Capital Structure Consultation 2021

CAPITAL STRUCTURE CONSULTATION 2021

7. Glossary

IN THIS BOOKLET:

Aggregate Threshold

means the threshold set out in the Constitution for dry shares as a proportion of total shares on issue, being 15%

Board

means the board of directors of Fonterra

Constitution

means Fonterra’s constitution, as amended from time to time

Co-op, Co-operative or Fonterra

means Fonterra Co-operative Group Limited means Fonterra Farmer Custodian Limited means the Dairy Industry Restructuring Act 2001

Custodian

DIRA

Dry share

means a share held by a farmer owner in excess of the number of shares determined in accordance with the Share Standard for the season means the rights to receive dividends and other economic benefits derived from a share held by the Custodian for the benefit of the trustee of the Fund

Economic rights

Farmer owner

means a shareholder in the Co-op

FSF or Fund

means the Fonterra Shareholders’ Fund means the Fonterra Shareholders’ Market

FSM

kgMS

means kilogram of milksolids

Market maker

means the registered volume provider who is active in making bids and offers on a minimum number of shares in the FSM means the current contract supply option without any requirement to purchase shares, available to farmers who meet the relevant criteria means the limit set out in the Constitution on the size of the Fund, being 20% of the total shares on issue means any share that is not required to be held to meet the relevant Share Standard

MyMilk contract

Overall Limit

Non-compulsory share

Share

means a co-operative share in Fonterra

Share standard

means the number of shares a farmer owner is required from time to time to hold as determined in accordance with clause 3.4 of the Constitution means the contract options to supply Fonterra on the basis that shares are purchased over time, including strike price contract options

Share-Up Over Time

TAF

means Trading Among Farmers

Temporary Cap

means the temporary cap on the size of the Fund that has been put in place in order to consult as set out in this booklet by suspending the ability for the economic rights of dry shares to be sold into the FSF means a share held by a farmer owner which is required to be held in accordance with the Share Standard for the season

Wet share

Unit

means a unit issued by the FSF

Voucher

means a certificate referred to in clause 3.4 of the Constitution that was provided to a farmer owner on the transfer of the economic rights of a wet share to the Fund under the 2012 and 2013 supply offers to farmer owners, and that can be used by the farmer owner together with shares, to meet the Share Standard.

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