- Release Date: 13/10/15 09:55
- Summary: MEETING: TTK: TTK Notice of Annual Shareholders Meeting
- Price Sensitive: No
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TTK 13/10/2015 09:55 MEETING NOT PRICE SENSITIVE REL: 0955 HRS TeamTalk Limited MEETING: TTK: TTK Notice of Annual Shareholders Meeting In accordance with NZSX Listing Rule 10.6.2 TeamTalk has provided the notice of meeting for its 2015 Annual Meeting as recently mailed to shareholders. 18 September 2015 Dear Shareholder On behalf of the Board of Directors of TeamTalk Limited, I enclose your copy of the Annual Report for the financial year ended 30 June 2015. Set out below is the notice of the upcoming Annual Meeting together with a proxy form and pre-paid reply envelope. NOTICE OF ANNUAL MEETING Notice is given that the Annual Meeting of TeamTalk Limited ("the Company") will be held at The Waterfront Room on Level 1 of Macs Function Centre at 4 Taranaki Street, Wellington on Wednesday 21st of October 2015 commencing at 3:30pm. Business Item 1 ANNUAL REPORT To present the financial statements and the Auditors' Report for the year ended 30 June 2015. Item 2 RE-ELECTION OF DIRECTORS 1. To consider and if thought fit to pass the following ordinary resolution: That Reg Barrett be re-elected as a director of the Company. 2. To consider and if thought fit to pass the following ordinary resolution: That Roger Sowry be re-elected as a director of the Company. EXPLANATORY NOTE: NZSX Listing Rule 3.3.6 states any person who is appointed as a Director by the Directors shall retire from office at the next annual meeting of the company but shall be eligible for election at that meeting. Accordingly Reg Barrett, having been appointed by the Directors in March 2015 retires and, being eligible, has offered himself for re-election. In accordance with NZSX Listing Rule 3.3.11 (subject to Listing Rule 3.3.12) and the Constitution of the Company one third of the directors must retire by rotation each year. Accordingly Russ Ballard and Roger Sowry retire. Russ Ballard has indicated that he will not be seeking re-election. Roger however, being eligible, has offered himself for re-election. A biographical note on both Reg Barrett and Roger Sowry is included in the Company's Annual Report which is included with this Notice of Annual Meeting. In accordance with NZSX Listing Rule 3.3.2 the Board considers that both Reg Barrett and Roger Sowry would, if elected, qualify as an independent director. Item 3 REMUNERATION OF AUDITORS To consider and if thought fit to pass the following ordinary resolution: That the Directors be authorised to fix the fees and expenses of the Auditors of the Company for the financial year ending 30 June 2016. EXPLANATORY NOTE: Section 207T of the Companies Act 1993 provides that an auditor of a company is automatically reappointed at an annual meeting of the company unless the auditor is no longer qualified or the company takes steps not to reappoint the auditor. Accordingly, the Company's auditors, KPMG, will be automatically re-appointed to conduct the audit of the Company for the financial year ending 30 June 2016. Section 207S of the Companies Act 1993 details the basis on how the fees and expenses of the auditor shall be set. In order to provide flexibility, your Directors recommend that they be authorised to determine the fees and expenses of the auditors. Item 4 GENERAL BUSINESS PLEASE NOTE: An ordinary resolution is a resolution passed by a simple majority of votes of shareholders who are entitled to vote on the resolution and who exercise their right to vote. A special resolution is a resolution passed by at least 75% of votes of shareholders who are entitled to vote on the resolution and who exercise their right to vote. All shareholders are entitled to attend and vote at the meeting or to appoint a proxy or representative (in the case of a corporate shareholder) to attend and vote on their behalf. A proxy form is enclosed and completed forms (or, if a corporate shareholder prefers, a completed appointment of representative) must be received at the offices of the Company, no later than 48 hours before the time of holding the meeting (i.e. before 3:30pm on Monday 19th October 2015.) The Board appreciates your interest in TeamTalk and invites shareholders to join the Directors for refreshments at the conclusion of the meeting. To assist us with our catering arrangements if you are planning to attend the meeting we would appreciate it if you could please advise us no later than Friday 9th of October 2015: o By email - to: [email protected] o By phone - call Kylie Fraser on (04) 802-1488 By Order of the Board Geoff Davis Finance Director End CA:00271647 For:TTK Type:MEETING Time:2015-10-13 09:55:19
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