Ann: MEETING: MCK: MCK: Notice of Annual Meeting

• Release Date: 13/05/13 17:02
• Summary: MEETING: MCK: MCK: Notice of Annual Meeting of Shareholders 2013
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MCK
13/05/2013 15:02
MEETING

REL: 1502 HRS Millennium & Copthorne Hotels New Zealand Limited

MEETING: MCK: MCK: Notice of Annual Meeting of Shareholders 2013

MILLENNIUM & COPTHORNE HOTELS NEW ZEALAND LIMITED

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

Notice is given that the Annual Meeting of Millennium & Copthorne Hotels New
Zealand Limited ("the Company") will be held in the Copthorne 1 Room of the
Copthorne Hotel Auckland Harbourcity, Auckland, 196-200 Quay Street,
Auckland, New Zealand, on Tuesday 28 May 2013 commencing at 1.00pm.

BUSINESS

Chairman's Introduction

Managing Director's Review

Resolutions

1  To re-elect director

In accordance with the Company's Constitution, the following director retires
by rotation and, being eligible, offers himself for re-election.

Vincent Yeo

(See Explanatory Notes for profile)

2  To re-elect director

In accordance with the Company's Constitution, the following director retires
by rotation and, being eligible, offers himself for re-election.

Graham McKenzie

(See Explanatory Notes for profile)

3  Auditors' Remuneration

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

"That the Board of Directors be authorised to fix the auditors'
remuneration".

(See Explanatory Notes)

4  General Business

By Order of the Board

Takeshi Ito
Company Secretary
13 May, 2013

PROCEDURAL NOTES

Proxies and Corporate Representatives

Shareholders entitled to attend and vote at the Annual Meeting may appoint a
proxy or representative (in the case of a corporate shareholder) to attend
and vote on their behalf.  A proxy need not be a shareholder of the Company.
Proxy forms must be received at the office of the Company's share registrar,
Computershare Investor Services Limited, 159 Hurstmere Road, Takapuna or
Private Bag 92119, Auckland 1142, New Zealand (or fax +64 (9) 488-8787) by
1.00pm on Sunday 26 May 2013.  An instrument appointing a proxy is enclosed
with this Notice.

All resolutions are ordinary resolutions and must be passed by a simple
majority of the votes of those shareholders entitled to vote and voting on
the resolutions.

EXPLANATORY NOTES

Resolution 1 - Re-election of director:

Vincent Yeo

Mr. Yeo retires by rotation and, being eligible, offers himself for
re-election.

Profile:

Mr. Yeo is Chief Executive Officer and Executive Director of M&C REIT
Management Limited.  From 1993 to 1998, he was Managing Director of CDL
Hotels New Zealand Limited (now Millennium & Copthorne Hotels New Zealand
Limited) and CDL Investments New Zealand Limited.  He previously also served
as an Executive Director of Millennium & Copthorne Hotels plc in London and
President, Millennium & Copthorne Hotels Asia Pacific Region.

Mr. Yeo was last re-elected to the Board at the 2010 annual meeting of
shareholders.

The Board unanimously recommends shareholders vote in favour of the
re-election of Mr. Yeo.

Resolution 2 - Re-election of director:

Graham McKenzie

Mr. McKenzie retires by rotation and, being eligible, offers himself for
re-election.  The Board has determined that Mr. McKenzie is an Independent
Director as defined under the NZSX Listing Rules.

Mr. McKenzie is a Barrister and Solicitor with over thirty years experience
in corporate and commercial law and is a former Partner and Consultant to
Bell Gully, a leading New Zealand law firm.  He is currently a member of the
New Zealand Law Society Disciplinary Tribunal.  Mr. McKenzie is a member of
the New Zealand Law Society and the Queensland Law Society, Australia and
holds a Bachelor of Laws degree from Victoria University, Wellington and a
Master of Laws degree from Warwick University, England.  Mr. McKenzie was a
Director of CDL Investments New Zealand Limited from 2005 to 2006.

Mr. McKenzie was last re-elected to the Board at the 2011 annual meeting of
shareholders.

The Board unanimously recommends shareholders vote in favour of the
re-election of Mr. McKenzie.

Resolution 3  - Auditors' Remuneration:

KPMG are the existing Auditors of the Company. KPMG are automatically
reappointed as Auditors under section 200(1) of the Companies Act 1993.  This
resolution authorises the Board to fix the fees and expenses of the auditors
in accordance with section 197 of the Companies Act 1993.

The Board unanimously recommends shareholders vote in favour of this
resolution.
End CA:00236157 For:MCK    Type:MEETING    Time:2013-05-13 15:02:55