Bendigo & Adelaide Bank Ltd. · ASX:BEN
Bendigo & Adelaide Bank — Shareholder Meeting (2009)
67 slides from Bendigo & Adelaide Bank's shareholder meeting presentation, 2009
Slide 1: 2009 Annual General Meeting
2009 Annual General Meeting Bendigoand “We aim to be Australia’s leading customer-connected bank” > | AdelatdeBank
Slide 2: Welcome
Welcome Robert Johanson Chairman
Slide 3: Mike Hirst, Managing Director
Mike Hirst Managing Director
Slide 4: Jenny Dawson, Director
Jenny Dawson Director > Bendigoand AdeladeBank
Slide 5: Deb Radford, Director
Deb Radford Director > Bendigoand AdeladeBank
Slide 6: Kevin Roache, Director
Kevin Roache Director > Bendigoand AdeladeBank
Slide 7: Kevin Osborn, Deputy Chairman
Kevin Osborn Deputy Chairman
Slide 8: Kevin Abrahamson, Director
Kevin Abrahamson Director > Bendigoand AdeladeBank
Slide 9: Jamie McPhee, Executive Director
Jamie McPhee Executive Director
Slide 10: Terry O'Dwyer, Director
Terry O'Dwyer Director > Bendigoand AdeladeBank
Slide 11: Tony Robinson, Director
Tony Robinson Director > Bendigoand AdeladeBank
Slide 12: Agenda
Agenda • Address by Chairman • Address by Managing Director • Address by Chair of Credit Committee • Shareholder questions • Formal business • Address by Chair of Audit Committee • Address on remuneration report • Poll on Items 7 and 8 • Close of meeting • Afternoon tea
Slide 13: Proxies
Proxies • Details disclosed before each motion
Slide 14: Notice of Meeting
Notice of Meeting • Mailed to shareholders 23 September 2009 • Taken as read
Slide 15: Minutes
Minutes • No requirement to endorse • Shareholder questions
Slide 16: Address by Chairman
Address by Chairman Robert Johanson
Slide 17: Address by Chairman
Address by Chairman • Global Financial Crisis • Government guarantee • Impact on competition • Vindicated by testing conditions • Future growth
Slide 18: Address by Chairman
Address by Chairman • New Managing Director • The Bendigo Centre • Acknowledgements – Rob Hunt – Greg Gillett – Craig Langford – David Hughes – Richard Hasseldine – Kevin Roache
Slide 19: Address by Managing Director
Address by Managing Director Mike Hirst
Slide 20: Address by Managing Director
Address by Managing Director • The vision for our future “At Bendigo and Adelaide Bank we aim to be Australia’s leading customer-connected banking group.” • First alternative to the major banks
Slide 21: Address by Managing Director
Address by Managing Director • Growth of retail network • Leveraged Equities is the third largest margin lending business in Australia • Sandhurst Trustees is trusted • Wholesale funding markets and government guarantee • Our staff
Slide 22: Address by Chairman of Credit Committee
Address by Chairman of Credit Committee Kevin Osborn
Slide 23: Credit quality
Credit quality • Well-diversified portfolio • Solid underlying portfolio characteristics – Diversity by geography and industry – Credit remains sound across the business – Majority of exposure in residential mortgages where 90 day arrears are falling – Adequately provisioned for our portfolios
Slide 24: Portfolio composition (by security)
Portfolio composition (by security) 2% 8% 8% Residential Mortgages Commercial Mortgages 13% Listed Securities & Funds Other 69% Unsecured
Slide 25: Signs of improvement
Signs of improvement • 90+ day arrears improving across majority of asset base Consumer Loans - 90d+ arrears & delinquency Residential Loan Arrears - 90d+ rate by balance 2.00% 1.40% Personal Loan Arrears % Visa Delinquency % 1.30% 1.80% 1.20% 1.60% 1.10% 1.00% 1.40% 0.90% 1.20% 0.80% 1.00% 0.70% 0.
