2024 ANNUAL GENERAL MEETING

Ukaipo Marae, State Highway 29, Te Poi

Venue:

Sunday 24th November 2024

Date:

9.30am Registrations

10.00am AGM start

Time:

VOTING & PROXIES

Appointment and Voting Rights of a Proxy

Shareholders are entitled to appoint a proxy to attend and vote at the upcoming meeting on their behalf. Please note the following process for appointing a proxy:

  • Appointment: The proxy must be appointed in writing on proxy nomination form. The form must be signed by the shareholder and witnessed.

  • Eligibility: Any person of full age and capacity may act as a proxy, except for current members of the committee or individuals nominated for election.

  • Lodging the Proxy: The completed proxy form must be lodged at the registered office of the incorporation no later than 48 hours before the meeting. Alternatively, the chairperson may accept later submissions at their discretion.

  • Cancellation: You can cancel a proxy appointment in writing before 10 AM on the last working day before the meeting or by notifying the chairperson during the meeting.

  • Attendance: If you attend the meeting in person and inform the chairperson of your presence, your proxy will not be allowed to vote on your behalf.

Voting of Your Holding

When appointing a proxy, you must either direct the proxy how to vote by selecting "For," "Against," or "Abstain" for each resolution, or select "Proxy Discretion." You may direct your proxy on some resolutions while granting discretion on others. If you select "Proxy Discretion" for a resolution, your proxy will decide how to vote. If no voting direction is provided on any matter, the proxy may vote as they see fit or choose to abstain from voting.

ELECTION PROCESS

Trust Call for Nominations - A call for nominations will be circulated via the AGM notice through online social media platforms, email, and the official website.

Nominations Open - The nomination period will begin 17th October, and close on 31st October, 4pm.

Nominations must be submitted using the official nomination form and sent to the IRO via email or post.

Nominations Close - All nominations must be received by 31st October, 4pm

Nominations will be verified against the beneficiary database.

If the number of nominations is less than or equal to the number of vacant positions, no election will be held, and the nominees will be deemed appointed.

Voting - If the number of nominations exceeds the number of available positions, a voting process will take place at the AGM.

Results - Election results will be announced at the AGM.

A formal declaration of results will be provided by the IRO

ELECTION OF COMMITTEE OF MANAGEMENT

Two board member positions will become vacant, and a nomination and election process will be conducted to fill these positions. In accordance with the natural rotation of the committee of management, the positions held by Gerry Gardiner and John O'Brien are now vacant. Both individuals have indicated their willingness to stand for re-election.

INTRODUCING YOUR CANDIDATES

CANDIDATE: GERARD TE HOE GARDINER

Ki ngā uri o rātou mā, ngā kaitiaki o ngā whenua i

Paengaroa, i Tauwharawhara, i Kaimai, i Whāiti Kuranui

arā ko ngā whenua kei raro i te maru o Ngamanawa,

ka mihi kau atu kia koutou katoa.

I stand for re-election as a member of the committee of management for Ngamanawa Incorporation, and I am deeply honoured to have had the opportunity to serve our people and our whenua. My connection to our whenua runs deep, and it has been my privilege to guide our Incorporation through numerous phases of growth and development. I regularly practice our ancient traditions of Mahinga Kai and actively engage in pest control efforts, ensuring our whenua thrives for future generations.

As Chairman, I firmly believe in the importance of keeping one's feet on the ground-quite literally-walking the whenua to maintain a tangible connection to its history and significance. This physical appreciation allows me to better understand and respect the balance sheet and financial assets that underpin our Incorporation's success. With the support of our management committee, we have seen our asset base and distributions grow exponentially during my tenure.

Some of my proudest achievements have been building our capacity to restore the Mauri of our whenua and wai through

(1) our Nga Mata Hiringa - Taiao conservation program and

(2) the continued work with Manawa Energy to restore the Mana of our wai. These initiatives have provided meaningful work for our people, connecting them to our whenua while building a sustainable future. We have also successfully negotiated full ownership of 240 hectares of our own forestry right along with a significantly greater share of revenue from our forestry partnership in our next harvest of 1,672 hectares of radiata pine.

I am humbled by the continued trust and support you, our shareholders, have placed in me, and I remain fully committed to the work that lies ahead. I am excited about the opportunities on the horizon for Ngamanawa, and I believe my governance experience, combined with a deep understanding of both commercial and Te Ao Māori perspectives, uniquely positions me to help build prosperity for our whenua, wai, and you, our Tangata - shareholders.

It has been a great honour to serve you, and I humbly seek your support to continue this privileged work.

Ngā mihi nui,

GERARD TE HOE GARDINER

CANDIDATE: HARIATA JAIME ANDERSON

Matua, Tama, Wairua Tapu, me ngā Anahera Pono, Ko te Māngai hei tautoko mai, Ae.

Ngamanawa Incorporations growth and diversified land-based assets calls for strong, future-focused leadership.

As a graduate of the 2021 Ngamanawa Incorporation Associate Committee of Management program, I have gained practical experience in governance, business strategy, and directorship. Through board simulations and case studies, I have built a solid foundation in decision-making and leadership.

My journey in Kaitiaki Taiao (environmental guardianship) has been guided by my work with the Department of Conservation (DOC) and under the mentorship of Pa Ropata McGowan, a renowned expert in Māori rongoā. These experiences have deepened my commitment to sustainable land management and environmental stewardship. My work with stakeholders at Ukaipo Marae, representing Ngāti Kirihika hapū, has strengthened my dedication to ensuring that our land is managed in a way that honors our cultural heritage and the well being of future generations.

I bring expertise in corporate governance, finance, risk management, and integrating traditional Māori knowledge in decision-making. As a trustee, I will uphold the aspirations of our tūpuna, ensuring our Incorporation operates with integrity, transparency, and respect for all stakeholders.

Kei te tū, te rākau, ā, ko tēnā Mōrehu tona tana rākau.

Ko te papa ngākau te oneone, ko ngā whakaaro ngā puāwai, ā, hei te whakatutukitanga i aua whakaaro ka kitea ai

ngā hua, hē pai rānei, hē kino rānei. (Rātana; Whetū Mārama 1927)

I am committed to serving Ngamanawa Incorporation with passion, integrity, and vision.

HARIATA JAIME ANDERSON

CANDIDATE: JOHN O'BRIEN

Ko Mauao te maunga

Ko Tauranga te moana

Ko Ngāti Ranginui te iwi

Ko Ngati Hangarau te hapu

Ko Hangarau te marae

Ko John O'Brien ahau

Kia ora koutou,

I am standing again for the Board of Ngamanawa Inc as I still have a passion to continue to help grow Ngamanawa for the benefit of all our shareholders and their uri. It has been an absolute privilege and honour to have served on the Board of Ngamanawa for the past 15 years.

It's been encouraging and a pleasure to oversee the growth of Ngamanawa over that time and although we are currently experiencing some challenging times the future is positive and exciting, and I believe I can still add value to the Incorporation's journey of creating a better future for our whanau of today and apopo.

I bring a strong background in governance and management currently being a CEO and Chair of other Maori businesses in the Bay of Plenty.

Thank you, whanau, for your support over my 15 years as a Member of the Management Committee and I commit to continue to work hard on your behalf and I look forward to the mahi ahead if I have your support again.

No reira Ma te Atua e manaaki e tiaki kia koutou i nga wa katoa Tena tatou katoa.

JOHN O'BRIEN