2025 Fonterra Shareholders' Fund Notice of Meeting

2025 Notice of
Annual Meeting
Notice is given that the 2025 Annual Meeting of unit holders of
the Fonterra Shareholders’ Fund will be held
Monday, 15 December 2025
Commencing at 10am
(NZDT)
The 2025 Annual Meeting will be held as a hybrid meeting,
in person at Fonterra’s Auckland office and online via the
Computershare Meeting Platform. For information on how to
participate in the online meeting, please refer to the Procedural
Notes on page 5 of this notice and the attached Virtual
Meeting Guide.

2
Notice of Annual Meeting
Items of Business
A. Welcome and Introduction
B. Address by the Chair of the Manager of the
Fonterra Shareholders’ Fund
C. Address by the Chair of
Fonterra Co‑operative Group Limited
D. Address by the Chief Executive Officer of Fonterra
Co‑operative Group Limited
E. Unit holder discussion
F. Address by the director proposed for re‑election
to the Board of the Manager of the Fonterra
Shareholders’ Fund
G. Resolutions:
Unit holders will be asked to consider and, if
thought appropriate, to pass the following
ordinary resolution
1. To re‑elect Carlie Eve, who retires by rotation
and has offered herself for re‑election, as
a director of the Manager of the Fonterra
Shareholders’ Fund
In accordance with the Fonterra Shareholders’
Fund Trust Deed, the resolution above is to
be considered as an ordinary resolution and is
required to be passed by a simple majority of the
votes of those unit holders entitled to vote and
voting at the Annual Meeting.
Explanatory Note
Further detail on the director proposed for
re‑election, Carlie Eve, is set out in the Explanatory
Note on page 4.
Attendance
All unit holders are entitled to attend and vote
at the Annual Meeting or to appoint a proxy or
representative to attend and vote on their behalf.
Proxies
A proxy need not be a unit holder and may be
appointed by completing the form accompanying
this Notice of Annual Meeting or online at
www.investorvote.co.nz.
The appointment of a proxy or representative does
not preclude a unit holder from attending and voting
at the Annual Meeting.
You may appoint the Chair of the Annual Meeting
or any other director of the Manager of the Fund as
your proxy.
If you do not name a person as your proxy or your
Important Dates
These dates are given in New Zealand Daylight Time.
Friday 12 December 2025, 5pm
Record Date for voting entitlements for the
Annual Meeting
Saturday 13 December 2025, 10am
Latest time for receipt of Proxy/Voting forms or
for online proxy appointments
Monday 15 December 2025, 10am
Annual Meeting
Where
Fonterra’s Auckland Offices
109 Fanshawe Street, Auckland Central
and online via Computershare’s Virtual Meeting
Platform https://meetnow.global/nz.
named proxy does not attend the meeting, the
Chair of the Annual Meeting will be appointed your
proxy and will vote in accordance with your express
direction, and any undirected votes will (subject to
any restriction(s) set out in the NZX Listing Rules) be
voted in favour of the re‑election of Carlie Eve.
Jackie Floyd
Company Secretary
Auckland, New Zealand
13 November 2025
Questions
Unit holders may submit questions to the Board
of the Manager ahead of the Annual Meeting.
Questions should be relevant to matters at the
Annual Meeting, including matters arising from the
financial statements or general questions regarding
the performance of the Fund or Fonterra.
The Manager has a discretion on which questions will
be addressed at the Annual Meeting.
Please submit questions by email to
Investor.Relations@fonterra.com before Thursday
11 December. Please write ‘Questions from Unit
Holders’ in the subject line of the email.
There will also be an opportunity for unit holders
and proxy holders to ask questions at the
Annual Meeting.

