Street Sydney, NSW, 2000

Notice of Annual General Meeting 2021

The Company is pleased to enclose a copy of the following documents in relation to its Annual General Meeting to be held on Tuesday, 30 November 2021 at 11.30am (Brisbane time):

  • a) Letter to Shareholders regarding arrangement for the Annual General Meeting as despatched to shareholders who have not opted for electronic communication.

  • b) Notice of Annual General Meeting

  • c) Sample Proxy Form

  • d) Virtual Meeting Online Guide

This Announcement has been authorised for release by the Joint Company Secretary, Ms Jenny Lim.

38 Goodman Place, Murarrie, Queensland 4172 • Tel: (07) 3908 6088 • Fax: (07) 3390 6898

==> picture [39 x 10] intentionally omitted <==

==> picture [39 x 10] intentionally omitted <==

==> picture [39 x 10] intentionally omitted <==

ABN 62 009 816 871 Zicom Group Limited

29 October 2021

Dear Shareholder,

2021 Annual General Meeting

On behalf of the Directors of Zicom Group Limited (“ZGL”), I am pleased to invite you to attend ZGL’s 2021 Annual General Meeting (“AGM”) which will be held at 11.30am (Brisbane time) on Tuesday, 30 November 2021 .

In the light of ongoing uncertainty, restrictions on travel and potential health risks associated with gatherings and with the safety of our shareholders and staff as our top priority, Zicom Group Limited will again host this year’s AGM virtually.

Whilst we look forward to the time when we can engage again in person, please know that your Board continues to remain accessible to you. The virtual AGM allows shareholders to participate from anywhere on their chosen device, to watch, vote and ask questions at the AGM. To attend and participate, enter https://meetings.linkgroup.com/ZGL21 into a web browser on your computer or mobile device and provide your details (including SRN/HIN and postcode) to be verified as a shareholder.

We recommend that shareholders and proxyholders log in to the online portal at least 15 minutes prior to the scheduled start time for the Meeting.

Further information on how to log in to and participate in the Meeting is set out in the Virtual Meeting Online Guide which is available on our website (www.zicomgroup.com) and the ASX Market Announcements Platform.

In accordance with the Treasury Laws Amendment (2021 Measures No. 1) Act 2021, we will not be sending shareholders a hard copy of the Notice of Meeting by post ahead of the AGM. Instead, the Notice of Meeting can be viewed and downloaded from our website (www.zicomgroup.com) and the ASX Market Announcements Platform (ASX code: ZGL).

All resolutions considered at the AGM will be decided on by poll. I encourage you to read the Notice of Meeting Including the Explanatory Memorandum and consider directing your proxy how to vote in each resolution. To lodge your proxy, please follow the directions on your personalised Proxy Form which will be sent to you by email or post depending on your communication preference. I strongly encourage you to complete and return your Proxy Form as early as possible, no later than 11.30am (Brisbane time) on Sunday, 28 November 2021 .

I also urge you to take this opportunity to switch to electronic communications to ensure that you receive information in the fastest, most cost-effective manner while doing our part to reduce the environmental impact. You can do this by contacting our share registry, Link Market Services Limited.

Subject to the abstention noted in the Explanatory Memorandum, the Directors of ZGL unanimously recommend that shareholders vote in favour of all resolutions.

The Board appreciates shareholders’ understanding at this time and looks forward to speaking with shareholders at the AGM.

Yours faithfully Zicom Group Limited

==> picture [36 x 50] intentionally omitted <==

Sim Giok Lak Executive Chairman

ABN 62 009 816 871 Zicom Group Limited

38 Goodman Place, Murarrie, Queensland 4172 • Tel: (07) 3908 6088 • Fax: (07) 3390 6898

Zicom Group Limited

ACN 009 816 871

Notice of Annual General Meeting

NOTICE is given that the Annual General Meeting of Zicom Group Limited ACN 009 816 871 (Company) will be held on Tuesday, 30 November 2021 at 11.30am (Brisbane time) as a virtual meeting, online at https://meetings.linkgroup.com/ZGL21 for the purposes of transacting the business set out in this Notice. Online registrations will commence at 11.15am (Brisbane time).

