James Hardie Industries Plc. · NYSE:JHX
James Hardie Industries — Shareholder Meeting (August 2017)
24 slides from James Hardie Industries's shareholder meeting presentation, Aug 8, 2017
Slide 1: Annual General Meeting August 2017
Annual General Meeting 8 August 2017 Exhibit 99.1
Slide 2: Cautionary Note on Forward-Looking Statements
PAGE CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS This Management 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 Securities and Exchange Commis
Slide 3: Cautionary Note on Forward-Looking Statements (continued)
PAGE CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS (continued) Words such as “believe,” “anticipate,” “plan,” “expect,” “intend,” “target,” “estimate,” “project,” “predict,” “forecast,” “guideline,” “aim,” “will,” “should,” “likely,” “continue,” “may,” “objective,” “outlook” and similar expressions
Slide 4: Chairman's Address – Michael Hammes
PAGE Annual General Meeting 8 August 2017 Chairman’s Address – Michael Hammes 4
Slide 5: Items of Business
PAGE Annual General Meeting 8 August 2017 Items of Business* 5 *Shareholders should refer to the 2017 Notice of Annual General Meeting for the full text and background to each resolution set forth in the presentation
Slide 6: 1: Financial Statements and Reports for Fiscal Year 2017
PAGE RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2017 • To receive and consider the financial statements and the reports of the Board and external auditor for the fiscal year ended 31 March 2017 6
Slide 7: 1: Financial Statements and Reports for Fiscal Year 2017 – Results
PAGE RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2017 7 PROXY RESULTS: Votes %* For 360,338,619 99.83 Against 498,888 0.14 Open 108,452 0.03 Abstain 2,808,943 N/A Excluded 0 N/A * Percentages have been rounded
Slide 8: 2: Remuneration Report for Fiscal Year 2017
PAGE RESOLUTION 2: Remuneration Report for Fiscal Year 2017 • To receive and consider the Remuneration Report of the Company for the fiscal year ended 31 March 2017 8
Slide 9: 2: Remuneration Report for Fiscal Year 2017 – Results
PAGE RESOLUTION 2: Remuneration Report for Fiscal Year 2017 9 PROXY RESULTS: Votes %* For 302,469,868 84.50 Against 55,378,663 15.47 Open 108,452 0.03 Abstain 5,797,919 N/A Excluded 0 N/A * Percentages have been rounded
Slide 10: 3: Election/Re-election of Directors
PAGE RESOLUTION 3: Election/Re-election of Directors a. That Steven Simms be elected as a director b. That Brian Anderson, who retires by rotation in accordance with the Constitution, be re-elected as a director c. That Russell Chenu, who retires by rotation in accordance with the Constitution, be r
Slide 11: 3(a): Election of Director – Steven Simms
PAGE RESOLUTION 3(a): Election of Director – Steven Simms 11 PROXY RESULTS: Votes %* For 362,514,246 99.95 Against 63,283 0.02 Open 105,952 0.03 Abstain 1,071,421 N/A Excluded 0 N/A * Percentages have been rounded
Slide 12: 3(b): Re-election of Director – Brian Anderson
PAGE RESOLUTION 3(b): Re-election of Director – Brian Anderson 12 PROXY RESULTS: Votes %* For 361,456,609 99.66 Against 1,111,976 0.31 Open 105,952 0.03 Abstain 1,080,365 N/A Excluded 0 N/A * Percentages have been rounded
Slide 13: 3(c): Re-election of Director – Russell Chenu
PAGE RESOLUTION 3(c): Re-election of Director – Russell Chenu 13 PROXY RESULTS: Votes %* For 355,762,888 98.12 Against 6,710,698 1.85 Open 105,952 0.03 Abstain 1,175,364 N/A Excluded 0 N/A * Percentages have been rounded
Slide 14: 3(d): Re-election of Director - Rudolf van der Meer
PAGE RESOLUTION 3(d): Re-election of Director - Rudolf van der Meer 14 PROXY RESULTS: Votes %* For 360,019,520 99.27 Against 2,542,439 0.70 Open 105,952 0.03 Abstain 1,086,991 N/A Excluded 0 N/A * Percentages have been rounded
Slide 15: 4: Authority to Fix the External Auditor's Remuneration
PAGE 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 2018 15
Slide 16: 4: Authority to Fix the External Auditor's Remuneration – Results
PAGE RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration 16 PROXY RESULTS: Votes %* For 361,958,720 99.94 Against 113,938 0.03 Open 108,452 0.03 Abstain 1,573,792 N/A Excluded 0 N/A * Percentages have been rounded
Slide 17: 5: Increase Non-Executive Director Fee Pool
PAGE RESOLUTION 5: Increase Non-Executive Director Fee Pool • That approval is given to increase the maximum remuneration payable to non-executive directors by US$500,000 per annum, from the current maximum aggregate amount of US$2.3million per annum to an increased maximum aggregate amount of US$2.
Slide 18: 5: Increase Non-Executive Director Fee Pool – Results
PAGE RESOLUTION 5: Increase Non-Executive Director Fee Pool 18 PROXY RESULTS: Votes %* For 360,670,237 99.74 Against 845,086 0.23 Open 105,952 0.03 Abstain 1,535,942 N/A Excluded 597,685 N/A * Percentages have been rounded
Slide 19: 6: Grant of Return on Capital Employed Restricted Stock Units
PAGE 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 Long Term Incentive Plan to James Hardie’s Chief Executive Officer, Louis Gries 19
Slide 20: 6: Grant of ROCE Restricted Stock Units – Results
PAGE RESOLUTION 6: Grant of Return on Capital Employed Restricted Stock Units 20 PROXY RESULTS: Votes %* For 334,074,794 92.33 Against 27,648,043 7.64 Open 105,952 0.03 Abstain 1,522,075 N/A Excluded 404,038 N/A * Percentages have been rounded
Slide 21: 7: Grant of Relative Total Shareholder Return RSUs
PAGE RESOLUTION 7: Grant of Relative Total Shareholder Return RSUs • Approve the grant of Relative Total Shareholder Return (TSR) RSUs to James Hardie’s Chief Executive Officer, Louis Gries 21
Slide 22: 7: Grant of Relative TSR RSUs – Results
PAGE RESOLUTION 7: Grant of Relative Total Shareholder Return RSUs 22 PROXY RESULTS: Votes %* For 333,775,634 92.25 Against 27,938,513 7.72 Open 105,952 0.03 Abstain 1,530,765 N/A Excluded 404,038 N/A * Percentages have been rounded
Slide 23: Other Items of Business
PAGE Other Items of Business 23
Slide 24: Annual General Meeting August 2017
Annual General Meeting 8 August 2017
James Hardie Industries — Shareholder Meeting (August 2017) on 6ix