CONTENTS 2
Notice of Annual General Meeting 2021
3
Virtual AGM General Information
4
Virtual AGM Online Guide
CANDIDATE PROFILES All profi les have been supplied by candidates. 6
Sarah Bell
7
Kemp Dryden
8
Murray Haitana
9
Keria Ngakura Ponga
10 Dr Brendon Te Tiwha Puketapu 11 Jenny Tamakehu
12 2020 AGM Summarised Minutes 15 Notes
H U-W ANGA
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Toi tu te whenua
2021 AGM INFORMATION BOOKLET 1
NOTICE OF ANNUAL GENERAL MEETING 2021
H U-W ANGA
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ĀTIHAU-WHANGANUI INCORPORATION
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Toi tu te whenua
Notice is hereby given that the Annual General Meeting of shareholders of the Ātihau-Whanganui Incorporation will be held as a ‘Virtual’ meeting on Friday 10th of December 2021 commencing at 9.00 am. Access to the hui through the website: www.virtualmeeting.co.nz/atihau21 AGENDA 1
Karakia
2
Mihimihi
3
Apologies - written
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Committee of Management
To fill 2 (two) vacancies: Te Tiwha Puketapu and Keria Ponga have retired by rotation and seek re-election. Nominations have been received from Murray Haitana, Jenny Tamakehu, Sarah Bell and Kemp Dryden.
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Board & CEO Report
6
Financial Report
7
Te Āti Hau Trust Report
8
Dividend
To adopt the recommendation of the Committee of Management: That a dividend of 80 cents a share be paid in December 2021 pursuant to section 259 (1) (c) of Te Ture Whenua Māori Act 1993.
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Appointment of Auditors
Silks Audit are re-appointed pursuant to section 277(2) of Te Ture Whenua Māori Act 1993.
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Appointment of Share Valuer
To appoint Silks Audit as Share Valuer.
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Kaumātua Grant
To approve a Kaumatua grant of $100 to kaumatua for costs associated with the Virtual Annual General Meeting. Payment to be by direct credit.
12
Te Āti Hau Trust Grant
To authorise a grant to Te Āti Hau Trust of $540,000 for the 2021/2022 financial year for its charitable purposes.
13
Special Resolution
Jenny Tamakehu
14
Minutes
10th December 2020 Annual General Meeting
PROCEDURAL NOTES Voting Shareholders may exercise their right to vote on all or any matters to be voted on at a meeting in a number of ways, as set out below. Postal Voting Shareholders may cast a postal vote by completing and sending the Postal Voting Form (included in the meeting papers) to the Secretary. Postal Votes must reach the Secretary no later than 9.00 am on Wednesday 8 December 2021. Immediately after the closing time for the receipt of Postal Votes, the Secretary shall count the number of shareholders voting and the number of votes cast in favour of, and against, each resolution. A certificate attesting that this has been done shall be made available to the Chairman of the meeting.
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Voting at the Meeting For resolutions on which postal votes have been cast, the Chairman may choose to call for a vote on shareholding at the meeting for these resolutions. A vote on shareholding must also be held if not less than five persons present in person at the meeting, and having the right to vote, so demand. A shareholder who has sent in a Postal Vote on a resolution by the due date may not also vote at the meeting. For a vote on shareholding at the meeting, the Voting Form included in this package will be used. Completed Voting Forms will be scrutinised to determine whether shareholders have earlier exercised their right to vote via Postal Voting. The Secretary shall count the number of votes cast in favour of, and against, each resolution. The votes cast at the meeting shall be
combined with the Postal Votes to give the final result. For all other matters to be voted on, voting shall be by a show of hands. Proxies The Constitution permits shareholders who are unable to attend the meeting to appoint a proxy. Forms for appointing a proxy are enclosed in this package of documents. No person shall vote as attorney or proxy at the meeting unless a copy of the power of attorney, or notice of appointment of proxy properly completed, is lodged at the office of the Incorporation no later than 9.00 am on Wednesday 8 December 2021.
Ātihau-Whanganui Incorporation VIRTUAL ANNUAL GENERAL MEETING General Information
This year our Annual General Meeting is going to be delivered 100% Virtually. This wasn’t an easy decision, but was made with the health and safety of people in mind. Why Virtual?
The current Alert Level 2 restrictions limit us to no more than 100 people attending a venue at anyone time. To hold an in-person AGM we would need to be spread across at least seven venues to fit everyone in, which just isn’t feasible. We also considered the low vaccination rates in the Whanganui area, the contagious nature of the Delta Variant and the ongoing risk of Covid 19 spreading outside of Auckland and the Waikato, and decided an in-person AGM was putting people at risk. Finally the situation is very uncertain at the moment, and is every changing. By deciding to go with an 100% virtual AGM we can at least provide some certainty around the AGM, and give people plenty of time to prepare. How will I access the AGM?