Ordinary business

Item 1: Financial Statements and Reports

To receive and consider the Financial Statements, Directors’ Report and the Independent Auditor’s Report of the Company and its controlled entities (hereafter known as the Group) for the financial year ended 30 June 2021.

Item 2: Re-election of Directors

Resolution 1 – Re-election of Mr Giok Lak Sim as a Director

To consider, and if thought fit, to pass, the following resolution as an ordinary resolution :

“ That Mr Giok Lak Sim, who retires by rotation in accordance with Clause 13.5 of the Company’s Constitution being eligible, is re-elected as a Director of the Company.”

Resolution 2 – Re-election of Mr Yian Poh Lim as a Director

To consider, and if thought fit, to pass, the following resolution as an ordinary resolution :

  • “ That Mr Yian Poh Lim, who retires by rotation in accordance with Clause 13.5 of the Company’s Constitution being eligible, is re-elected as a Director of the Company.”

Item 3: Remuneration Report

Resolution 3 - Adoption of Remuneration Report

To consider and, if thought fit, to pass the following in accordance with Section 250R(2) of the Corporations Act 2001 as an ordinary resolution :

“ That the Remuneration Report included in the Directors’ Report for the financial year ended 30 June 2021 be and is hereby adopted.”

Notes: (1) The vote on this resolution is advisory only and does not bind the Company or the Directors.

  • (2) If 25% or more of votes that are cast are voted against the adoption of the Remuneration Report at two consecutive AGMs, shareholders will be required to vote at the second of those AGMs on a resolution (a ‘spill resolution’) that another meeting be held within 90 days at which all the Company’s Directors (other than the Managing Director) must stand for re-election.

1

Voting exclusion statement for Resolution 3

Pursuant to Section 250R(4) of the Corporations Act 2001, the Company is required to disregard any votes cast on Resolution 3 by or on behalf of a member of the Key Management Personnel of the Group or a Closely Related Party of such member. However, the Company will not disregard a vote if:

  • (a) the person does so as a proxy appointed in writing that specifies how the proxy is to vote on the resolution; or

  • (b) the voter is the chair of the meeting and, provided that the Chairman is not voting as proxyholder for a member of the Key Management Personnel or their Closely Related Parties, the appointment of the Chair as proxy does not specify the way the proxy is to vote on the resolution and expressly authorises the Chair to exercise the proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel of the Group.

By order of the Board

==> picture [111 x 26] intentionally omitted <==

____ Company Secretary 29 October 2021

2

Notes

Persons entitled to vote

Under regulation 7.11.37 of the Corporations Regulations 2001 , the Directors have determined that the shareholding of each member for the purposes of ascertaining their voting entitlements at the Annual General Meeting (“AGM”) will be as it appears in the Company’s register of members at 12.30pm (Sydney time) on 28 November 2021.

Participate and vote at the Meeting

Due to the continuing developments and uncertainties brought about by the COVID-19 pandemic, the Board of Directors decided that for the health and safety of our shareholders, directors, employees and the broader community and in accordance with the Treasury Laws Amendment (2021 Measures No. 1) Act 2021 (Cth) the Meeting will be held virtually.

The Meeting will be accessible to all Shareholders virtually through an online portal hosted by the Company’s share registry, Link Market Services Limited.

Shareholders and proxyholders can watch, vote and ask questions during the AGM via the online portal at: https://meetings.linkgroup.com/ZGL21. Online registration for the AGM will commence from 11.15am (Brisbane time) on 30 November 2021.

To participate online, you will need access to a computer or mobile / tablet device with internet access.

