Slide 1: Annual General Meeting 2017
DOWNER GROUP Annual General Meeting 2017
Slide 2: Land on which we meet today
GOOD MORNING, LADIES AND GENTLEMEN. MY NAME IS MIKE HARDING AND I AM THE CHAIRMAN OF DOWNER EDI LIMITED. I WOULD LIKE TO BEGIN BY ACKNOWLEDGING THE TRADITIONAL OWNERS OF THE LAND ON WHICH WE MEET TODAY – THE GADIGAL PEOPLE OF THE EORA NATION – AND PAY MY RESPECTS TO THEIR ELDERS PAST AND PRESENT. I
Slide 3: Safety procedures
SAFETY PROCEDURES WHEN NOTIFIED OF AN EMERGENCY, WHICH WILL BE A VOICE WE HEAR 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 MULTI-ST
Slide 4: Introduction of directors and auditors
I WOULD NOW LIKE TO INTRODUCE MY FELLOW DIRECTORS. ON MY FAR LEFT IS GRANT THORNE, THEN EVE HOWELL, PHIL GARLING, ANNABELLE CHAPLAIN AND TERESA HANDICOTT. NEXT IS OUR COMPANY SECRETARY, PETER LYONS, AND ON MY IMMEDIATE LEFT IS YOUR CHIEF EXECUTIVE OFFICER, GRANT FENN. I WOULD ALSO LIKE TO INTRODUCE
Slide 5: Meeting procedures and protocols
ALL RESOLUTIONS WILL BE DECIDED BY A POLL AT THE END OF THE MEETING. THE MEETING WILL CONSIDER THE ITEMS OF BUSINESS OUTLINED IN THE NOTICE OF MEETING SENT TO ALL SHAREHOLDERS ON 28 SEPTEMBER 2017. THERE WILL BE OPPORTUNITIES FOR SHAREHOLDERS TO ASK QUESTIONS ON THE RESOLUTIONS, AND QUESTIONS WILL B
Slide 6: Update on the group's operations
ANY UNDIRECTED PROXIES IN MY FAVOUR AS CHAIRMAN WILL BE VOTED IN FAVOUR OF THE RELEVANT RESOLUTION, OTHER THAN FOR ITEM 5 WHERE THEY WILL BE VOTED AGAINST THE RESOLUTION. PRIOR TO THE FORMAL BUSINESS OF THE MEETING, MR FENN WILL GIVE YOU AN UPDATE ON THE GROUP’S OPERATIONS. WE WILL NOW PROCEED WITH
Slide 7: Directors' report and the independent auditors' report
PRIOR TO EACH RESOLUTION BEING DISCUSSED, THE PROXIES THAT HAVE BEEN RECEIVED ON THAT ITEM WILL BE DISPLAYED ON THE SCREEN. AS I MENTIONED EARLIER, ALL RESOLUTIONS WILL BE DECIDED BY A POLL AT THE END OF THE MEETING. ITEM NUMBER ONE IS TO CONSIDER AND RECEIVE THE FINANCIAL REPORT, THE DIRECTORS’ REP
Slide 8: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT LADIES AND GENTLEMEN I AM VERY PLEASED TO REPORT THAT DOWNER HAS DELIVERED ANOTHER STRONG FINANCIAL AND OPERATIONAL PERFORMANCE FOR THE 2017 FINANCIAL YEAR. THE HIGHLIGHTS OF OUR FINANCIAL PERFORMANCE INCLUDE: NET PROFIT AFTER TAX OF $181.5 MILLION, UP FROM $180.6
Slide 9: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT I NOTE THAT NONE OF THESE RESULTS INCLUDE ANY CONTRIBUTION FROM SPOTLESS. I WILL DISCUSS OUR ACQUISITION OF SPOTLESS LATER IN MY REPORT. IT IS VERY PLEASING THAT DOWNER AGAIN DELIVERED ON THE GUIDANCE THAT WE GAVE AT THE START OF THE FINANCIAL YEAR – AND THIS IS THE