The AGM will be able to be accessed online through the website https://www.virtualmeeting.co.nz/atihau21 . All you will need to enter is your full name, an email address and phone number. How will I vote?
Voting can be done via postal voting, through a nominated proxy, or online during the meeting. To vote online you will need your shareholder number and post code. Once online, click get a voting card, enter your shareholder number and post code, and then vote on the voting card provided. You can edit your vote throughout the meeting and once you are happy with it, Click Submit Vote and your vote will be counted. Votes must be submitted to be counted.
Quick Reference Guide Website address for the Virtual AGM https://www.virtualmeeting.co.nz/atihau21 What do I Need to Login? Your Name, Email Address, and Phone number What do I Need to Vote Online? Your Shareholder Number and Post Code How do I vote online? Once logged in, click Get a Voting Card, follow the instructions and once you’ve voted click Submit Vote to finalised Can I vote any other way? Yes, Postal Voting or by proxy, using the forms in your pack. Can I ask a question? Yes, Once logged in, click ask a question, and follow the instructions. What if I am having trouble during the meeting? At anytime during the meeting dial 1800 990 363 to reach the Helpdesk.
Can I ask questions?
To ask a question you will need you shareholder number and post code. Click the Ask a Question Tab, type out the Question and then submit the question. If you have a follow up question you can ask this by repeating this process. What about a Vote on Shareholding – Poll Voting?
The Constitution allows for a vote on shareholding so long five (5) or more people present at the meeting and having the right to vote at the meeting request it. During the online meeting this will be administered through the “Ask a Question” function. If 5 or more people request a vote on shareholding/poll voting throughout the meeting, then voting will be on shareholding rather than a show of hands. What about the Kaumātua Grant?
We intended to pay the Kaumātua Grant for costs associated with hosting the virtual meeting at home, so long as this is approved at the meeting. Shareholders will need to login to receive this koha. Will we get to hear from board candidates at the AGM?
We are intending to conduct interviews with each candidate and share these ahead of the AGM on the Ātihau Facebook page. This way those shareholders not comfortable with the online voting system can see the candidates before sending in postal votes. This is the first time we have run an online AGM so will be running a few tutorials on the Facebook page ahead of the meeting. Feel free to contact the Whanganui Office and arrange a time to come in, and have a practice run with us if you need to. Ngā mihi nui – see you at the AGM.
Virtual Meeting Online Guide BEFORE YOU BEGIN Ensure your browser is compatible. Check your current browser by going to the website: whatismybrowser.com Supported browsers are: • Chrome – Version 44 & 45 and after • Firefox – 40.0.2 and after • Safari – OS X v10.9 & OS X v10.10 and after • Internet Explorer 9 and up To attend and vote you must have your shareholder number and postcode. Appointed Proxy: Your proxy number will be provided by Link Group before the meeting. Please make sure you have this information before proceeding. The following pages provide step-by-step instructions to attend and vote at our online AGM.
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Virtual Meeting Online Guide Ātihau-Whanganui Incorporation VIRTUAL ANNUAL GENERAL MEETING Online Guide
g Online Guide
STEP 1
1. Get a Voting Card
Open your web browser and go to https://www.virtualmeeting.co.nz/atihau21 STEP 2
To register to vote – click on the ‘Get a Voting Card’ button.
Log in to the portal using your full name, mobile number and email address.
1. Get a Voting Card To register to vote – click on the ‘Get a Voting Card’ button.
Please read and accept the terms and conditions before clicking on the blue This will bring up a box which looks like this. ‘REGISTER AND WATCH MEETING’ button. • In the Centre – a live video webcast of the Meeting
• At the bottom – buttons for ‘Get a Voting Card’, ‘Ask a Question’ and a list of company documents to download. Note: If you close your browser, your session will expire and you will need to reregister. If using the same email address, you can request a link to be emailed to you to log back in.
This will bring up a box which looks like this.
Step 1
1. GET A VOTING CARD
To register to vote – click on the ‘Get a Voting Card’ button.
Open your web browser and go to This will bring up a box which looks like this. (See left) https://www.virtualmeeting.co.nz/atihau21
If you are an individual or joint shareholder you will need to register and provide validation by entering your shareholder number. If you are an appointed Proxy, please enter the Proxy Number issued by Link in the PROXY DETAILS section. Then click ‘SUBMIT or DETAILS AND VOTE’ button. If you are anthe individual joint securityholder you
Step 2
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Once you have registered, your voting card willand appear with all of the resolutions to will need to register provide validation by entering be voted on by shareholders at the Meeting number. (as set out in the Notice of Meeting). You your shareholder may need to use the scroll bar on the right hand side of the voting card to view all name, resolutions. If you are an appointed Proxy, please enter the
Log in to the portal using your full mobile number and email address.