For Shareholders , when you log in to the online portal, you will need to provide your details (including your Shareholder Reference Number (SRN) or Holder Identification Number (HIN) and postcode) to be verified as a Shareholder. Shareholders with a registered address outside Australia should click “Outside Australia” and select the country of their registered address.

For Proxyholders , when you log in to the online portal, you will need your “Proxy Number” which will be provided to you by Link Market Services by email the day before the AGM.

A detailed guide on how to participate virtually in the Meeting is set out in the Virtual Meeting Online Guide. This guide will be available on Company’s website at www.zicomgroup.com and lodged with ASX.

Live voting online (during the AGM)

You will be able to cast your vote in real time during the Meeting when invited by the Chairman. You will be able to vote for, against or abstain on each item through the online portal.

Ask questions online (during the AGM)

Shareholders and proxyholders will be given opportunity to ask questions in real time, either via the online portal in writing or orally via telephone. To ask a question via telephone, Shareholders will need to contact Link Market Services on +61 1800 990 363 prior to the Meeting to obtain a personalised PIN number. Please refer to Page 5 of the Virtual Meeting Online Guide.

Questions should relate to the operations and management of Zicom Group Limited, the items of business at the AGM or, if addressed to the auditors, the content of the Auditor’s Report and the conduct of the audit.

Questions received via the online portal will be read out to the Meeting by a moderator. Shareholders on the telephone will be able to ask questions directly.

If you plan to ask questions via telephone and wish to vote, you will need to log in to the online portal to vote.

Appointing a proxy

You can appoint a proxy to attend and vote on your behalf as an alternative to attending the Meeting.

You may appoint a proxy either online at www.linkmarketservices.com.au or by completing and submitting a Proxy

Form prior to the Meeting.

A proxy does not need to be a shareholder of the Company. A proxy may be an individual or a company. If you are a Shareholder entitled to cast two or more votes, you may appoint up to two proxies. If you appoint two proxies, you should complete two separate Proxy Forms and specify the percentage or number of votes each proxy is appointed to exercise. If you do not specify a percentage or a number in both forms, each proxy may exercise half of the votes in which case any fraction of votes will be disregarded. You must return both Proxy Forms together. If you need an additional Proxy Form, please contact Link Market Services at +61 1300 554 474.

3

Notes (cont’d)

If you appoint a proxy, you may still attend the virtual meeting. However, your proxy’s right to speak and vote will be suspended while you are present. If you would prefer that this does not occur, consider signing in as a visitor rather than with your shareholder’s details.

Impact of your proxy appointment on your voting instructions

If the Chairman is appointed as your proxy, whether by appointment or default, and you do not direct him how to vote, you are authorising the Chairman to cast your undirected vote on all proposed resolutions.

If you appoint any other member of ZGL’s Key Management Personnel (KMP) or their closely related party as your proxy, they will not be able to vote your proxy on Resolution 3 (Remuneration Report) unless you have directed them how to vote.

Closely Related Party is defined in the Corporations Act 2001 and includes a spouse, dependent and certain other close family members, as well as companies controlled by a KMP.

If you intend to appoint a KMP or their closely related party or the Chairman as your proxy, you are encouraged to direct them how to vote by marking “For”, “Against” or “Abstain” for each of those items of business.

The Chairman’s voting intentions

The Chairman intends to vote all undirected proxies on, and in favour of, all proposed resolutions.

Submitting your Proxy Form

Your completed Proxy Form must be received by no later than 11.30am (Brisbane time) on Sunday, 28 November 2021 . If the Proxy Form is signed under Power of Attorney, an original or a certified copy of any power of attorney under which the form was signed must also be received by this time unless previously provided to Link Market Services.

You can lodge your vote:

  • online on www.linkmarketservices.com.au by following the instructions. You will need your Shareholder Reference Number (SRN) or Holder Identification Number (HIN), which is set out on the enclosed Proxy Form or

  • by completing the enclosed Proxy Form and

  • posting it to Link Market Services Limited at Locked Bag A14, Sydney South NSW 1235 Australia

  • faxing it to + 61 2 9287 0309

  • hand delivering it to Link Market Services Limited at Level 12, 680 George Street, Sydney NSW 2000

Necessary information

Information relevant to each resolution is set out in the attached Explanatory Memorandum which form part of this Notice to Shareholders.

