James Hardie Industries Plc. · NYSE:JHX

James Hardie Industries — Shareholder Meeting (August 2018)

26 slides from James Hardie Industries's shareholder meeting presentation, Aug 10, 2018

  1. Slide 1: Annual General Meeting 10 August 2018

    For personal use only Annual General Meeting 10 August 2018

  2. Slide 2: Cautionary Note on Forward-Looking Statements

    CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS For personal use only This Annual General Meeting Presentation contains forward-looking statements. James Hardie Industries plc (the “Company”) may from time to time make forward-looking statements in its periodic reports filed with or furnished to the S

  3. Slide 3: Cautionary Note on Forward-Looking Statements (continued)

    CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS (continued) For personal use only Words such as “believe,” “anticipate,” “plan,” “expect,” “intend,” “target,” “estimate,” “project,” “predict,” “forecast,” “guideline,” “aim,” “will,” “should,” “likely,” “continue,” “may,” “objective,” “outlook” and sim

  4. Slide 4: Chairman's Address – Michael Hammes

    For personal use only Annual General Meeting 10 August 2018 Chairman’s Address – Michael Hammes PAGE 4

  5. Slide 5: Items of Business

    For personal use only Annual General Meeting 10 August 2018 Items of Business* *Shareholders should refer to the 2018 Notice of Annual General Meeting for the full text and background to each resolution set forth in the presentation PAGE 5

  6. Slide 6: 1: Financial Statements and Reports for Fiscal Year 2018

    For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2018 • To receive and consider the financial statements and the reports of the Board and external auditor for the fiscal year ended 31 March 2018 PAGE 6

  7. Slide 7: 1: Financial Statements and Reports for Fiscal Year 2018 – Votes

    For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2018 PROXY RESULTS: Votes %* For 354,634,308 99.87 Against 364,077 0.10 Open 89,449 0.03 Abstain 3,329,572 N/A Excluded 0 N/A * Percentages have been rounded PAGE 7

  8. Slide 8: 2: Remuneration Report for Fiscal Year 2018

    For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2018 • To receive and consider the Remuneration Report of the Company for the fiscal year ended 31 March 2018 PAGE 8

  9. Slide 9: 2: Remuneration Report for Fiscal Year 2018 – Votes

    For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2018 PROXY RESULTS: Votes %* For 322,150,372 89.90 Against 36,111,103 10.08 Open 86,949 0.02 Abstain 68,982 N/A Excluded 0 N/A * Percentages have been rounded PAGE 9

  10. Slide 10: 3: Election/Re-election of Directors

    For personal use only RESOLUTION 3: Election/Re-election of Directors a. That Persio Lisboa be elected as a director b. That Andrea Gisle Joosen, who retires by rotation in accordance with the Company’s Articles of Association, be re-elected as a director c. That Michael Hammes, who retires by rotat

  11. Slide 11: 3(a): Election of Director – Persio Lisboa

    For personal use only RESOLUTION 3(a): Election of Director – Persio Lisboa PROXY RESULTS: Votes %* For 349,686,280 97.58 Against 8,600,529 2.40 Open 89,449 0.02 Abstain 41,148 N/A Excluded 0 N/A * Percentages have been rounded PAGE 11

  12. Slide 12: 3(b): Re-election of Director – Andrea Gisle Joosen

    For personal use only RESOLUTION 3(b): Re-election of Director – Andrea Gisle Joosen PROXY RESULTS: Votes %* For 346,310,841 96.88 Against 11,062,886 3.09 Open 89,449 0.03 Abstain 954,230 N/A Excluded 0 N/A * Percentages have been rounded PAGE 12

  13. Slide 13: 3(c): Re-election of Director – Michael Hammes

    For personal use only RESOLUTION 3(c): Re-election of Director – Michael Hammes PROXY RESULTS: Votes %* For 355,427,758 99.19 Against 2,843,041 0.79 Open 86,949 0.02 Abstain 59,658 N/A Excluded 0 N/A * Percentages have been rounded PAGE 13