If you are an individual or joint securityholder you will need to register and provide validation by entering Please read and accept the terms and conditions your shareholder number. before clicking on the blue ‘Register and Watch If you arebutton. an appointed Proxy, please enter the Meeting’ Proxy Number issued by Link in the PROXY DETAILS • In the Centre – a live video webcast of the section. Then click the ‘SUBMIT DETAILS AND Meeting VOTE’ button. • At the bottom – buttons for ‘Get a Voting Card’, Once have registered, voting card will ‘Ask you a Question’ and a listyour of company documents appear with all of the resolutions to be voted on by to download securityholders at the Meeting (as set out in the Notice Note: If you close your browser, your session of Meeting). You may need to use the scroll bar on the will expire and you will need to re-register. If using right hand side of the voting card to view all resolutions. the same email address, you can request a link and proxies can either toSecurityholders be emailed to you to log back in. submit a Full Vote or Partial Vote.
, nts
Proxy Number issued by Link in the PROXY DETAILS section. Then click the ‘SUBMIT DETAILS AND VOTE’ button.
Once you have registered, your voting card will appear with all of the resolutions to be voted on by securityholders at the Meeting (as set out in the Notice of Meeting). You may need to use the scroll bar on the right hand side of the voting card to view all resolutions. Securityholders and proxies can either submit a Full Vote or Partial Vote.
2 • Link Group Virtual Meeting Online Guide
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Full Votes To submit a full vote on a resolution ensure you are in the Full Votes
Ātihau-Whanganui Incorporation VIRTUAL ANNUAL GENERAL MEETING Online Guide
Virtual Meeting Online Guide FULL VOTES
Full Votes
To submit a full vote on a resolution ensure you are in the ‘Full Vote’ tab. Place your To submit a fullon vote a resolution ensure you arevoting in thebuttons. continued vote by clicking theon ‘For’, ‘Against’, or ‘Abstain’ ‘Full Vote’ tab. Place your vote by clicking on the ‘For’, ‘Against’, Once you have finished voting on the resolutions scroll down to the bottom of the box or ‘Abstain’ voting buttons. and click on the ‘Submit Vote’ button.
2. How to ask a question
ou lder sk a Ask ttom
answered during the Meeting, but we will do our
At theIfconclusion of the Meeting reddobar countdown will appear at the Note: you are submitting a partial voteaand not with use alla of your entitled timer votes, the best to address your concerns. Note: Only securityholders are eligible to ask questions. un-voted portion will be and submitted No Instruction and therefore will not bevoting counted. top of the Webcast Slideaswindows advising the remaining time. Please make any changes and submit your voting cards. Once you have finished voting on the resolutions scroll down to If you have yet to obtain a voting card,Once youvoting has been closed all submitted voting cards cannot be changed. the bottom of the box and click on the ‘Submit Vote’ or will be prompted to enter your security ‘Submit holder Partial Vote’ button.
number or proxy details before you can ask a Note: You can close your voting card without submitting your vote question. To ask a question, click on the ‘Ask at any time while voting remains open. Any votes you have already a Question’ button either at the top or bottom made will be saved for the next time you open up the voting card. The of the webpage. voting card will appear on the bottom left corner of the webpage. The message ‘Not yet submitted’ will appear at the bottom of the page.
You can edit your voting card at any point while voting is open by The ‘Ask a Question’ box will then pop up with clicking on ‘Edit Card’. This will reopen the voting card with any 3. Downloads two sections for completion. previous votes made.
g Online Guide
tions.
Note: You can close your voting card without submitting your vote at any time while Partial Votes voting remains open. Any votes you have already made will be saved for the next time To submit a the partial votecard. on aThe resolution ensure you areon in the the bottom left corner you open up voting voting card will appear of the webpage. TheYou message ‘Notthe yetnumber submitted’ will (for appear ‘Partial Vote’ tab. can enter of votes anyat orthe all)bottom of the page. resolution/s. The total amount of votes that you are entitled to vote for will be under eachcard Whenwhile you voting the number You canlisted edit your voting any point is open by clicking on ‘Edit Note thatresolution. notatall questions areenter guaranteed to be Card’. This willautomatically reopen the voting any previous votesleft. made. of votes it will tally card how with many votes you have
2. TO ASK AofQUESTION AtHOW the conclusion the Meeting a red bar with a countdown timer View relevant documentation in the will appear at the top of the windows advising Note: Only shareholders are Webcast eligible to and ask Slide questions. Downloads section. remaining time. Please make any and submit continued Ifthe you have yet voting to obtain a voting card, you willchanges be prompted to enter your security your voting cards. holder number or proxy details before you can ask a question. To ask a question, click on the voting ‘Ask a has Question’ buttonall either at the top or bottom of the webpage. Once been closed submitted voting cards cannot be changed. The ‘Ask a Question’ box will then popLink upGroup with Virtual two sections for Guide completion. Meeting Online •3
4. Voting closing
In the ‘Regarding’ section click on the drop down arrow and select the category/ will end 5 minutes after the resolution for yourVoting question.
close of the Meeting.