3
Letter from the Chair
Dear Unit Holders
On behalf of the Board of Directors of the Manager of the Fonterra Shareholders’ Fund I am pleased to invite
you to the Annual Meeting of the Manager of the Fonterra Shareholders’ Fund for unit holders, commencing
at 10am NZDT on Monday 15 December 2025 at Fonterra’s offices, 109 Fanshawe Street, Auckland Central and
online via the Computershare meeting platform https://meetnow.global/nz.
At the Annual Meeting, the Fund Board will be joined by Peter McBride, Chair of Fonterra, and Miles Hurrell,
Chief Executive Officer of Fonterra. I will present an overview of the thirteenth year of the Fund and Peter and
Miles will discuss Fonterra’s performance over the past year. Unit holders will also have the opportunity to ask
questions about the operations and management of Fonterra.
At the meeting, unit holders will be asked to vote for the re‑election of Carlie Eve as an Independent Director.
Her biographical details are included in the Explanatory Note on the next page.
If you cannot attend the meeting and wish to appoint a proxy to vote on your behalf, you may direct your
proxy to vote for or against the resolutions, to abstain from voting, or to exercise their discretion as to how
to vote.
If you would like to appoint a proxy, complete and lodge the enclosed Proxy/Voting form (either by post or
email) with Computershare Investor Services. Alternatively, you can appoint a proxy online by going to www.
investorvote.co.nz.
You will need your CSN holder number and postcode (or country of residence if outside New Zealand) to
do this.
All Proxy/Voting forms need to reach Computershare by 10am NZDT on Saturday 13 December 2025.
For those unit holders who are attending the Annual Meeting, please bring the enclosed Proxy/Voting form, or
your CSN holder number with you to assist with your registration.
You are invited to join the Fund Board and Fonterra senior management for light refreshments at the
conclusion of the Annual Meeting.
I look forward to seeing you then.
MARY-JANE DALY
CHAIR
FONTERRA SHAREHOLDERS’ FUND

4
Explanatory Note
The Board of the Manager of the Fonterra Shareholders’ Fund has statutory responsibilities for the activities
of the Manager and the Fund, including monitoring the compliance with regulatory requirements and ensuring
that unit holders’ interests are managed and protected in accordance with the constituent documents that
relate to the Fund. Directors of the Manager have no role in the governance or operation of Fonterra.
Skills required of a director on the Board of the Manager include governance experience, preferably
of a listed entity, financial and capital markets knowledge, an understanding of co‑operatives, and risk
management experience.
Resolution: Re-Election of Director
Carlie Eve, one of the three Independent Directors
appointed by unit holders, retires by rotation at the
Annual Meeting and offers herself for re‑election.
Carlie Eve was appointed to the FSF Board in
November 2022.
Carlie has over 25 years’ experience in financial
markets and the corporate sector, bringing a broad
and deep understanding of capital markets, corporate
strategy, and governance. Prior to her governance
career she held senior executive positions spanning
equity research, investment banking, investor
relations, corporate strategy and funds management.
Carlie is currently a Director of Kiwi Property Group
Limited and Chair of the Diocesan School Heritage
Foundation. She was previously a Director of
Hobsonville Land Company Limited. Carlie brings
strong financial and analytical expertise, an in depth
understanding of the investor perspective and
governance experience across a number of sectors.
The Board of the Manager of the Fund has
determined that Carlie Eve is an ‘independent
director’ (as defined by the NZX Listing Rules).
Carlie Eve
BSc, BCom

