Slide 1: Cochlear Limited 2020 Annual General Meeting
Hear now. And always For personal use only Cochlear Limited 2020 Annual General Meeting 20 October 2020 © Cochlear Limited 2020 1
Slide 2: Acknowledgement of Country
Acknowledgement of Country For personal use only Worimi, Welcome. On behalf of Cochlear, I would like to acknowledge the traditional custodians of the various lands in which we meet [virtually] today and pay respect to all Aboriginal Elders, past and present, and acknowledge today’s Aboriginal commu
Slide 3: Board of directors
Board of directors For personal use only Rick Holliday‐Smith Dig Howitt Yasmin Allen Andrew Denver Donal O’Dwyer Chairman CEO & President Non‐executive Director Non‐executive Director Non‐executive Director Glen Boreham, AM Alison Deans Prof Bruce Robinson, AC Abbas Hussain Michael Daniell Non‐execu
Slide 4: Cochlear's mission
Cochlear’s mission For personal use only We help people hear and be heard. We empower people to connect with others and live a full life. We transform the way people understand and treat hearing loss. We innovate and bring to market a range of implantable hearing solutions that deliver a lifetime of
Slide 5: Standard of care: a new paradigm for adult hearing health
Standard of care A new paradigm for adult hearing For personal use only health Establish Cochlear implants as the Standard of Care for adults with severe to profound sensorineural hearing loss. This includes the proper diagnosis, timely referral to an appropriate centre, access to cochlear implantat
Slide 6: Strategic priorities
Strategic priorities For personal use only Retain market leadership Market‐leading technology I World‐class customer experience Grow the hearing implant market Awareness I Market access I Clinical evidence Deliver consistent revenue and earnings growth Invest to grow I Operational improvement I Stro
Slide 7: Market-leading product portfolio
Market‐leading product portfolio Cochlear™ Nucleus® Slim Modiolar BTE & OTE For personal use only Profile™ Plus Series implant Electrode Sound Processors Benchmark in size, implant Proven perimodiolar Benchmark in size, smartphone connectivity reliability and neural interface advantage and hearing p
Slide 8: Record number of important new product approvals
Record number of important new product approvals broadening the breadth and depth of the portfolio For personal use only Implants and electrodes Sound processors Cochlear™ Nucleus® Cochlear™ Profile™ Plus with Nucleus® Kanso® 2 Slim 20 Electrode Sound Processor Cochlear™ Nucleus® 7 Sound Processor f
Slide 9: Financial and other reports
Resolution 1.1 Financial and other reports For personal use only To receive and consider the Company’s Financial report, the Directors’ report and the Auditor’s report in respect of the financial year ended 30 June 2020 and to consider and, if thought fit, to pass the following resolution: 1.1 “THAT
Slide 10: Financial and other reports: vote results
Resolution 1.1 Financial and other reports For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 45,139,870 99.2% Undirected 209,785 0.5% Against 137,555 0.3% 10
Slide 11: Remuneration report
Resolution 2.1 Remuneration report For personal use only To consider and, if thought fit, to pass the following non‐binding resolution: 2.1 “THAT the Company’s Remuneration report in respect of the financial year ended 30 June 2020 be adopted.” 11
Slide 12: Remuneration report: vote results
Resolution 2.1 Remuneration report For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 44,142,648 98.1% Undirected 209,777 0.5% Against 667,427 1.4% 12
Slide 13: Re-election of directors
Resolutions 3.1 – 3.3 For personal use only Re‐election of directors Andrew Denver Prof Bruce Robinson, AC Michael Daniell 13
Slide 14: Re-election of directors – Andrew Denver
Resolution 3.1 Re‐election of directors – Andrew Denver For personal use only To consider and, if thought fit, to pass the following resolutions as ordinary resolutions: 3.1 “THAT Mr Andrew Denver, being a director who is retiring in accordance with the Company’s Constitution and who, being eligible
Slide 15: Re-election of directors – Andrew Denver: vote results
Resolution 3.1 Re‐election of directors – Andrew Denver For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 39,837,725 86.5% Undirected 210,675 0.5% Against 6,035,930 13% 15