Click in the ‘Question’ section and type your question and click on ‘Submit’. Note that not all questions are guaranteed to be A our ‘View Questions’ box will appear where you can view your questions at any point. answered during the Meeting, but we will do Only you can see the questions you have asked. best to address your concerns.
At the conclusion of the a red bar withyour a right of reply, If your question has been answered and youMeeting would like to exercise In the ‘Regarding’ section click on the drop down you arrow can submit another question. countdown timer will appear at the top of the Webcast and select the category/resolution for your question. and Slide screens advising the remaining voting time.
If you have not submitted your vote, you should do Click in the ‘Question’ section and type your question so now. are guaranteed to be answered during the Meeting, but we Note that not all questions and click on ‘Submit’. will do our best to address your concerns.
A ‘View Questions’ box will appear where you can view your questions at any point. Only you can see 3. DOWNLOADS the questions you have asked.
View relevant documentation in the Downloads section.
If your question has been answered and you would like to exercise your right of reply, you can submit another question. 4. VOTING CLOSING
3. Downloads
View relevant documentation in the Contact us Downloads section. New Zealand T 0800 200 220 E meetings@linkmarketservices.com
4. Voting closing
Voting will end 5 minutes after the close of the Meeting. At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide screens advising the remaining voting time. If you have not submitted your vote, you should do so now. 1261.0 04/21 ISS8
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Ātihau-Whanganui Incorporation CANDIDATE PROFILE Sarah Bell
Ko Te Āti Haunui-a-Pāpārangi, ko Ngati Rangi ngā iwi, Ko Ranana, ko Raketepauma ngā marae
GOVERNANCE 2021 Secretary - Ātihau Whanganui Farm SubCommittee
Ko Whanganui ngā awa
2020
Trustee - Te Tōtarahoe O Paerangi Trust (Ngati Rangi Trust Board) Trustee - Nga Waihua O Paerangi Trust
2019
Institute of Directors 5-day Company Director Course
2018-
Trustee - Te Manawa Museum Trust Board
2018/19
Associate Director - Atihau Whanganui Incorporation
Ko Ruapehu ngā Maunga Ko Sarah Bell toku ingoa
My Rangatira tupuna is Hohi Manson of Ranana. I am Arthur Bell’s daughter and Harvey; Manson and Roland Bell are my uncles. I farm sheep and beef with my whanau at Rangiwaea, historical tupuna lands. With a Bachelor of Science, I have been working in the Agricultural sector for 15 years; dairy farming, Fonterra, Regional Council, Ballance Fertiliser, and farm consulting. I facilitate farmer groups countrywide. I am on Te Tōtarahoe O Paerangi and Nga Waihua O Paerangi Boards. I live and breathe farming, and it’s the lifeblood of the Incorporation. AWHI needs farmers with good financial knowledge and business sense. I am supporting the board currently as Secretary on the Farm Sub-Committee. The farms need to be high performing and profitable for us to be able to look after our Taiao and our whanau. I am passionate about the incorporation and believe that I can add real value. VALUES Leadership - motivation / Life - love and happiness / Teaching - illumination Contribution - improving / Catalyst - connectedness PERSONALITY TYPE Peacock/ Eagle Strategic and creative thinker / Energetic, enthusiastic, and optimistic / Decisive, tenacious and driven
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MInstD – Member Institute of Directors NZ QUALIFICATIONS 2021 Massey University - NZ Agri Greenhouse Gas Emissions Management 2013
Massey University - Advanced Sustainable Nutrient Management
2002-05
University of Canterbury - Bachelor of Science in Phys. Geography
ACHIEVEMENTS 2016 Kellogg Rural Leadership Programme 2015
Leadership and Governance Scholarship
t, having served as trustee and chair of my d as Pou Arahi (General Manager) for Ngāti Rangi’s treaty settlement.
der community and consider this attribute e Incorporation.Ātihau-Whanganui
Incorporation CANDIDATE PROFILE ar’s AGM and humbly seek your support to Kemp Dryden
hine
estpac – Joined May 2019 angi Investment Trust – from Sept 2019
Tēnā tātau kei ngā uri o Ātihau Whanganui
Incorporation, nau Trust – February 2021
I was inspired to stand for the Committee of Management by the recent 50year celebration of the Incorporation. It highlighted for me that AWHI exists “Rukutia te Mana” on the back of visionary decisions, great patience, courage, and dedication. I believe it has much more rganisation potential to realise for our people and I would like to contribute to the next phase of its growth.
