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Notice of Annual Meeting of Shareholders

AGM8 September 2021BAIHealthcare

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ASCENSION CAPITAL LIMITED


NOTICE OF ANNUAL MEETING OF SHAREHOLDERS


Notice is hereby given that the Annual Meeting of Shareholders of Ascension Capital Limited

(the "Company”) will be held on Thursday, 30 September 2021 commencing at 10.00am.


Due to COVID-19 constraints in Auckland, shareholders who wish to attend can only

participate by way of Zoom attendance. The format allows all shareholders to attend without

the need to travel and it also negates any potential issues that may arse as a result of COVID-

19.


VIRTUAL SHAREHOLDER MEETING


To participate in the meeting online please use the following link to ACE’s virtual meeting

Zoom platform:


https://us02web.zoom.us/j/82808756692?pwd=WU5CeGtNMUdKTXBLaGFTd0tmSmZkZz09


Shareholders are advised to vote via their proxy form before the meeting.


BUSINESS OF THE MEETING

1. Re-election of John Cilliers as Director – Ordinary Resolution


John Cilliers retires in accordance with the provisions of the Constitution of the Company

and offers himself for re-election as a director. Accordingly, the shareholders of the

Company are requested to consider and, if thought fit, pass the following resolution as an

Ordinary Resolution:


“That John Cilliers be re-elected as a director of the Company.”


2. Remuneration of Auditors – Ordinary resolution


To authorise the Board to fix the remuneration of the Company’s auditors for the

forthcoming year.


NOTES


1. PROXIES

All shareholders of the Company entitled to attend and vote at the meeting are entitled

to appoint a proxy to attend and vote for them instead. A proxy need not be a

shareholder of the Company.


A proxy form is enclosed and to be effective must be lodged with the Company’s Share

Registrar, Computershare Investor Services Limited by either mailing to Computershare

Investor Services Limited at Private Bag 92119, Auckland 1142, or by sending your proxy

appointment to corporateactions@computershare.co.nz (in each case), so as to be

received by no later than 48 hours before the meeting is due to begin (ie before 10 am

Tuesday 28 September 2021).


2


If you wish to appoint an independent director or the Chairman as your proxy, Mr Keith

Jackson (Chairman of ACE) is willing to act on your behalf.


If you return this Proxy Form without directing the proxy how to vote on any particular

matter, the proxy will vote as he or she thinks fit.


2. VOTING RESTRICTIONS

There are no voting restrictions.



By Order of the Board of Directors




Keith Jackson

CHAIRMAN


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EXPLANATORY NOTES

NZX Listing Rules (“Listing Rules”) and Companies Act 1993 (“Act”)


The Company is listed on the NZX Main Board and must comply with the Listing Rules and the

Act. In addition, various provisions of the Listing Rules are included in the Constitution. The

Act, the Constitution and the Listing Rules contain specific requirements which are relevant to

the resolutions comprised in this Notice.


The implications of the Listing Rules, the Act and the Constitution, insofar as they relate to

each resolution, are addressed in the Explanatory Notes to each resolution.


Nature of Resolutions

The resolutions which are to be considered at the Meeting are both ordinary resolutions. An

ordinary resolution is a resolution passed by a simple majority of votes of shareholders of the

Company, entitled to vote and voting.


RESOLUTION 1 - RE-ELECTION OF JOHN CILLIERS AS DIRECTOR – ORDINARY

RESOLUTION


One director, John Cilliers retires by rotation in accordance with the Company’s constitution.

Being eligible, John offers himself for re-election at the Annual Meeting. A brief biography for

John is provided below:


John is an experienced company executive and director in both public and private companies

and is a member of Chartered Accountants Australia and New Zealand. Current directorships

include NZX listed Southern Charter Financial Group Limited. John previously held executive

finance roles in Pulse Energy, The Lines Company and The National Institute of Water and

Atmospheric Research. His experience includes financial management, corporate governance

and company secretarial services, preparation of statutory financial reports and managing

implementation of systems to support business growth.




RESOLUTION 2 – REMUNERATION OF AUDITORS – ORDINARY RESOLUTION


BDO is automatically reappointed at the annual meeting as the auditor of the Company under

section 207T of the Companies Act. This resolution authorises the Board to fix the fees and

expenses of the auditor.

---

Ascension Capital Limited
By Mail

Computershare Investor Services Limited

Private Bag 92119, Auckland 1142, New Zealand

By Fax

+64 9 488 8787

For all enquiries contact

+64 9 488 8777

corporateactions@computershare.co.nz

Lodge your proxy

Proxy/Voting Form

For your proxy to be effective it must be received by 10:00 am Tuesday 28 September 2021

Turn over to complete the form to vote

How to Vote on Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

Watching the Meeting on Zoom does not constitute being present at the

Meeting, and, accordingly, Shareholders cannot vote via Zoom - if you wish to

vote, please vote by proxy in accordance with the instructions overleaf and

return your proxy form by one of the ways listed at the top of this form.

Voting of your holding

Direct your proxy how to vote by marking one of the boxes opposite each item

of business. If you do not mark a box your proxy may vote as they choose. If you

mark more than one box on an item your vote will be invalid on that item.

Attending the Meeting

Please refer to the enclosed Notice of Meeting for details on accessing the

meeting.

Signing Instructions for Postal Forms

Individual

Where the holding is in one name, the securityholder must sign.

Joint Holding

Where the holding is in more than one name, all of the securityholders should

sign.

Power of Attorney

If this Proxy Form has been signed under a power of attorney, a copy of the

power of attorney (unless already deposited with the Company) and a signed

certificate of non-revocation of the power of attorney must be produced to the

Company with this Proxy Form.

Companies

This form should be signed by a Director jointly with another Director, or a

Sole Director can also sign alone. Please sign in the appropriate place and

indicate the office held.

Comments & Questions

If you have any comments or questions for the company, please write them on

a separate sheet of paper and return with this form.

Ascension Capital Limited (the Company) gives you notice that the annual meeting of shareholders will be held online via Zoom

link commencing at 10

:00 am on 30 September 2021. Shareholders can watch the proceedings using the below access details.

Topic: ACE AGM 2021. Date: 30 September 2021 Time: 10:00 am Auckland.

Join Zoom Meeting: https://us02web.zoom.us/j/82808756692?pwd=WU5CeGtNMUdKTXBLaGFTd0tmSmZkZz09

ZOOM ANNU

AL MEETING

STEP 1
SIGN

Contact Name Contact Daytime Telephone Date

STEP 2

hereby appointof

or failing him/her

of

Proxy/Voting Form

Appoint a Proxy to Vote on Your Behalf

I/We being a securityholder/s of Ascension Capital Limited

as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the

Annual General Meeting of Ascension

Capital Limited to be held via Zoom Meeting on Thursday, 30 September 2021 at 10:00 am

and at any adjournment of that meeting.

Please note:

If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf your votes will not be counted in

computing the required majority.

Items of Business - Voting Instructions

Signature of Securityholder(s) This section must be completed.

Securityholder 1

or Sole Director/Director

Securityholder 2

or Director (if more than one)

Securityholder 3

@Elect Electronic Communications

Want to receive your communications quickly? Elect electronic communications by providing your email address below

Email Address

(By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)

ForAgainstAbstain

Proxy

Discretion

Ordinary Business

Item 1Re-election of John Cilliers as director of the company.

Item 2To authorise the Board to fix the remuneration of the Company’s auditors for the forthcoming year.

If your proxy is not the Chairman of the Meeting or any other director of the Company, please ensure that you provide their contact details

(phone and email address).

Proxy contact Details (Phone):and (Email):

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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