4

Zicom Group Limited

ACN 009 816 871

Explanatory Memorandum to Notice of Annual General Meeting

This explanatory memorandum has been prepared to assist members with their consideration of the resolutions to be put to the Annual General Meeting to be held on 30 November 2021. These explanatory notes should be read with, and form part of, the accompanying Notice of Annual General Meeting.

Ordinary Business

Item 1: Financial Statements and Reports

Section 317(1) of the Corporations Act 2001 requires a public company to lay before its annual general meeting the consolidated Financial Report, the Directors’ Report and the Auditor’s Report for the Company and its controlled entities for the financial year that ended just before the annual general meeting. Shareholders are invited to consider these reports and seek explanation, if required, from the Directors and the Auditor when this item is being considered.

No resolution is required to be moved in respect of this item.

Item 2: Re-election of Directors

Background

ASX Listing Rule 14.4 and Clause 13.5 of the Company’s Constitution require the Company to hold an election of directors at each annual general meeting.

ASX Listing Rule 14.4 stipulates that a director of an entity (other than the managing director) must not hold office (without re-election) past the third annual general meeting following the director’s appointment or 3 years, whichever is longer. Clause 13.5 of the Company’s Constitution requires one-third of the directors (excluding the managing director) to retire at each annual general meeting. If their number is not three or a multiple of three, then the number nearest but not exceeding one-third shall retire from office by rotation. Any director who retires in accordance with Clause 13.5 is eligible for re-election at the annual general meeting.

There are six Directors who are subject to the rotation provisions, namely Messrs Y P Lim, G L Sim, Jenny Lim, Renny Yeo, S J Douglas and Dr Dean Tai. Two of these Directors must retire and the longest serving Directors are Messrs G L Sim and Y P Lim.

Mr Giok Lak Sim

Mr Giok Lak Sim is the founder of Zicom Group Limited. He was appointed to the Board on 5 April 1995 and had served as Zicom Group Limited’s Group Managing Director and Chairman from 2006 till 31 December 2018. Thereafter, he remains as the Executive Chairman of Zicom Group Limited and all its subsidiaries. He is a major shareholder through his interest in his family company, SNS Holdings Pte. Ltd.

Mr G L Sim has significant broad-based experience, possesses strong business acumen and deep industry knowledge. He is experienced in public accounting, corporate development, strategic management as well as international trade.

Mr G L Sim offers himself for re-election and, being eligible, seeks re-election as a Director of the Company.

The Directors (with Mr G L Sim abstaining) recommend that you vote in favour of this resolution.

Mr Yian Poh Lim

Mr Yian Poh Lim is the Chairman of the Board’s Nomination & Remuneration Committee and a member of the Board’s Audit Committee. He brings with him more than 20 years of experience in the banking and finance industry, having held senior positions in major international banks including Citibank, BNP Paribas and Arab Banking Corporation. Mr Lim possesses an extensive network of contacts both in Singapore and the region. In 1993, he left as General Manager of Arab Banking Corporation to set up Yian Poh Associates, a financial consultancy and investment firm. He sits on the boards of various companies listed on the Singapore Exchange as independent director, namely, TTJ Holdings Limited, Casa Holdings Limited and ECON Healthcare (Asia) Limited. Since 2000, he has been an Honorary Commercial Advisor to The Administrative Committee of Jiaxing Economic Development Zone, China and an Expert Consultant to Suzhou Vocational University, China. Mr Lim obtained his Bachelor of Science degree from Nanyang University, Singapore in 1969 and his Master of Science degree from the University of Hull, England in 1972.