Slide 26: Signs of improvement
Signs of improvement • Customers managing economic conditions well • Focus on small family, Commercial loan arrears - 90d+ rate by balance 2.60% privately owned businesses 2.40% 2.20% • Majority freehold secured – 2.00% 1.80% limited balance sheet lending 1.60% 1.40% • Cross collateralisation with 1
Slide 27: Great Southern
Great Southern • BEN exposure is $556m across 8,200 individual borrowers • Scheduled principal amortisation of approx $7mil. per month • 90 days+ arrears for the 12 months prior to appointment of a receiver averaged 1.1% • 90 days+ arrears averaged 2.3% end June 2009 • New arrears from borrowers who
Slide 28: Shareholder questions
Shareholder questions > Bendigoand AdeladeBank
Slide 29: 2009 Accounts and Reports
2009 Accounts and Reports Jenny Dawson Chair, Audit Committee
Slide 30: Item 1: 2009 Annual Report
Item 1: 2009 Annual Report • Available to shareholders 23 September 2009 • Questions
Slide 31: Question
Question “Adelaide Bank’s wholesale banking and margin lending business was particularly affected by the changed financial conditions straight after the merger? Is it fair to say that Adelaide Bank consequently lost value straight after the merger? If so how is the loss in value described in the imp
Slide 32: Goodwill impairment testing
Goodwill impairment testing Test • Is the “value” of the merged individual business units (determined either through ‘fair value’ or ‘value in use’) greater than the carrying value of goodwill allocated to that business unit? Answer • Yes for all business units and therefore no impairment necessary
Slide 33: Question
Question “In calculating the underlying profit the loss of $127.7 in significant items was added1. Seventy three percent of this2 was due to ineffective cash flow hedges. What protection does the bank have to prevent this happening again?” Rex McKenzie, Australian Shareholders Association 1 2009 Ann
Slide 34: Cash flow hedge accounting
Cash flow hedge accounting Answer • This amount is uncontrollable and will unwind over time. The ineffective cash flow hedges occurred as a result of the business combination accounting requirements relating to the acquisition of Adelaide Bank. • The majority of this loss has already unwound since a
Slide 35: Financial Report 2009
Financial Report 2009 • Propose that Annual Report for financial year ending 30 June 2009 be taken as received
Slide 36: Acknowledgment
Acknowledgment • Audit Partner, Brett Kallio, rotates after serving maximum five year term • New Audit Partner, Tim Dring
Slide 37: Questions for Auditor
Questions for Auditor Brett Kallio Ernst & Young
Slide 38: Shareholder questions
Shareholder questions • Shareholder questions on 2009 Annual Report and management of the bank
Slide 39: Election of Directors
Election of Directors • Jenny Dawson • Deb Radford • Tony Robinson
Slide 40: Item 2: Re-election of Ms J Dawson
Item 2: Re-election of Ms J Dawson as a director Ms Dawson, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 41: Item 2: Proxies
Item 2: Proxies For 103,836,597 Against 11,916,503 Discretionary 10,175,978 Abstain 608,300
Slide 42: Item 2: Resolution
Item 2: Resolution Ms Dawson, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 43: Item 3: Re-election of Ms D Radford
Item 3: Re-election of Ms D Radford as a director Ms Radford, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 44: Item 3: Proxies
Item 3: Proxies For 114,289,482 Against 1,428,406 Discretionary 10,169,687 Abstain 649,533
Slide 45: Item 3: Resolution
Item 3: Resolution Ms Radford, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 46: Item 4: Re-election of Mr T Robinson
Item 4: Re-election of Mr T Robinson as a director Mr Robinson, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 47: Item 4: Proxies
Item 4: Proxies For 85,959,877 Against 29,760,693 Discretionary 10,189,709 Abstain 627,189
Slide 48: Item 4: Resolution
Item 4: Resolution Mr Robinson, being a director of the Company who retires from office under Rule 69 of the Company’s Constitution, and being eligible, is re-elected as a director of the Company.
