Special Meeting March 2026

NOTICE OF SPECIAL MEETING – RULE CHANGE

The Credit Union is pleased to advise members that it proposes to take steps to establish a dedicated in-house car sales yard, offering a one stop shop for vehicle selection and financing that enhances convenience for our members and potential non-members. Expanding into vehicle sales diversifies the Credit Union’s income sources, which is expected to be for the benefit of all members.

To enable us to do this, we are calling a Special Meeting on:

11 March 2026, at 111 Collingwood Street, Hamilton commencing 9:00 am

At the meeting members will be asked to vote on proposed changes to our Rules which are needed to allow us to proceed with this proposal, as well as some other minor proposed changes. These are explained in more detail below.

Proxy forms are available by emailing compliance@firstcu.co.nz.

Resolution

The formal resolution proposed for the Special Meeting is as follows:

That the members approve the proposed replacement Rules tabled at the meeting, a summary of which has been made available to members.

The resolution will pass if approved by a majority of members entitled to vote and voting on the matter.

Explanation

The proposed changes to the existing Rules are summarised as follows:

Change relating to proposal that the Credit Union establish a dedicated in-house car sales yard

A new Rule 7(f) is proposed to be added, which will give the Credit Union the ability to:

·       incorporate and hold shares in a company which has as its principal business the sale, purchase and/or lease of motor vehicles and ancillary products and services;

·         appoint and remove the directors of that company; and

·         enter into any other agreements or undertake any other activities that are necessary or desirable to support or advance the business of that company.

This change is needed to allow the Credit Union to proceed with this proposal.

Other changes

The other minor changes proposed to be made to the Rules are as follows:

·         Removing current Rule 7(f), which gives the Credit Union the ability to hold shares in a company which has as its principal business the provision of insurance products. This power is longer needed following the sale of First Insurance Limited's insurance policy book in 2025. The Credit Union now offers insurance through partnerships with third party insurance companies. The definitions of "Company" and "Licence" would also be removed as they are no longer used.

·         Changing references in the Rules to the "General Manager" to instead refer to the "Chief Executive". This reflects the current title held by Mr Simon Scott, the Credit Union's Chief Executive.

·         Expanding Rule 15 to allow a member to be expelled from membership of the Credit Union by either the Chief Financial Officer or Member Experience Manager if the Chief Executive is absent or unable to act. This is a minor change intended for administrative convenience.

·         Expanding the definition of "Electronic Communication" to specifically address the use of smartphones and other similar devices.

·         Minor corrections to cross-references in the Rules.

A full copy of the proposed replacement rules is available by emailing compliance@firstcu.co.nz.

All members are encouraged to attend the meeting or to appoint a proxy.