I was born in Taihape and raised by my grandparents Peehi (Poma) and Hinga Waretini at Raketapauma marae, south of Waiouru. They attended a lot of hui 5+ years and wananga in those days, which meant I did as of Conservation 2 ½My yrsmemories are the “conviction” of our leaders well. at that time to foresee a better tomorrow for their mokopuna, from the mountain to the sea. I am a recipient of their convictions, and I am committed to ensure this legacy is continued. I have a passion for whānau, marae and iwi development, having served as trustee and chair of my marae, and of Ngāti Rangi Trust for many years. I worked as Pou Arahi (General Manager) for Ngāti Rangi and lead the commercial negotiation team for Ngāti Rangi’s treaty settlement.
CAREER HISTORY Current - Area Business Development Manager, Māori/Iwi, Westpac - Joined May 2019 - Commercial Director, Te Kumete o Paerangi, Ngāti Rangi Investment Trust - from Sept 2019 - Chair/Trustee Raketapauma Marae - 25+ years - Chair/trustee Te Peehi & Whakahinga Waretini Whānau Trust - February 2021 Previous - General Manager, Ngāti Rangi Trust - Negotiator, Commercial Lead Ngāti Rangi settlement “Rukutia te Mana” - Chair/trustee Ngāti Rangi Trust - Chair/trustee Whanganui Māori Regional Tourism Organisation - Chair/trustee Whanganui Iwi Fisheries Limited Career Background - Finance and banking industry - 25+ years - Consultancy - Strategic Planning, business planning 5+ years - Strategic Māori Partnerships Manager - Department of Conservation 2 ½ yrs
I have built enduring relationships within iwi and the wider community and consider this attribute along with my business acumen key skills I will bring to the Incorporation. I look forward to seeing you and your whanau at this year’s AGM and humbly seek your support to work on your behalf. Nāku iti nei, Kemp Matthew Dryden BACKGROUND PERSONAL Married to Nicole, 3 adult sons, 1 mokopuna atāhua WHAKAPAPA Ngāti Rangi, Te Ātihaunui-a-Papārangi, Rongomaiwahine
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Ātihau-Whanganui Incorporation CANDIDATE PROFILE Murray Haitana
Tena kotou katoa, Ko Murray Haitana ahau, We the descendants of Atihau land, have a duty, to look after it. Our land needs us now. Some of you know there is something wrong and many of you may not know the trouble our land is facing, these problems if not solved, have dire consequences for us, as a people. The direction it is heading right now, is into financial oblivion.
The corporate structure and ownership, are the ones leading the dog, off to be put down.
An effort is being made behind the scenes, to bring transparency, Justice and mana, back to the Governance of our land. To grow our people, we need sustenance from our land, not their debt to choke on.
Under Te Ture, not the administrator’s corporate fiction, you have a duty to your ancestral land. Go back to plant your food, go back to hunt, go back to provide for your whanau. Our administrators provide for themselves, not for the people.
As a farmer that had a background in profitable farming, providing for the owners, I know the only direction that provides for us, is to have a significant change, the head is rotten.
Nga mihi kia kotou katoa Murray Haitana.
I for one, refuse for the administrators of our land to shackle us with Tens of Millions of dollars of debt, because of their incompetence and willingness, to continue building their temples.
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This board have taken your land from you already, and placed it into a corporate body, if you consider our land to be a dog, then we the people, are simply just fleas on its back.
Under our constitutional rights of He Whakaputanga our unextinguishable rights to our land, that makes us unalienable, go back and occupy your ancestral land!
Ātihau-Whanganui Incorporation CANDIDATE PROFILE Keria Ngakura Ponga
SEEKING YOUR VOTE TO ĀTIHAU WHANGANUI INCORPORATION WHAT DRIVES ME My aspirations for our mokopuna are to live in a world of unlimited opportunities, and for our people to realise their full potential. I am an experienced Governor with a longterm record that shows my commitment to Iwi, our community, and the social and economic development of our rohe. I have served two terms on the Ātihau Whanganui Incorporation and have been working proactively on your behalf. During my tenure I have been the chair of Te Āti Hau Trust, a current member of the Audit and Risk Committee, and the 50th Anniversary celebrations organising committee. I have lobbied for the re-establishment of the Farm Committee and committed to AWHI’s ‘taiao strategy’ to implement better farming and organisational practices.
