Special General Meeting and Annual General Meeting Registration

Special General Meeting

NOTICE is hereby given that a special meeting of members of Wairarapa Building Society (WBS) will be held on

Friday 25th day of July 2025 at 4.30pm
WBS office
125 Queen Street, Masterton

To consider (with or without modification) the following resolution:

Special resolution to be considered

That, subject to and conditional upon approval from The Registrar, the members agree to amend WBS Rules. The key changes to the Rules comprise:

• Improved clarity around definitions and understanding of the various WBS share classes
• Moving administrative detail into schedules rather than the main body of the Rules
• Summaries to clarify each part of the Rules
• Removing outdated language without changing the meaning of the language, e.g. Chair instead of Chairman
• Removing detailed qualification criteria for Directors e.g., predominant residence in Wairarapa, age restriction to less than 70 years old
• Clarifying process to appoint Directors outside of an AGM – previously referred to as filling a casual vacancy
• Reducing the minimum number of members required to nominate a nominee for appointment as a Director from 10 members to 2 members.

The proposed amendments have been reviewed and approved by the WBS Board of Directors and also had a legal review to ensure compliance with relevant laws and regulations.

Note on resolutions

Special Resolution Definition

This resolution is a special resolution. A special resolution is a resolution approved by a 75% majority of at least 10 members present at the Special General Meeting entitled to vote and voting on the question.

Quorum

This meeting is called by the WBS Board. A quorum for the meeting is present if there are 10 members of the Society entitled to vote and present in person.

Proxy Forms

Proxy forms must be signed and

• deposited at the registered offices of WBS, 125 Queen Street, Masterton
• emailed to [email protected] by 4.30pm on 23rd day of July 2025, otherwise it will not be valid (unless it is otherwise produced before the start of the Meeting).

Proxy forms are available from the registered offices of WBS, 125 Queen Street, Masterton, or by emailing [email protected].

Attendance and Voting Rights

All members or a member’s proxy or representative, are entitled to attend the meeting and vote.

At any meeting a resolution put to the vote of the meeting shall be decided on a show of hands unless a poll is (before or on the declaration of the result of the show of hands) demanded:

• by the Chairman
• by at least 10 members present (in person or by proxy) entitled to vote
• by the WBS Trust.

Unless a poll is so demanded, a declaration by the Chairman that a resolution has, on a show of hands, been carried, or carried unanimously or by a particular majority, or lost, and an entry to that effect in the book containing the minutes of the proceedings of the Society, shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against the resolution. Except in the case of a motion for a special resolution, the demand for a poll may be withdrawn.

Please RSVP for the SGM by entering your details below.