Slide 10: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT OUR STRONG PERFORMANCE AND DIVIDEND ARE AGAIN A WELCOME OUTCOME FOR YOU, OUR SHAREHOLDERS, AND ON BEHALF OF THE BOARD I WOULD LIKE TO THANK YOU FOR YOUR CONTINUED SUPPORT. I WOULD ALSO LIKE TO THANK DOWNER EMPLOYEES AND CONTRACTORS FOR THEIR HARD WORK AND IMPORTANT C
Slide 11: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT OUR UTILITIES SERVICE LINE INCLUDES OUR POWER, GAS, WATER, COMMUNICATIONS AND RENEWABLES BUSINESSES. THE PRIME DRIVER OF EBIT GROWTH FOR UTILITIES WAS OUR STRONG PERFORMANCE ON NBN CONTRACTS. PRIVATISATION, CONTESTABILITY AND BUSINESS IMPROVEMENT WILL BE A CONSISTENT
Slide 12: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THESE MAJOR RAIL PROJECTS ARE PROGRESSING WELL AND WE ALSO CONTINUE TO PERFORM WELL ON THE WARATAH AND MILLENNIUM MAINTENANCE CONTRACTS. KEOLIS DOWNER’S MELBOURNE AND GOLD COAST LIGHT RAIL OPERATIONS ALSO PERFORMED WELL AND DURING THE YEAR THE JOINT VENTURE WAS AWARD
Slide 13: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THE GORGON AND WHEATSTONE GAS PROJECTS MADE STRONG CONTRIBUTIONS TO OUR EC&M PERFORMANCE DURING THE YEAR AND ALSO PAVED THE WAY FOR US TO SECURE NEW CONTRACTS ON THE PRELUDE AND ICHTHYS PROJECTS. IMPORTANTLY, WE HAVE ALSO SIGNIFICANTLY BUILT UP OUR LONG TERM MAINTENA
Slide 14: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THE MINING SERVICE LINE REPORTED LOWER REVENUE AND EBIT, PREDOMINANTLY DUE TO THE EXPIRY OF THE CHRISTMAS CREEK CONTRACT IN SEPTEMBER 2016. THERE WILL BE A FURTHER REDUCTION IN MINING’S REVENUE AND EBIT THIS YEAR DUE TO THE FULL YEAR IMPACT OF CHRISTMAS CREEK AND ALS
Slide 15: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT IN MARCH THIS YEAR DOWNER ANNOUNCED AN OFFER FOR ALL THE SHARES IN SPOTLESS GROUP HOLDINGS LIMITED WHICH IT DID NOT ALREADY OWN. THE OFFER CONCLUDED AT THE END OF AUGUST AND DOWNER OWNS 88% OF SPOTLESS. SPOTLESS EMPLOYS ABOUT 36,000 PEOPLE IN AUSTRALIA AND NEW ZEALAN
Slide 16: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THE ACQUISITION OF SPOTLESS DELIVERS ON DOWNER’S STRATEGIC OBJECTIVES BECAUSE IT: CONTINUES THE GROUP’S TRANSFORMATION TOWARDS A MORE SERVICES- FOCUSED BUSINESS WITH RESILIENT EARNINGS; ENHANCES THE GROUP’S CONTRACT PORTFOLIO WITH LONG-TERM CONTRACTS THAT PROVIDE
Slide 17: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THE COMBINATION OF DOWNER AND SPOTLESS MEANS WE ARE STRONGER TODAY AND HAVE EVEN MORE EXCITING PROSPECTS FOR THE FUTURE: WE ARE AN ASX 100 COMPANY WITH A MARKET CAPITALISATION OF OVER $4 BILLION; WE EMPLOY OVER 56,000 PEOPLE WORKING ACROSS HUNDREDS OF SITES; WE
Slide 18: Chief Executive Officer's Report
CHIEF EXECUTIVE OFFICER’S REPORT THE GROUP’S STRONG COMPETITIVE POSITION IN ALL OF ITS MARKETS, COUPLED WITH MARKET GROWTH, IS DRIVING SIGNIFICANT OPPORTUNITIES ACROSS ALL BUSINESSES. DOWNER IS CURRENTLY CONDUCTING A REVIEW OF SPOTLESS’ BUSINESS PLANNING, BUDGETING AND TARGET SETTING PROCESS. WE EXP