My professional background in business mentoring, and in-depth knowledge of the machinery of government provides extended skills for AWHI. I am active in the region’s economic development space with significant networks across several sectors. I am honoured to have served my people in positions that I hold and have held, and I am humbled by the confidence placed in me with my recent appointment together with Turama Hawira to the Office of Te Pou Tupua. I remain resolute in my endeavours to strive for a brighter future for all our tamariki and mokopuna. With your support, I look forward to representing your interests. MAKING MOKOPUNA DECISIONS
I believe in open and transparent communication and come with a strong sense of making ethical and moral decisions. If successful, my focus for the next three years will be on: 1. Debt reduction to alleviate shareholder concerns 2. AWHI’s commitment to increase the number of contracts for uri 3. Greater participation of shareholders and uri in the business of AWHI through stakeholder engagements
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Ātihau-Whanganui Incorporation CANDIDATE PROFILE Dr Brendon Te Tiwha Puketapu
STANDING FOR ĀTIHAU WHANGANUI INCORPORATION BOARD ELECTION 2021 My name is Brendon Te Tiwha Puketapu. My parents are Toreiheikura (Paamu-Tinirau) and Tamihana Puketapu. Tēnei au e mihi kau ana ki te iti me te rahi ko kautau ko tātau ngā uri e whakapapa mai ana i Kahui Maunga ki Tangaroa. I am seeking your support to continue my involvement and contributions as a member of the Committee of Management for our Incorporation. With this request, I acknowledge our tūpuna and their initiative to resume and retain the lands within the stewardship of our Incorporation. We follow in their footsteps, to ensure our relationships to people and place are upheld. At the same time, they would expect us to advance with thoughtful initiative in order to successfully resume the lease lands through careful planning, debt management and sound investment. Today, we are still farming. We are doing okay and extending our interests in other land-based activities. Tomorrow, we will continue to improve the performance of our farms and strengthen the care and wellbeing of our whenua, our water and our people.
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I offer common sense, useful skills and successful experience in governance and management, a reasonable knowledge and understanding of our land and its use, a respect for the past, a line of sight on the future and the wherewithal for action in the present. If service to our people, our shareholders and our beneficiaries is important to you and at the forefront of your mind then I welcome and invite your support. Nāku iti nei, Te Tiwha
Ātihau-Whanganui Incorporation CANDIDATE PROFILE Jenny Tamakehu
“E rere kau mai i te awa nui, mai i te kahui maunga ki Tangaroa. Ko au te awa ko te awa ko au”. He uri ahau nō Iwi o Te Atihaunui-a-Paparangi, nō Nga Rauru me Ngati Rangi. Nō nga hapu o Ngati Hau, Ngati Kurawhatia, Ngati Ruaka, Ngati Taanewai, Ngati Hineoneone me Nga Poutama nui a awa.
Tena koutou, Nga iwi o te Koporeihana o Te Ātihau, he koporeihana tautiaki whenua mō ngā Uri no roto ana mai o Whanganui whānui tonu. Ko Jenny Tamakehu ahau: I am 1 of 4 daughters and 5 brothers of Waati Tamakehu and Flossie Ranginui, a mum of two sons. I currently hold a property management portfolio. My whanau whānui hold interests in several blocks in and around Matahiwi / Ohotu, much of it now vested in the Incorporation. These connections have enriched my keen interest in ngā kōrero tuku iho ngā Tūpuna, whānau and whenua bound together by the ever-interlacing strands of whakapapa. All elements of which need to be nourished, handed down, and retained for our future generations to thrive.
Actively involved with my marae and hapu for many years I proudly acknowledge my grandparents Pokairangi Ranginui and Heeni Matene (Manson) who through their unfailing commitment remained as one of very few, who maintained the historical links to the whenua (via lease) from the Māori Land Council to the Maori Land Board, to the Maori Trustee and finally to the Atihau Incorporation. Covid has seen our world change and adapt - A time for us to stop slowdown from the global race, to take in and redefine who we are, to appreciate and prioritise what we have. I believe the Incorporation could shift with these times and extend on its support to shareholders, this being one Kaupapa I think I could achieve some good results. With that in mind the Incorporation to date, has been an enduring example now in its 50th year of what can be achieved. I would like to be a part of making the future even better for Atihau- Whanganui Iwi shareholders. Aside from my involvement on whanau land trusts I have varied previous governance experience from the following Iwi Trusts, Te Whiringa Muka Iwi Fisheries and Pakaitore Iwi Trust. A current trustee on Matahiwi Marae Trust, Pipiriki Incorporation and Ngaporo Waimarino Forest Trust Nga mihi Jenny Tamakehu
Raised with a farming background my father Waati was a renown Maori farmer in Waverley, and my grandfather Pokairangi at Matahiwi and Lismore with whom I lived.
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Ātihau-Whanganui Incorporation 2020 AGM SUMMARISED MINUTES Held at Whanganui Racecourse, 10 December 2020
Present: Mavis Mullins (Chair), Shar Amner, Whatarangi MurphyPehi, Keria Ponga, Te Tiwha Puketapu, Rāwiri Tinirau, Che Wilson, Andrew Beijeman (CE), Russell Bell (Independent), Joe Hanita (Independent), Aaron Rice-Edwards (Independent), Jess Smith (Independent), Charmaine Teki (Secretary), John Unsworth (Lawyer) Karakia: Royce Ponga
Mihimihi: Te Tiwha Puketapu Chair introduction and acknowledgements. Housekeeping matters noted. Current Board members and CE introduction.
