Slide 1: Annual General Meeting
Annual General Meeting 23 October 2018
Slide 2: Stephen Johns, Chairman
Stephen Johns Chairman Brambles
Slide 3: Poll voting instructions
A poll is being held on all resolutions at this meeting. If leaving early, place completed voting cards in the ballot boxes by the exit doors. 3
Slide 4: Brambles
Brambles
Slide 5: Stephen Johns, Chairman
Stephen Johns Chairman 5 Brambles
Slide 6: Graham Chipchase, Chief Executive Officer
Graham Chipchase Chief Executive Officer
Slide 7: Annual General Meeting
Annual General Meeting 23 October 2018
Slide 8: Tony Froggatt, Chairman of the Remuneration Committee
Tony Froggatt Chairman of the Remuneration Committee
Slide 9: What I will cover
What I will cover Brambles’ executive remuneration structure Outcomes for FY18, including share vesting MyShare employee share ownership scheme 9
Slide 10: Executive remuneration policy
Executive remuneration policy Objectives Attract and retain high-calibre executives Incentivise executives to achieve challenging performance levels Reward successful business strategy implementation Align executive rewards with creation of shareholder value 10
Slide 11: Senior executive remuneration structure
Senior executive remuneration structure At risk remuneration Fixed remuneration (76%) (24%) At risk LTI shares (32%) Salary Vesting over three years, At risk LTI Fixed salary Superannuation, car, performance hurdles for shares shares healthcare, etc. related to TSR and sales revenue/BVA At risk At r
Slide 12: FY18 remuneration outcomes
FY18 remuneration outcomes Modest salary increases for senior executives Short-term incentives and deferred share awards reflecting company performance Long Term incentives (LTIs) partially vested at 25% No increase to Non-Executive Director fees Review of our remuneration strategy in 2018 has recom
Slide 13: MyShare update
MyShare update Brambles strongly committed to employee share ownership Since initial launch in 2008, more than 4,300 employees in 40 countries have elected to participate MyShare employees now own 3.73 million Brambles shares 13
Slide 14: Final comments – remuneration
Final comments – remuneration Brambles remuneration strategy supports the business strategy No proposed changes in 2019 Our remuneration policy is designed to reward executives for the creation of shareholder value 14
Slide 15: Annual General Meeting
Annual General Meeting 23 October 2018
Slide 16: How to ask a question
How to ask a question Go to a designated microphone Show your red voting card or yellow non-voting card Give the attendant your name Wait until you have been introduced to the meeting 16
Slide 17: Annual General Meeting
Annual General Meeting 23 October 2018
Slide 18: Voting procedure
Voting procedure Discretionary proxy votes given to Chairman will be cast in favour of each item of business 18
Slide 19: Item 1
Item 1 To consider and receive the Financial Report, Directors’ Report and Auditors’ Report for Brambles and the Group for the year ended 30 June 2018. 19
Slide 20: Item 2
Item 2 As an ordinary resolution To adopt the Remuneration Report for Brambles and the Group for the year ended 30 June 2018. 20
Slide 21: Proxies and direct votes received
Proxies and direct votes received Item 2 To adopt the Remuneration Report For Discretionary Against Abstain Proxy votes 1,099,398,721 2,362,559 37,609,092 2,698,513 Direct votes 25,065,561 - 1,506,258 - Total 1,124,464,282 2,362,559 39,115,350 2,698,513 21
Slide 22: Mark your voting card
Mark your voting card Item 2 To adopt the Remuneration Report 22
Slide 23: Election of Elizabeth Fagan
Election of Elizabeth Fagan 23
Slide 24: Item 3
Item 3 As an ordinary resolution That Ms Elizabeth Fagan be elected to the Board of Brambles. 24
Slide 25: Proxies and direct votes received
Proxies and direct votes received Item 3 That Ms Elizabeth Fagan be elected to the Board of Brambles. For Discretionary Against Abstain Proxy votes 1,121,212,464 2,412,896 17,557,294 947,151 Direct votes 26,142,630 - 333,982 - Total 1,147,355,094 2,412,896 17,891,276 947,151 25
Slide 26: Mark your voting card
Mark your voting card Item 3 That Ms Elizabeth Fagan be elected to the Board of Brambles. 26
Slide 27: Re-election of Scott Redvers Perkins
Re-election of Scott Redvers Perkins 27
Slide 28: Item 4
Item 4 As an ordinary resolution That Mr Scott Redvers Perkins be re-elected to the Board of Brambles. 28
Slide 29: Proxies and direct votes received
Proxies and direct votes received Item 4 That Mr Scott Redvers Perkins be re-elected to the Board of Brambles. For Discretionary Against Abstain Proxy votes 1,120,945,363 2,403,662 17,828,625 953,155 Direct votes 26,165,617 - 305,347 - Total 1,147,109,980 2,403,662 18,133,972 953,155 29
Slide 30: Mark your voting card
Mark your voting card Item 4 That Mr Scott Redvers Perkins be re-elected to the Board of Brambles. 30
Slide 31: Item 5
Item 5 As an ordinary resolution That the participation by Mr Graham Chipchase until the 2019 Annual General Meeting in the Amended Performance Share Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting be approved for all purposes including for the purpose of Aust
Slide 32: Proxies and direct votes received
Proxies and direct votes received Item 5 Participation of Graham Chipchase, Executive Director, in the Amended Performance Share Plan. For Discretionary Against Abstain Proxy votes 982,719,213 2,365,007 152,132,228 4,913,357 Direct votes 24,503,356 - 2,077,975 - Total 1,007,222,569 2,365,007 154,210
Slide 33: Mark your voting card
Mark your voting card Item 5 Participation of Executive Director in the Amended Performance Share Plan. 33
Slide 34: Item 6
Item 6 As an ordinary resolution That the participation by Ms Nessa O’Sullivan until the 2019 Annual General Meeting in the Amended Performance Share Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting be approved for all purposes including for the purpose of Aust
Slide 35: Proxies and direct votes received
Proxies and direct votes received Item 6 Participation of Nessa O’Sullivan, Executive Director, in the Amended Performance Share Plan. For Discretionary Against Abstain Proxy votes 982,461,570 2,645,537 152,100,756 4,921,942 Direct votes 24,447,636 - 2,016,778 - Total 1,006,909,206 2,645,537 154,117
Slide 36: Mark your voting card
Mark your voting card Item 6 Participation of Executive Director in the Amended Performance Share Plan. 36
Slide 37: Please deposit your voting cards at the exit
Please deposit your voting cards at the exit 37
Slide 38: The poll has now closed
The poll has now closed 38 Brambles
Slide 39: Annual General Meeting
Annual General Meeting 23 October 2018
Slide 40: Disclaimer
Disclaimer The release, publication or distribution of this presentation in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this presentation is released, published or distributed should inform themselves about and observe such restrictions. This