5

Item 2: Re-election of Directors (cont’d)

If re-elected to the Board, Mr Lim will be reappointed to chair the Nomination & Remuneration Committee.

The Directors (with Mr Y P Lim abstaining) recommend that you vote in favour of this resolution.

Item 3: Remuneration Report

Section 250R(2) of the Corporations Act 2001 requires that a resolution be put to the shareholders that the remuneration report be adopted at the annual general meeting (“AGM”) of a listed company. A reasonable opportunity will be provided for discussion of the Remuneration Report at the Meeting. The vote on this resolution is advisory only and does not bind the Directors or the Company. The Remuneration Report which sets out the remuneration arrangements for the Directors and senior management of the Group is part of the Directors’ Report contained in the 2021 Annual Report of the Company for the financial year ended 30 June 2021.

The Corporations Act stipulates that if 25% or more of the votes cast are against the adoption of the remuneration report at two consecutive AGMs, shareholders will be required to vote at the second of those AGMs on a resolution (a ‘spill resolution’) that another meeting be held within 90 days at which all the company’s directors other than the managing director stand for re-election.

At the Company’s 2020 AGM, less than 25% of the votes cast were against the adoption of the Remuneration Report. Accordingly, the Spill Resolution is not relevant for this AGM.

Voting Exclusion

Please note that a voting exclusion applies to Resolution 3 as set out in the Notice of Meeting. In particular, Key Management Personnel whose remuneration details are included in the Remuneration Report may not cast a vote as proxy, unless the appointment gives a direction on how to vote or the proxy is given to the Chair and expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of the Key Management Personnel. The Chair intends to vote all available proxies in favour of this Resolution.

6

Zicom Group Limited

ABN 62 009 816 871

==> picture [63 x 46] intentionally omitted <==

LODGE YOUR VOTE

ONLINEwww.linkmarketservices.com.au BY MAIL  Zicom Group Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia  BY FAX +61 2 9287 0309

BY HAND Link Market Services Limited Level 12, 680 George Street, Sydney NSW 2000  ALL ENQUIRIES TO Telephone: +61 1300 554 474

==> picture [164 x 31] intentionally omitted <==

----- Start of picture text -----

X99999999999
----- End of picture text -----

==> picture [76 x 9] intentionally omitted <==

----- Start of picture text -----

X99999999999
----- End of picture text -----

PROXY FORM

I/We being a member(s) of Zicom Group Limited and entitled to attend and vote hereby appoint:

APPOINT A PROXY

the Chairman of the Meeting (mark box)

OR if you are NOT appointing the Chairman of the Meeting as your Name proxy, please write the name and email of the person or body corporate you are appointing as your proxy (an email will be sent to your appointed proxy with details on how to access the virtual meeting) Email

or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting, as my/our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting of the Company to be held at 11:30am (Brisbane Time) on Tuesday, 30 November 2021 (the Meeting ) and at any postponement or adjournment of the Meeting.

The Meeting will be conducted as a virtual meeting and you can participate by logging in online at https://meetings.linkgroup.com/ZGL21 (refer to details in the Virtual Annual General Meeting Online Guide).

Important for Resolution 3: If the Chair of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention below, you expressly authorise the Chair of the Meeting to exercise the proxy in respect of Resolution 3, even though the Resolution is connected directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel (KMP).

The Chair of the Meeting intends to vote undirected proxies in favour of each item of business.

VOTING DIRECTIONS

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T

Resolutions

  • For Against Abstain *

  • 1 Re-election of Mr Giok Lak Sim as a Director

==> picture [79 x 50] intentionally omitted <==

  • 2 Re-election of Mr Yian Poh Lim as a Director

  • 3 Adoption of Remuneration Report

  • If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted in computing the required majority on a poll.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

ZGL PRX2101N

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

YOUR NAME AND ADDRESS

This is your name and address as it appears on the Company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman of the Meeting as your proxy, please write the name and email address of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.