Presented by Tiwha Puketapu – Chair of Audit and Risk Committee. •
Introduction of Audit and Risk: Tiwha Puketapu, Shar Amner, Keria Ponga and Independent members - Russell Bell and Joe Hanita.
•
An explanation of the role of the Audit and Risk Committee.
•
Apology from Cameron Town of Silks Audit.
Russell Bell – outlined financial performance and revenue trends from the Annual report. Joe Hanita – outlined operating expenses and balance sheet from the Annual report.
Chair outlined the order of the day as noted in the Information booklet provided in the AGM shareholder packs.
Matters raised:
Apologies: Cecilia Poutahi, Elizabeth Adams, Rudolph Hogg, Aria Tauroa, Pat Gallagher, Sharon Smeaton, Mine Hinemoa Hawira Whānau Trust, Robyn Perrin, Wareti Edwards, Robert Gray, Ariana Benton and Deb Te Riaki.
SH17425: Te Peehi and Whakahinga Waretini Whānau Trust Kemp Dryden: related parties.
Motion: “that the written apologies as noted be received”
Moved: SH19189 Kataraina Millin Whānau Trust – Kataraina Millin Seconded: SH16515 Topia Turoa Whānau Trust - Novena McGuckin - carried. 1. NOMINEE ELECTION PRESENTATIONS •
Sarah Bell
•
Steph Osborne
•
Jenny Tamakehu
•
Murray Haitana
•
Hayden Potaka
• •
Rāwiri Tinirau Che Wilson
2. COMBINED CHAIR & CEO REPORT: JOINT PRESENTATION •
Diversification strategy
•
Principal repayments
•
Debt and investment management
•
Procurement policy
Matters raised:
SH6366: David Hiroti: concerns re: honey, debt and share value. SH17122: Johnson-Tuanau Whānau Trust – Kahi Dickinson: honey valuations. SH21436: Jeffrey Whānau Trust – Jackie Jeffrey: retail cost of honey. SH5082: Wainuiarua Hiriti Whānau Trust – Phil Reweti: status of land at the Oreore slip. SH17122: Johnson-Tuanau Whānau Trust – Kahi Dickinson: regenerative farming.
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3. FINANCIAL PERFORMANCE
SH17966: Pokairangi & Heeni Ranginui Whānau Trust: – Te Hou Partnership carbon credits.
SH7729: Esther Tinirau: apiary leases. SH2738: Anne Waitai: carbon credits. Recommendation to accept the Board reports and Financial statements. Moved: SH7729 Esther Tinirau
Seconded: SH18649 Soraya Peke-Mason – carried. 4. TE ĀTI HAU TRUST REPORT PRESENTED BY SHAR AMNER Area’s of focus: •
marae support particularly in marae infrastructure and development
•
kaumātua support
•
connection with Ātihau from secondary through to tertiary
•
improve application process
•
future needs of the shareholders
•
other study outside of tertiary
•
working towards online applications
Recommendation to accept the Te Āti Hau Trust report. Moved: SH2738 Anne Waitai
Seconded: SH7729 Esther Tinirau – carried. 5. AGENDA ITEMS REQUIRING RESOLUTIONS FROM THE SHAREHOLDERS
Recommendation from the floor to move voting be by Poll by shares. Moved: SH5082 – Phil Reweti moved Poll vote by shares. Seconded: SH7729 – Esther Tinirau SH6051: Dana Blackburn
SH15609: Jenny Tamakehu SH19189: Kataraina Millin SH2738: Anne Waitai
Ātihau-Whanganui Incorporation 2020 AGM SUMMARISED MINUTES (CONTINUED) Held at Whanganui Racecourse, 10 December 2020
Item 8. To adopt the reccomendation of the Committee of Management: “That a dividend of 80 cents a share be paid in December 2020 pursuant to section 259 (1)(c) of Te Ture Whenua Māori Act 1993” Moved: SH2738 Anne Waitai
Seconded: SH Abe Hepi – carried.
Item 13. To approve Minutes from 6th December 2019 AGM
To approve the minutes of the 2019 AGM as a true and correct record. Moved: SH18649 Soraya Peke-Mason
Seconded: SH7507 Annasophia Calman – carried.
SPECIAL RESOLUTIONS Item 9. Appointment of Auditors
Silks Audit are re-qppointed pursuant to section 277(2) of Te Ture Whenua Māori Act 1993 Moved: SH5082 Phil Reweti
Seconded: SH18649 Soraya Peke-Mason – carried.
Item 14. That a dividend of 1 dollar a share be paid in December 2020 pursuant to section 259 (1)(c) of Te Ture Whenua Māori Act 1993. The Board recommends shareholders vote against this resolution.