5
Meeting Participation
The Fund is holding a hybrid meeting this year to allow unit
holders who are unable to attend in person to have the
opportunity to attend online through the Computershare
Meeting Platform https://meetnow.global/nz. To access the
meeting, click ‘Go’ under the Fonterra Shareholders Fund
meeting and then click ‘JOIN MEETING NOW’. By using the
meeting platform, you will be able to watch the meeting,
vote and ask questions online using your smart phone,
tablet or desktop device. You will need the latest version of
Chrome, Safari or Edge to access the meeting. Please ensure
your browser is compatible.
Please refer to the enclosed Virtual Meeting Guide for
more information.
Voting Entitlements and Process
Unit holders that will be entitled to vote on the resolution
at the Annual Meeting are those who are unit holders of
the Fonterra Shareholders’ Fund at 5pm NZDT on Friday
12 December 2025.
Voting will be conducted by a poll. To vote, unit holders
can either:
Attend in Person
If you wish to attend the Annual Meeting, please bring the
enclosed Proxy/Voting form or your CSN holder number with
you to the meeting.
Vote Online
You can vote online through the Computershare
Meeting Platform.
Appoint a Proxy to Vote
If you do not propose to attend the Annual Meeting, you
can appoint a proxy to attend the meeting and vote on your
behalf. The Chair of the meeting or any other director of the
Fund is willing to act as a proxy for any unit holder who wishes
to appoint him or her for that purpose.
To do this, enter ‘the Chair’ or the name of your proxy in the
space provided on the Proxy/Voting form (further details are
provided on the form).
If you appoint the Chair or any other director as proxy to
exercise their discretion on how to vote, they will cast your
proxy votes in favour of the re‑election of Carlie Eve.
To appoint a proxy, you need to do one of the following:
Online
Lodge your proxy online by going to www.investorvote.co.nz.
You will need your CSN holder number and postcode (or
country of residence if outside New Zealand).
If you do not have your CSN holder number, please contact
Computershare at corporateactions@computershare.co.nz
or +64 9 488 8777 (international).
Mail
Return the Proxy/Voting form by mail to the Share Registrar,
Computershare Investor Services Limited, Private Bag 92119,
Auckland 1142, using the Freepost envelope provided.
For your proxy appointment to be effective it must be
received by 10am NZDT on Saturday 13 December 2025.
Procedural Notes
Meeting venue
Fonterra’s Auckland Offices
Address
109 Fanshawe Street, Auckland Central, New Zealand
Parking
Parking is available at public car parks in the vicinity of the
venue including the Viaduct car park on Sturdee Street.
VICTORIA PARK
FANSHAWE STREET
FANSHAWE STREET
FANSH
AWE
ST
WYNDHAM ST
SWANSON STREET
WOLFE STREET
VICTORIA STREET WEST
VICTORIA STREET WEST
VICTORIA STREET
VICTORIA STREET
NELSON STREET
HOBSON STREET
HALSEY STREET
HALSEY STREET
BEAUMONT STREET
BEAUMONT STREET
DALDY STREET
GAUNT STREET
PACKENHAM STREET W
PACKENHAM ST E
VIADUCT
HBR
LN
CUSTOMS ST W
CUS
OMS
T
ST W
MARKET PL
STURDEE ST
FEDERAL STREET
ALBERT STREET
FONTERRA’S
AUCKLAND
OFFICE
VIADUCT
CARPARK
DOWNTOWN
CARPARK
AT PARKING


FANSHAWE ST
WILSONS
PARKING
The addresses of the Manager of the Fund and the Supervisor
are as follows:
FSF MANAGEMENT
COMPANY LIMITED
109 Fanshawe Street,
Auckland 1010, New Zealand
Attention: Company
Secretary
THE NEW ZEALAND
GUARDIAN TRUST
COMPANY LIMITED
Level 6, 191 Queen Street,
Auckland 1010, New Zealand
Attention: Relationship
Manager Corporate Trusts

---

Turn over to complete the form to vote
Lodge your proxy
Fonterra Shareholders’ Fund
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119 Auckland 1142 New Zealand
By Email
corporateactions@computershare.co.nz
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
Your secure access information
Control Number: CSN/Unit holder Number:
PLEASE NOTE: You will need your CSN/Unit hol
der Number and postcode or country of residence (if outside New Zealand) to
securely access InvestorVote and then follow the prompts to appoint your proxy and exercise your vote online.
Proxy/Voting Form
Lodge your proxy online, 24 hours a day, 7 days a week:
www.investorvote.co.nz
Scan the QR code to vote now.
Smartphone?
For your proxy appointment to be effective it must be received by 10am (NZDT) on Saturday, 13 December 2025.
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the unit holder must sign.
Joint Holding
Where the holding is in more than one name, all of the unit holders
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 Manager) and a signed
certificate of non
-revocation of the power of attorney must be produced to the
Manager with this Proxy Form.
Companies
This form should be signed by a Director jointly with another Director, or a
Sole Director can sign alone. Please sign in the appropriate place and indicate
the office held.
Comments & Questions
If you have any comments or questions for the Manager, please write them on
a separate sheet of paper and return with this form.
How to Vote on Items of Business
All your units will be voted in accordance with your directions.
Appointment of Proxy
If you do not plan to attend the meeting, you may appoint a proxy. Unit holders may
s
till attend the Meeting if they have appointed a proxy, but will not be able to vote if
a proxy has been appointed. The proxy need not be a unit holder. The Chair of the
M
eeting, or any other director, is willing to act as proxy for any unit holder who
wishes to appoint him or her for that purpose. To do this, enter ‘the Chair’ or the
name of your proxy in the space allocated in
‘Step 1’ of this form. If you do not
name a person as your proxy or your named pr
oxy does not attend the meeting, the
Chair will be appointed your proxy and will vote in accordance with your express
direction, and any undirected votes will (subject to any restriction(s) set out in the
NZX Listing Rules) be voted in favour of the re-election of Ms Carlie Eve.
Alternatively you can appoint a proxy online at www.investorvote.co.nz.
Voting of your holding
Direct your proxy how to vote by marking one of the boxes opposite the 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
All unit holders are entitled to attend and vote at the Annual Meeting either
in person or online through the Computershare Meeting Platform
https://meetnow.global/nz. To access the meeting, click ‘Go’ under the Fonterra
S
hareholders’ Fund meeting and then click ‘JOIN MEETING NOW’. By using the
meeting platform, you will be able to watch the meeting, vote and ask questions
online using your smart phone, tablet or desktop device. You will need the latest
v
ersion of Chrome, Safari, or Edge to access the meeting. Please ensure your
browser is compatible.

