The Form of Proxy for Shareholder Meeting is a fundamental document in New Zealand corporate governance, essential for facilitating shareholder participation in company decision-making processes. This document is required when shareholders wish to exercise their voting rights but cannot attend meetings in person. It must comply with the Companies Act 1993 and, for listed companies, the Financial Markets Conduct Act 2013 and NZX Listing Rules. The form typically includes shareholder details, proxy appointment sections, specific voting instructions for each resolution, and submission guidelines. In New Zealand's corporate environment, this document plays a crucial role in ensuring effective shareholder representation and maintaining good corporate governance practices.
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1. Company Identification: Full legal name of the company, company number, and registered office
2. Meeting Details: Date, time, place of the meeting, and whether it's an annual or special general meeting
3. Shareholder Information: Space for shareholder's full name, address, and CSN/Holder number if applicable
4. Proxy Appointment: Section for naming the proxy and any alternate proxy, with clear fields for their contact details
5. Voting Instructions: Clear format for indicating voting preferences for each resolution (For, Against, Abstain, Proxy Discretion)
6. Signing and Dating: Space for shareholder's signature (or authorized representative) and date
7. Submission Instructions: Clear instructions on how and when to submit the proxy form, including deadline and submission methods
1. Online Submission Details: Include when electronic submission of proxies is available, providing relevant portal information and access codes
2. Corporate Representative: Include when the shareholder might be a corporate entity, providing space for corporate authorization details
3. Multiple Holder Requirements: Include when shares might be held jointly, requiring multiple signatures
4. Participation Instructions: Include for hybrid or virtual meetings, providing details for online participation
5. Power of Attorney: Include when allowing for execution under power of attorney, with space for relevant documentation details
1. Notes to Proxy Form: Explanatory notes on how to complete the form, proxy rights and responsibilities
2. Resolution Details: Detailed description of each resolution to be voted on, if not included in the notice of meeting
3. Electronic Submission Guide: Step-by-step guide for electronic submission if available
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