  14. Slide 14: 3(d): Re-election of Director – Alison Littley

    For personal use only RESOLUTION 3(d): Re-election of Director – Alison Littley PROXY RESULTS: Votes %* For 357,531,142 99.77 Against 768,460 0.21 Open 89,449 0.02 Abstain 28,355 N/A Excluded 0 N/A * Percentages have been rounded PAGE 14

  15. Slide 15: 4: Authority to Fix the External Auditor's Remuneration

    For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration • That the Board be authorised to fix the remuneration of the external auditor for the fiscal year ended 31 March 2019 PAGE 15

  16. Slide 16: 4: Authority to Fix the External Auditor's Remuneration – Votes

    For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration PROXY RESULTS: Votes %* For 358,119,512 99.94 Against 135,626 0.03 Open 93,919 0.03 Abstain 68,349 N/A Excluded 0 N/A * Percentages have been rounded PAGE 16

  17. Slide 17: 5: Re-Approval of the Long Term Incentive Plan (LTIP) 2006

    For personal use only RESOLUTION 5: Re-Approval of the James Hardie Industries Long Term Incentive Plan (LTIP) 2006 • That approval is given for all purposes for further amendment to, and continued operation of, the James Hardie Industries Long Term Incentive Plan 2006 (as amended) PAGE 17

  18. Slide 18: 5: Re-Approval of the Long Term Incentive Plan 2006 – Votes

    For personal use only RESOLUTION 5: Re-Approval of the James Hardie Industries Long Term Incentive Plan 2006 PROXY RESULTS: Votes %* For 352,922,238 98.64 Against 4,790,693 1.34 Open 86,949 0.02 Abstain 617,526 N/A Excluded 0 N/A * Percentages have been rounded PAGE 18

  19. Slide 19: 6: Grant of Return on Capital Employed Restricted Stock Units

    For personal use only RESOLUTION 6: Grant of Return on Capital Employed Restricted Stock Units • Approve the grant of Return on Capital Employed (ROCE) Restricted Stock Units (RSUs) under the 2006 LTIP (as amended) to James Hardie’s Director and Chief Executive Officer, Louis Gries PAGE 19

  20. Slide 20: 6: Grant of ROCE Restricted Stock Units – Votes

    For personal use only RESOLUTION 6: Grant of Return on Capital Employed Restricted Stock Units PROXY RESULTS: Votes %* For 333,162,388 93.12 Against 24,526,874 6.86 Open 86,949 0.02 Abstain 641,195 N/A Excluded 0 N/A * Percentages have been rounded PAGE 20

  21. Slide 21: 7: Grant of Relative Total Shareholder Return RSUs

    For personal use only RESOLUTION 7: Grant of Relative Total Shareholder Return RSUs • Approve the grant of Relative Total Shareholder Return (TSR) RSUs to James Hardie’s Director and Chief Executive Officer, Louis Gries PAGE 21

  22. Slide 22: 7: Grant of Relative TSR RSUs – Votes

    For personal use only RESOLUTION 7: Grant of Relative Total Shareholder Return RSUs PROXY RESULTS: Votes %* For 324,908,939 90.81 Against 32,785,088 9.17 Open 86,949 0.02 Abstain 636,430 N/A Excluded 0 N/A * Percentages have been rounded PAGE 22

  23. Slide 23: 8: Amendment of the Company's Articles of Association

    For personal use only RESOLUTION 8: Amendment of the Company’s Articles of Association • Approve certain amendments to the Company’s Articles of Association* in order to update and improve the procedure pursuant to which directors of the Company periodically retire and stand for re-election * As set

  24. Slide 24: 8: Amendment of the Company's Articles of Association – Votes

    For personal use only RESOLUTION 8: Amendment of the Company’s Articles of Association PROXY RESULTS: Votes %* For 322,089,095 89.88 Against 36,154,273 10.09 Open 100,411 0.03 Abstain 73,627 N/A Excluded 0 N/A * Percentages have been rounded PAGE 24

  25. Slide 25: Other Items of Business

    For personal use only Other Items of Business PAGE 25

  26. Slide 26: Annual General Meeting August 2018

    For personal use only Annual General Meeting 10 August 2018

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