S259(3) of the Te Ture Whenua Māori Act 1993 does not allow dividend payments to exceed the amount determined by the committee of management as being available for payment. This dividend payment exceeds the distributions policy.
Item 10. Appointment of Share Valuer
Balance Chartered Accountants Limited appointed as Share Valuer.
John Unsworth invited to comment on this resolution and provide an explanation on behalf of the Committee of Management.
Moved: SH19071 Parekawa Turoa Waeroa Whānau Trust
John advised that the passing of this resolution would be unlawful.
Seconded: 16515 Novena McGuckin – carried.
SH15609: Jenny Tamakehu – Sought clarification if the Board might be able to approve and action at this AGM. Chair response:
Item 11. Kaumātua Grant
Special resolutions require notice in advance, amendments from the floor cannot be put forward.
To approve a Kaumātua grant of $100 to kaumātua for travel costs associated with the Annual General Meeting. Payment to be by direct credit.
SH17122 – Kahi Dickinson: Auditors to change the wording to a Committee of Management and not Trustees.
Recommendation to be by show of hands to enable payment to be actioned by Xmas.
Moved: SH5082 Phil Reweti
Seconded: SH7507 Annasophia Calman 1 against SH17835 Te Enga Harris Majority agreed – carried.
Item 12. Te Āti Hau Trust Grant
To authorise a grant to Te Āti Hau Trust of $540,000 for the 2020/2021 financial year for its charitable purposes. Moved: SH2738 Anne Waitai
Seconded: SH4601 Cerise McMaster - carried.
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Ātihau-Whanganui Incorporation 2020 AGM SUMMARISED MINUTES (CONTINUED) Held at Whanganui Racecourse, 10 December 2020
Item 15: To amend the constitution so that a notice of any general meeting is required in the Ruapehu Bulletin, the Whanganui Chronicle, on the Ātihau-Whanganui Website, social media platforms, and is no longer required in the Dominion. Moved: SH7729 Esther Tinirau
The Board resolved to return next year noting the sensible recommendations made to the working to increase clarity and mitigate unintended outcomes.
Seconded: 5082 Phil Reweti - carried.
6. GENERAL BUSINESS
Item 16: To amend the constitution to include the following:
Ātihau- Whanganui Incorporation still intend on holding some of those celebrations.
The Committee may authorise an AGM or SGM to be held via alternative means (such as using audio/visual and/or other electronic technology). In such an event a shareholder, or the shareholder’s proxy or representative, may participate (which includes voting) in the meeting by means of audio, audio visual, or electronic communication if: a) the Committee approves those means and b) the shareholder, proxy or representative complies with any conditions imposed by the Committee in relation to the use of those means (including for example, conditions relating to the identity of the shareholder, proxy, or representative and that person’s approval or authentication (including electronic authentication) of the information communicated by electronic means. For the avoidance of any doubt a shareholder participating in a meeting by means of audio, audio and visual, or electronic communication is present at the meeting and part of the quorum. The Board Recommends shareholders vote for this resolution. Moved: SH7208 Rex Mareikura
Seconded: SH16515 Novena McGuckin - carried.
ROBUST DISCUSSION THEN FOLLOWED FROM THE FLOOR SH18649 Soraya Peke-Mason:
Suggest amendments to the wording for the Committees consideration – 1. Amend to (such as using audio/visual and or other electronic technology, in extreme circumstance. For example covid 19). 2. Add to the end of the sentence “and part of the quorum and that for the benefit of kaumātua a special location with covid restrictions be made available with technology”. John Unsworth responded accordingly:
1. If you put in “extreme circumstances eg covid” then what is the definition of “extreme”? At which point do you reach extreme or not quite extreme. That is the difficulty lawyers have. 2. Your second point is well made but is around mechanics and about making it work for everybody and allowing the facilitation of a meeting by way of audio/visual link. Procedurally we have a special resolution on the floor, people
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are voting on this resolution. If the resolution passes then that’s the resolution, however that does not stop a revisit and consideration at next year’s AGM.
SH5082 Phil Reweti - 50 year celebration events, these will be held in 2021.
SH5082 Phil Reweti – General and Local Elections, reminder to vote. SH18373 Te Turi Whānau Trust - Lee Hall – acknowledged the support and efforts from the Incorporation. 7. TE ĀTI HAU TRUST SCHOLARSHIP CERTIFICATES
Shar Amner presented certificates to the 2020 Te Āti Hau Trust Scholarship holders present. Whatarangi Murphy-Peehi acknowledged Liam Wooding recipient of the Robin Murphy-Peehi Scholarship. Awhiwhenua Graduation: presented by Whatarangi MurphyPeehi and Keria Ponga. AGM closed at 12.45pm with karakia and waiata led by kaumātua John Maihi.
NOTES
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