DEFAULT TO CHAIRMAN OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default to the Chairman of the Meeting, who is required to vote those proxies as directed. Any undirected proxies that default to the Chairman of the Meeting will be voted according to the instructions set out in this Proxy Form, including where the Resolution is connected directly or indirectly with the remuneration of KMP.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the Company’s share registry or you may copy this form and return them both together.

LODGEMENT OF A PROXY FORM

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 11:30am (Brisbane time) on Sunday, 28 November 2021, being not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.

Proxy Forms may be lodged:

ONLINE

www.linkmarketservices.com.au

Login to the Link website using the holding details as shown on the Proxy Form. Select ‘Voting’ and follow the prompts to lodge your vote. To use the online lodgement facility, shareholders will need their “Holder Identifier” (Securityholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the Proxy Form).

BY MAIL

Zicom Group Limited

C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

BY FAX

  • +61 2 9287 0309

BY HAND

delivering it to Link Market Services Limited* Level 12 680 George Street Sydney NSW 2000

*during business hours Monday to Friday (9:00am - 5:00pm) and subject to public health orders and restrictions

To appoint a second proxy you must:

  • (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and

  • (b) return both forms together.

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign. Joint Holding: where the holding is in more than one name, either shareholder may sign.

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually the appropriate “Certificate of Appointment of Corporate Representative” must be received at [email protected] prior to the Meeting in accordance with the Notice of Annual General Meeting. A form of the certificate may be obtained from the Company’s share registry or online at www.linkmarketservices.com.au.

Virtual Meeting Online Guide

Before you begin

Ensure your browser is compatible. Check your current browser by going to the website: whatismybrowser.com

Supported browsers are:

  • Chrome – Version 44 & 45 and after

  • Firefox – 40.0.2 and after

  • Safari – OS X v10.9 & OS X v10.10 and after

  • Internet Explorer 9 and up

  • Microsoft Edge - 92.0 and after

To attend and vote you must have your securityholder number and postcode.

Appointed Proxy: Your proxy number will be provided by Link before the meeting.

Please make sure you have this information before proceeding.

Corporate Markets

Virtual Meeting Online Guide

==> picture [171 x 192] intentionally omitted <==

Step 1

Open your web browser and go to https://meetings.linkgroup.com/ZGL21

1. Get a Voting Card

To register to vote – click on the ‘Get a Voting Card’ button.

This will bring up a box which looks like this.

==> picture [170 x 174] intentionally omitted <==

Step 2

Log in to the portal using your full name, mobile number, email address, and participant type.

Please read and accept the terms and conditions before clicking on the blue ‘Register and Watch Meeting’ button.

  • On the left – a live audio webcast of the Meeting

  • On the right – the presentation slides that will be addressed during the Meeting

If you are an individual or joint securityholder you will need to register and provide validation by entering your securityholder number and postcode.

If you are an appointed Proxy, please enter the Proxy Number issued by Link in the PROXY DETAILS section. Then click the ‘SUBMIT DETAILS AND VOTE’ button.

Once you have registered, your voting card will appear with all of the resolutions to be voted on by securityholders at the Meeting (as set out in the Notice of Meeting). You may need to use the scroll bar on the right hand side of the voting card to view all resolutions.

Securityholders and proxies can either submit a Full Vote or Partial Vote.

  • At the bottom – buttons for ‘Get a Voting Card’, ‘Ask a Question’ and a list of company documents to download

Note: If you close your browser, your session will expire and you will need to re-register. If using the same email address, you can request a link to be emailed to you to log back in.

2 • Link Group Virtual Meeting Online Guide

==> picture [382 x 306] intentionally omitted <==

==> picture [171 x 262] intentionally omitted <==

Full Votes

To submit a full vote on a resolution ensure you are in the ‘Full Vote’ tab. Place your vote by clicking on the ‘For’ , ‘Against’ , or ‘Abstain’ voting buttons.

