- Release Date: 09/10/15 10:05
- Summary: MEETING: SPK: Notice of Annual Meeting
- Price Sensitive: No
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SPK 09/10/2015 10:05 MEETING NOT PRICE SENSITIVE REL: 1005 HRS Spark New Zealand Limited MEETING: SPK: Notice of Annual Meeting NOTICE OF ANNUAL MEETING OF SHAREHOLDERS The Annual Meeting of shareholders of Spark New Zealand Limited ('Spark New Zealand') will be held in the Conference Centre at Level 2, Spark City, 167 Victoria Street West, Auckland on Friday, 6 November 2015 commencing at 10.00am (New Zealand time). Items of business: A The Chairman's introduction B Addresses to shareholders C Shareholder discussion D Resolutions: To consider, and if thought fit, to pass the following ordinary resolutions: 1. Auditor's remuneration: That the directors are authorised to fix the auditor's remuneration. 2. Re-election of Mr Paul Berriman: That Mr Paul Berriman is re-elected as a director of Spark New Zealand. 3. Re-election of Mr Charles Sitch: That Mr Charles Sitch is re-elected as a director of Spark New Zealand. 4. Issue of shares to the Managing Director (Performance Equity Scheme): That approval is given for the issue by Spark New Zealand to Mr Simon Moutter (Managing Director) during the period to 5 November 2018 of in total up to 1,000,000 shares in Spark New Zealand under the Managing Director Performance Equity Scheme (comprising redeemable ordinary shares and, where contemplated by the scheme, ordinary shares), on the terms set out in Explanatory Note 4. 5. Issue of shares and provision of financial assistance to the Managing Director (Long Term Incentive Scheme): That approval is given for the issue by Spark New Zealand to Mr Simon Moutter (Managing Director) during the period to 5 November 2018 of in total: a. up to 1,250,000 ordinary shares in Spark New Zealand; and b. an associated interest-free loan up to $3,000,000 to pay for the shares issued, each under the Managing Director Long Term Incentive Scheme, on the terms set out in Explanatory Note 5. 6. Directors' remuneration fee pool: That the total directors' fee pool is increased by $80,000, from $1.5 million to $1.58 million per annum. To consider, and if thought fit, to pass the following special resolution: 7. Alteration of constitution: That approval is given for alterations to Spark New Zealand's constitution, in the form and manner described in the explanatory notes to the Notice of Annual Meeting. Notes: Resolutions 1 to 6 above are to be considered as ordinary resolutions and, to be passed, require the approval of a simple majority of votes cast on the resolution (being more than 50%). Resolution 7 is to be considered as a special resolution and, to be passed, requires the approval of 75% or more of votes cast on the resolution. By Order of the Spark New Zealand Board Mark Verbiest Chairman 9 October 2015 End CA:00271523 For:SPK Type:MEETING Time:2015-10-09 10:05:26
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