Slide 49: Directors Response
Directors Response Deb Radford, Director
Slide 50: Item 5: Approval of Securities Issue
Item 5: Approval of Securities Issue That for the purposes of ASX Listing Rule 7.4 and all other purposes, the issue of securities by the Company, as more fully described in the Explanatory Notes which accompany the Notice of Annual General Meeting, be approved.
Slide 51: Item 5: Proxies
Item 5: Proxies For 17,309,342 Against 2,576,384 Discretionary 10,249,697 Abstain 1,158,008
Slide 52: Item 5: Resolution
Item 5: Resolution That for the purposes of ASX Listing Rule 7.4 and all other purposes, the issue of securities by the Company, as more fully described in the Explanatory Notes which accompany the Notice of Annual General Meeting, be approved.
Slide 53: Item 6: Remuneration Report
Item 6: Remuneration Report • Described remuneration arrangements in place for 2009 • Remuneration Report audited by Ernst & Young
Slide 54: Item 6: Remuneration Report
Item 6: Remuneration Report • No significant changes to 2009 remuneration report • Significant debate about remuneration • Debate is welcome and influential • New LTI plans to recognise; – Unique strategy and focus on performance and retention – Importance of long term performance
Slide 55: Item 6: Remuneration
Item 6: Remuneration The Remuneration Report for the Company as set out in the Annual Report for the financial year ended 30 June 2009 be adopted.
Slide 56: Item 6: Proxies
Item 6: Proxies For 77,387,461 Against 37,189,828 Discretionary 10,185,761 Abstain 1,774,058
Slide 57: Item 6: Resolution
Item 6: Resolution The Remuneration Report for the Company as set out in the Annual Report for the financial year ended 30 June 2009 be adopted.
Slide 58: Items 7 and 8: Approval of Managing and Executive Director participation
Items 7 and 8: Approval of the Managing Director’s and Executive Director’s participation in the Employee Salary sacrifice, Deferred Share and Performance Share Plan.
Slide 59: Item 7
Item 7: That the Company approve for all purposes, including ASX Listing Rule 10.14, the issue of performance shares to the Managing Director, Mr M Hirst, under the Employee Salary Sacrifice, Deferred Share and Performance Share Plan as described in the Explanatory Notes accompanying the Notice of A
Slide 60: Item 8
Item 8: That the Company approve for all purposes, including ASX Listing Rule 10.14, the issue of performance shares to the Executive Director, Mr J McPhee, under the Employee Salary Sacrifice, Deferred Share and Performance Share Plan as described in the Explanatory Notes accompanying the Notice of
Slide 61: Item 7: Proxies
Item 7: Proxies For 58,441,339 Against 56,614,947 Discretionary 6,470,233 Abstain 1,518,190
Slide 62: Item 8: Proxies
Item 8: Proxies For 58,311,941 Against 56,731,925 Discretionary 6,460,665 Abstain 1,527,387
Slide 63: 2009 Annual General Meeting
2009 Annual General Meeting Bendigoand “We aim to be Australia’s leading customer-connected bank” > | AdelatdeBank
Slide 64: New website
New website • Dividend information • Important dates • Details of your shareholding • Shareholder publications • Company announcements • Webcasts • Shareholder feedback www.bendigoadelaide.com.au
Slide 65: E-shareholders
E-shareholders • Sign-up online • Competition winners – Kevin Jackson, Mt Gambier – Frank Martin, Panania – Clare Smith, Bendigo
Slide 66: Close of meeting
Close of meeting > Bendigoand AdeladeBank
Slide 67: 2009 Annual General Meeting
2009 Annual General Meeting Bendigoand “We aim to be Australia’s leading customer-connected bank” > | AdelatdeBank
Bendigo and Adelaide Bank — Shareholder Meeting (2009) on 6ix