Slide 16: Re-election of directors – Prof Bruce Robinson, AC
Resolution 3.2 Re‐election of directors – Prof Bruce Robinson, AC For personal use only To consider and, if thought fit, to pass the following resolutions as ordinary resolutions: 3.2 “THAT Prof Bruce Robinson, being a director who is retiring in accordance with the Company’s Constitution and who, b
Slide 17: Re-election of Prof Bruce Robinson: vote results
Resolution 3.2 Re‐election of directors – Prof Bruce Robinson, AC For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 44,912,269 97.3% Undirected 210,655 0.5% Against 1,028,088 2.2% 17
Slide 18: Re-election of directors – Michael Daniell
Resolution 3.3 Re‐election of directors – Michael Daniell For personal use only To consider and, if thought fit, to pass the following resolutions as ordinary resolutions: 3.3 “THAT Mr Michael Daniell, being a director who is retiring in accordance with the Company’s Constitution and who, being elig
Slide 19: Re-election of Michael Daniell: vote results
Resolution 3.3 Re‐election of directors – Michael Daniell For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 45,362,650 98.3% Undirected 210,800 0.5% Against 579,290 1.2% 19
Slide 20: Election of non-Board endorsed external nominee as a director
Resolution 4.1 Election of non‐Board endorsed external nominee as a director For personal use only To consider and, if thought fit, to pass the following resolutions as ordinary resolutions: 4.1 “THAT Mr Stephen Mayne, having offered himself for election, be elected as a director of the Company.” 20
Slide 21: External nominee election: vote results
Resolution 4.1 Election of non‐Board endorsed external nominee as a director For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 2,694,566 5.8% Undirected 210,514 0.5% Against 43,184,168 93.7% 21
Slide 22: Approval of securities to be granted to the CEO & President
Resolution 5.1 Approval of securities to be granted to the CEO & President For personal use only under the Cochlear Executive Incentive Plan To consider and, if thought fit, to pass the following resolution as an ordinary resolution: 5.1 “THAT approval be given to: (a) the grant to Mr Dig Howitt, th
Slide 23: CEO securities approval: vote results
Resolution 5.1 Approval of securities to be granted to the CEO & President For personal use only under the Cochlear Executive Incentive Plan Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 45,280,435 98.1% Undirected 194,904 0.4% Against 691,
Slide 24: Special resolution to replace the Constitution
Resolution 6.1 Special resolution to replace the Constitution of the Company For personal use only To consider and, if thought fit, to pass the following resolution as a special resolution: 6.1 “THAT the proposed constitution, as tabled at the meeting and signed by the Chairman for the purposes of i
Slide 25: Replace the Constitution: vote results
Resolution 6.1 Special resolution to replace the Constitution of the Company For personal use only Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 45,405,791 99.4% Undirected 195,379 0.4% Against 88,509 0.2% 25
Slide 26: Special resolution to insert proportional takeover provisions
Resolution 7.1 Special resolution to insert proportional takeover provisions in For personal use only the proposed constitution To consider and, if thought fit, to pass the following resolution as a special resolution: 7.1 “THAT proportional takeover provisions in the form as tabled at the meeting a
Slide 27: Proportional takeover provisions: vote results
Resolution 7.1 Special resolution to insert proportional takeover provisions in For personal use only the proposed constitution Proxies and direct votes have been received in respect of this resolution as follows: No. of shares % For 45,565,966 98.8% Undirected 195,357 0.4% Against 346,411 0.8% 27
Slide 28: Notes
Hear now. And always Notes Forward looking statements For personal use only Cochlear advises that this document contains forward looking statements which may be subject to significant uncertainties outside of Cochlear’s control. No representation is made as to the accuracy or reliability of forward
Slide 29: www.cochlear.com
For personal use only www.cochlear.com © Cochlear Limited 2020