SPY
14/08/2015 12:11
MEETING
NOT PRICE SENSITIVE
REL: 1211 HRS Smartpay Holdings Limited
MEETING: SPY: Notice Of Meeting Smartpay Holdings Limited
Notice is hereby given that the 2015 Annual Meeting of Shareholders of
Smartpay Holdings Limited ("Smartpay" or "the Company") will be held at The
Maritime Room, 149 Quay Street, Viaduct Harbour, Auckland, New Zealand on
Tuesday 8 September 2015 commencing at 10.30am.
ITEMS OF BUSINESS
A. Chairman's welcome and introduction
B. Minutes of previous annual meeting held on 9 September 2014
C. Managing Director's review
D. Financial statements
In relation to Smartpay's annual report for the year ended 31 March 2015, to
receive the financial statements for that period and the auditor's report on
those financial statements.
E. Shareholder questions
(See Explanatory Note 1)
F. Ordinary resolutions
To consider and, if thought fit, to pass the following ordinary resolutions:
Fixing Remuneration of Auditor
1. That the Board be authorised to fix the auditor's remuneration for the
ensuing year.
(See Explanatory Note 2)
Re-election of Director - Ivan Hammerschlag
2. That Ivan Jeremy Hammerschlag be re-elected as a director of Smartpay.
(See Explanatory Note 3)
Re-election of Director - Matt Turnbull
3. That Matthew George Turnbull be re-elected as a director of Smartpay.
(See Explanatory Note 4)
By order of the Board
Ivan Hammerschlag
14 August 2015
Notes:
ORDINARY RESOLUTIONS
An ordinary resolution is a resolution passed by a simple majority of more
than 50% of votes of shareholders who are entitled to vote on the resolution
and who exercise their right to vote.
SHAREHOLDERS ENTITLED TO ATTEND AND VOTE
Pursuant to section 125 of the Companies Act 1993, the Board has determined
that, for the purposes of voting at the Annual Meeting, only those persons
who are registered as shareholders of the Company as at 10.30am (New Zealand
time) on Friday 4 September 2015, being a day which is not more than 20
working days before the Annual Meeting, will be entitled to exercise the
right to vote at the Annual Meeting.
VOTING RESTRICTIONS
There is no business being considered at this meeting where voting
restrictions apply, all shareholders may vote on all resolutions.
PROXIES
Any person who is entitled to attend and vote at the Annual Meeting may
appoint another person as his or her proxy to attend and vote instead of him
or her. A proxy need not be a shareholder of the Company. You may appoint the
"Chairman of the Meeting" as your proxy if you wish. A proxy form accompanies
this Notice of Meeting. Alternatively you can appoint a proxy online at
www.investorvote.co.nz.
Proxy Forms must be lodged at the offices of the Company's share registry,
Computershare Investor Services Limited, Level 2, 159 Hurstmere Road,
Takapuna, Auckland (Private Bag 92-119, Auckland 1142), not less than 48
hours before the commencement of the Meeting, being no later than 10.30 am
(New Zealand time) on Sunday 6 September 2015.
End CA:00268448 For:SPY Type:MEETING Time:2015-08-14 12:11:56