Partial Votes

To submit a partial vote on a resolution ensure you are in the ‘Partial Vote’ tab. You can enter the number of votes (for any or all) resolution/s. The total amount of votes that you are entitled to vote for will be listed under each resolution. When you enter the number of votes it will automatically tally how many votes you have left.

Note: If you are submitting a partial vote and do not use all of your entitled votes, the un-voted portion will be submitted as No Instruction and therefore will not be counted.

Once you have finished voting on the resolutions scroll down to the bottom of the box and click on the ‘Submit Vote’ or ‘Submit Partial Vote’ button.

Note: You can close your voting card without submitting your vote at any time while voting remains open. Any votes you have already made will be saved for the next time you open up the voting card. The voting card will appear on the bottom left corner of the webpage. The message ‘Not yet submitted’ will appear at the bottom of the page.

You can edit your voting card at any point while voting is open by clicking on ‘Edit Card’ . This will reopen the voting card with any previous votes made.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide windows advising the remaining voting time. Please make any changes and submit your voting cards.

Once voting has been closed all submitted voting cards cannot be changed.

Link Group Virtual Meeting Online Guide • 3

Virtual Meeting Online Guide continued

2. How to ask a question

Note: Only securityholders are eligible to ask questions.

If you have yet to obtain a voting card, you will prompted to enter your securityholder number or proxy details before you can ask a question. To ask a question, click on the ‘Ask a Question’ button either at the top or bottom of the webpage.

The ‘Ask a Question’ box will then pop up with two sections for completion.

==> picture [171 x 168] intentionally omitted <==

Note that not all questions are guaranteed to be answered during the Meeting, but we will do our best to address your concerns.

==> picture [170 x 112] intentionally omitted <==

3. Downloads

View relevant documentation in the Downloads section.

4. Voting closing

Voting will end 5 minutes after the close of the Meeting.

In the ‘Regarding’ section click on the drop down arrow and select the category/resolution for your question.

Click in the ‘Question’ section and type your question and click on ‘Submit’.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide screens advising the remaining voting time. If you have not submitted your vote, you should do so now.

A ‘View Questions’ box will appear where you can view your questions at any point. Only you can see the questions you have asked.

If your question has been answered and you would like to exercise your right of reply, you can submit another question.

4 • Link Group Virtual Meeting Online Guide

5. Phone Participation

Asking a Question

Step 1

What you will need

  • a) Land line or mobile phone

  • b) The name and securityholder number of your holding/s

  • c) To obtain your unique PIN, please contact Link Market Services on +61 1800 990 363.

Joining the Meeting via Phone

When the Chairman calls for questions on each resolution, you will be asked to press *1 on your keypad should you wish to raise your hand to ask a question.

Step 2

Please advise if your question relates to an item of business or General Business. The moderator will make a note and ask if you have any additional questions.

Step 1

From your land line or mobile device, call: +61 2 9189 8865 or 1800 941 125

Step 2

You will be greeted with a welcome message and provided with instructions on how to participate in the Meeting. Please listen to the instructions carefully.

At the end of the welcome message you will be asked to provide your PIN by the moderator. This will verify you as a securityholder and allow you to ask a question on the resolutions at the Meeting.

Step 3

Step 3

When it is time to ask your question, the moderator will introduce you to the meeting, your line will be unmuted and you can then start speaking.

Note: If at any time you no longer wish to ask your question, you can lower your hand by pressing *2 on your key pad. If you have also joined the Meeting Online, we ask that you mute your laptop, desktop, tablet or mobile device while you ask your question.

Step 4

Your line will be muted once your question has been answered.

Once the moderator has verified your details you will be placed into a waiting room where you will hear music playing.

Note: If your holding cannot be verified by the moderator, you will attend the Meeting as a visitor and will not be able to ask a question.

Step 4

At the commencement of the Meeting, you will be admitted to the Meeting where you will be able to listen to proceedings.

Contact us

Australia T +61 1800 990 363 E [email protected]

1487.7 04/21 ISS2