If your proxy is not the Chair of the Meeting or any other director of the company, please ensure that you provide their contact details (phone and
email address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.
Proxy contact d
etails (Phone):and (Email):
Proxy/Corporate Representative Form
Signature of unit holder(s) This section must be completed.
SIGN
or Sole Director/Directoror Director (if more than one)
Unit holder 1Unit holder 2Unit holder 3
Contact Name Contact Daytime Telephone Date
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be
counted in computing the required majority. If you do not mark a box your proxy may vote as they choose.
Ordinary Resolution
Resolution
To re
-elect Carlie Eve, who retires by rotation and has offered herself for re-election as a director of the
Manager of the Fonterra Shareholders’ Fund.
Proxy
DiscretionFor
Against
Abstain
Appoint a Proxy to Vote on Your Behalf
Elect Electronic Communications
STEP 1
hereby appointof
or failing him/her
of
I/We being a unit holder/s of the
Fonterra Shareholders’ Fund
Want to receive your communications quickly? Elect electronic communications by providing your email address below
(By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)
Email Address
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 Meeting of the Fonterra
Shareholders’
Fund to be held at 10am (NZDT) on Monday, 15 December 2025 at Fonterra’s Auckland Offices, 109 Fanshawe Street, Auckland Central and online
through Computershare’s Virtual Meeting Platform https://meetnow.global/nz and at any adjournment of that meeting and to vote on any resolutions to amend any of
the resolutions, on any resolutions so amended, and on any other resolution proposed at the meeting (or any adjournment thereof).
Annual Meeting of the Fonterra Shareholders’ Fund to be
held at 10am (NZDT) on Monday, 15 December 2025 at
Fonterra’s Auckland Offices, 109 Fanshawe Street,
Auckland Central and online through Computershare’s
Virtual Meeting Platform https://meetnow.global/nz.
ATTENDANCE SLIP

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Attending the meeting online
HOW TO PARTICIPATE IN VIRTUAL/HYBRID MEETINGS
When successfully authenticated, the home
screen will be displayed. You can watch the
webcast, vote, ask questions, and view meeting
materials in the documents folder. The image
highlighted blue indicates the page you have active.
The webcast will appear and begin
automatically once the meeting has started.
Voting
Resolutions will be put f
orward once voting is
declared open by the Chair. Once the voting
has opened, the resolution and voting options
will appear.
To vote, simply select your voting direction from
the options shown on screen.
Your vote has been cast when the green tick
appears. To change your vote, select ‘Change
Y
our Vote’.
Q&A
Navigation
Access
Access the online meeting at
https://meetnow.global/nz, and select the
required meeting. Click 'JOIN MEETING NOW'.
If you are a Unit Holder:
Select 'Unit Holder' on the login screen and enter
your CSN/Holder Number and Post Code. If you
are outside New Zealand, simply select your
cou
ntry from the drop down box instead of the
post code. Accept the Terms and Conditions and
click Continue.
If you are a guest:
Select Guest on the login screen. As a guest, you
will be prompted to complete all the relevant
fields including title, first name, last name and
email address.
Please
note, guests will not be able to
ask questions or vote at the meeting.
If yo
u
are a proxy holder:
You will receive an email invitation the day before
th
e meeting to access the online meeting. Click
on the link in the invitation to access the meeting.
Visit https://meetnow.global/nz
Contact
If you have any issues accessing the
web
site please call +64 9 488 8700.
Any eligible Unit Holder/proxy attending the
m
eeting remotely is eligible to ask a question.
Select the Q&A tab and type your question into
the box at the botto
m of the screen and press
'Send'.
Our online meeting provides you the opportunity to
participate online using your smartphone, tablet or computer.
If you choose to a
ttend online you will be able to view a live
webcast of the meeting, ask questions and submit your votes
in real time.
You will need the latest version of Chrome, Safari or Edge.
Please ensure your browser is compatible.