Slide 19: Item 1: Financial report, directors' report, independent auditors' report
ITEM 1: FINANCIAL REPORT, DIRECTORS’ REPORT, INDEPENDENT AUDITORS’ 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 ONLY A
Slide 20: Item 2: Re-election of R M Harding
ITEM 2: RE-ELECTION OF R M HARDING MIKE HARDING IS RETIRING BY ROTATION IN ACCORDANCE WITH THE CONSTITUTION OF THE COMPANY. BEING ELIGIBLE, HE IS STANDING FOR RE-ELECTION. PROXIES RECEIVED IN RELATION TO THIS MOTION ARE DISPLAYED ON THE SCREEN. THE OTHER DIRECTORS, INCLUDING ME, UNANIMOUSLY RECOMMEN
Slide 21: Item 3: Remuneration report
ITEM 3: REMUNERATION REPORT THE MEETING NOW NEEDS TO CONSIDER ITEM THREE, ADOPTION OF THE REMUNERATION REPORT FOR THE YEAR ENDED 30 JUNE 2017. PROXIES PROXIES RECEIVED IN RELATION TO THIS ITEM ARE DISPLAYED ON THE SCREEN. THE REMUNERATION REPORT IS NOW OPEN FOR DISCUSSION. 21
Slide 22: Item 4: Managing director's LTI
ITEM 4: MANAGING DIRECTOR’S LTI THE MEETING NOW NEEDS TO CONSIDER ITEM FOUR: APPROVAL OF THE MANAGING DIRECTOR’S LONG TERM INCENTIVE. THE DETAILS OF THE LONG TERM INCENTIVE PLAN ARE SET OUT IN DETAIL IN THE NOTICE OF MEETING. PROXIES RECEIVED IN RELATION TO THIS MOTION ARE DISPLAYED ON THE SCREEN. T
Slide 23: Item 5: Requisitioned resolution
ITEM 5: REQUISITIONED RESOLUTION THE MEETING NOW NEEDS TO CONSIDER ITEM FIVE. PROXIES RECEIVED IN RELATION TO THIS ITEM ARE DISPLAYED ON THE SCREEN. THIS ITEM IS NOW OPEN FOR DISCUSSION. 23
Slide 24: General questions
GENERAL QUESTIONS I WOULD NOW LIKE TO ASK IF THERE ARE ANY GENERAL QUESTIONS. 24
Slide 25: Eve Howell
EVE HOWELL BEFORE WE CONDUCT THE POLLS, I INFORM THE MEETING THAT EVE HOWELL HAS DECIDED TO STEP DOWN FROM THE BOARD AT THE CONCLUSION OF THIS MEETING. EVE HAS BEEN A DIRECTOR OF DOWNER SINCE JANUARY 2012 AND WE HAVE BENEFITED TREMENDOUSLY FROM THE KNOWLEDGE SHE HAS ACQUIRED THROUGH SPENDING OVER 40
Slide 26: Poll procedure
POLL PROCEDURE MARTINE LEFEBVRE OF COMPUTERSHARE INVESTOR SERVICES HAS BEEN APPOINTED RETURNING OFFICER FOR THIS MEETING, AND I AM SATISFIED AS TO COMPUTERSHARE’S INDEPENDENCE. IF THERE IS ANY PERSON AT THIS MEETING WHO BELIEVES THEY ARE ENTITLED TO VOTE BUT HAVE NOT YET REGISTERED, WOULD YOU PLEASE
Slide 27: Polls
POLLS WOULD YOU PLEASE INDICATE BY RAISING YOUR HAND IF YOU REQUIRE MORE TIME TO COMPLETE AND LODGE YOUR VOTING CARD? WOULD ANY PERSON WHO HAS NOT VOTED HOLD UP YOUR VOTING CARD? AS ALL PAPERS HAVE BEEN COLLECTED, I WILL DECLARE THE POLL CLOSED. THE COUNTING OF THE RESULTS WILL TAKE A LITTLE WHILE,
Slide 28: Annual General Meeting 2017
DOWNER GROUP Annual General Meeting 2017