Downer Edi Limited · ASX:DOW
Downer Edi — Shareholder Meeting (2022)
27 slides from Downer Edi's shareholder meeting presentation, 2022
Slide 1: Annual General Meeting
Slide 2: Safety procedures
Safety procedures ▪ When notified of an emergency, which will be a beeping alarm through the speakers in this auditorium, please evacuate the building immediately via the nearest exit ▪ Do not use the lifts ▪ Proceed to the designated external assembly area, which is across the road next to the mult
Slide 3: Slide 3
Slide 4: Mark Chellew, Chairman
Mark Chellew Chairman 4
Slide 5: Grant Fenn, Managing Director and CEO
Grant Fenn Managing Director and Chief Executive Officer 5
Slide 6: Trading update and Group outlook
Trading update and Group outlook ▪ Guidance issued in August 2022: “For FY23, Downer expects 10-20% underlying NPATA growth, assuming no material COVID-19, weather, labour or other disruptions”. ▪ Trading conditions in Q1 were more challenging than anticipated, primarily due to the continued wet wea
Slide 7: Mark Chellew, Chairman
Mark Chellew Chairman 7
Slide 8: Robert Regan, Company Secretary
Robert Regan Company Secretary 8
Slide 9: Financial Report, Directors' Report and Independent Auditor's Report
Item 1: Financial Report, Directors’ Report and Independent Auditor’s Report ▪ The Financial Report, Directors’ Report and the Independent Auditor’s Report are now open for discussion. ▪ There is no requirement for shareholders to approve these reports. Accordingly, item number one is for discussion
Slide 10: Item 2a: Election of Mark Binns
Item 2a: Election of Mark Binns 10
Slide 11: Item 2a: Election of Mark Binns
Item 2a: Election of Mark Binns “That Mark Binns who was appointed as an Independent Non-executive Director of the Company, effective 1 March 2022, in accordance with Rule 3.3 of the Company’s Constitution and being eligible, is elected as a Non-executive Director of Downer.” Proxies received in rel
Slide 12: Item 2b: Election of Dr Adelle Howse
Item 2b: Election of Dr Adelle Howse 12
Slide 13: Item 2b: Election of Dr Adelle Howse
Item 2b: Election of Dr Adelle Howse “That Dr Adelle Howse who was appointed as an Independent Non-executive Director of the Company, effective 1 April 2022, in accordance with Rule 3.3 of the Company’s Constitution and being eligible, is elected as a Non-executive Director of Downer.” Proxies recei
Slide 14: Item 2c: Election of Mark Menhinnitt
Item 2c: Election of Mark Menhinnitt 14
Slide 15: Item 2c: Election of Mark Menhinnitt
Item 2c: Election of Mark Menhinnitt “That Mark Menhinnitt who was appointed as an Independent Non-executive Director of the Company, effective 1 March 2022, in accordance with Rule 3.3 of the Company’s Constitution and being eligible, is elected as a Non-executive Director of Downer.” Proxies recei
Slide 16: Item 2d: Re-election of Teresa Handicott
Item 2d: Re-election of Teresa Handicott 16
Slide 17: Item 2d: Re-election of Teresa Handicott
Item 2d: Re-election of Teresa Handicott “That Teresa Handicott, who was appointed as an Independent Non-executive Director of the Company on 21 September 2016 and in accordance with Rule 3.6 of the Company’s Constitution and being eligible, offers herself for re-election, is re-elected as a Non-exe
Slide 18: Item 2e: Re-election of Peter Watson
Item 2e: Re-election of Peter Watson 18
Slide 19: Item 2e: Re-election of Peter Watson
Item 2e: Re-election of Peter Watson “That Peter Watson, who was appointed as an Independent Non-executive Director of the Company on 22 May 2019 and in accordance with Rule 3.6 of the Company’s Constitution and being eligible, offers himself for re-election, is re-elected as a Non-executive Directo
Slide 20: Item 3: Adoption of Remuneration Report
Item 3: Adoption of Remuneration Report “That the Remuneration Report for the year ended 30 June 2022 be adopted.” Proxies received in relation to this item are displayed on the screen. Voted % % of all shares For 236,477,005 44.10 35.19 Against 298,986,271 55.76 44.50 Abstain 280,576 n/a 0.04 Open
Slide 21: Item 4: Approval of Managing Director's LTI
Item 4: Approval of Managing Director’s LTI “That approval is given to the grant of performance rights pursuant to the Company’s LTI Plan and the acquisition of shares on vesting by issue or by transfer as the Managing Director’s long-term incentive for 2023 on the basis described in the Explanatory
Slide 22: Item 5: Renewal of proportional takeover approval provisions
Item 5: Renewal of proportional takeover approval provisions “That the Company modify its constitution by renewing clause 37 which contains proportional takeover approval provisions for the purposes of section 648D of the Corporations Act 2001 (Cth), with effect from the close of the meeting.” Proxi
Slide 23: Item 6: Increase of Non-executive Director fee limit
Item 6: Increase of Non-executive Director fee limit “That the maximum total amount of Directors’ fees that may be payable by the Company to the Non- executive Directors be increased from $2,000,000 per year to $2,400,000 per year, with effect from the financial year commenced 1 July 2022.” Proxies
Slide 24: Mark Chellew, Chairman
Mark Chellew Chairman 24
Slide 25: Polls
Downer = Relationships creating success Polls i be
Slide 26: Please join us for refreshments
Please join us for refreshments
Slide 27: Slide 27