Orica Limited · ASX:ORI
Orica — Shareholder Meeting (December 2019)
30 slides from Orica's shareholder meeting presentation, Dec 17, 2019
Slide 1: Annual General Meeting 17 December 2019
ANNUAL For personal use only GENERAL MEETING 17 DECEMBER 2019 MALCOLM BROOMHEAD, CHAIRMAN ALBERTO CALDERON, MANAGING DIRECTOR & CEO DISCLAIMER: THE INFORMATION AND OPINIONS CONTAINED IN THIS PRESENTATION OR EXPRESSED BY THE PRESENTERS ARE FOR INFORMATIONAL PURPOSES ONLY, ARE NOT INVESTMENT OR FINANC
Slide 2: Chairman's Address
For personal use only CHAIRMAN’S ADDRESS MALCOLM BROOMHEAD, CHAIRMAN
Slide 3: Improving our core business capability and advancing technology-led innovations
2019 AGM Improving our core business capability and advancing our market-leading, technology-led innovations For personal use only 3
Slide 4: A more resilient business
2019 AGM A more resilient business For personal use only 4
Slide 5: 2019 AGM
For personal use only 2019 AGM 5
Slide 6: CEO's Address
For personal use only CEO’S ADDRESS ALBERTO CALDERON, MANAGING DIRECTOR AND CEO
Slide 7: The most important thing is that we all return home safely
2019 AGM The most important thing is that we all return home, safely, every day For personal use only 7
Slide 8: Continued momentum in profitable growth
2019 AGM Continued momentum in profitable growth For personal use only Growth drivers are delivering Strong performance across all Regions and improvement in manufacturing operations New technologies passed important commercial milestones Ongoing strong performance of our GroundProbe business Signif
Slide 9: A positive and engaged workforce
2019 AGM A positive and engaged workforce For personal use only 9
Slide 10: Growth in our core remains positive, underpinned by technology solutions
2019 AGM Growth in our core remains positive, underpinned by further penetration of our technology solutions For personal use only 10
Slide 11: Resolutions
For personal use only RESOLUTIONS MALCOLM BROOMHEAD, CHAIRMAN
Slide 12: Financial Report, Directors' Report and Auditor's Report
2019 AGM 1 Financial Report, Directors’ For personal use only Report and Auditor’s Report To receive and consider the Financial Report, Directors’ Report and Auditor’s Report for the year ended 30 September 2019. 12
Slide 13: Election of Directors
2019 AGM Election of Directors For personal use only Maxine Brenner Gene Tilbrook Karen Moses Boon Swan Foo 13
Slide 14: 2.1 Re-election of Maxine Brenner as a Director
2019 AGM 2.1 Re-election of Maxine For personal use only Brenner as a Director That Maxine Brenner, who retires in accordance with Rule 58.1 of the Company’s constitution, being eligible and offering herself for re-election, is re-elected as a Director. 14
Slide 15: Proxy votes by resolution: Resolution 2.1
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 2.1 To re-elect Director Maxine Brenner • For 266,812,800 • Against 13,733,693 • Open 1,862,171 Percentage of votes in favour or open = 95.14% 15
Slide 16: 2.2 Re-election of Gene Tilbrook as a Director
2019 AGM 2.2 Re-election of Gene Tilbrook For personal use only as a Director That Gene Tilbrook, who retires in accordance with Rule 58.1 of the Company’s constitution, being eligible and offering himself for re-election, is re-elected as a Director. 16
Slide 17: Proxy votes by resolution: Resolution 2.2
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 2.2 To re-elect Director Gene Tilbrook • For 267,771,266 • Against 12,802,261 • Open 1,886,397 Percentage of votes in favour or open = 95.47% 17
Slide 18: 2.3 Re-election of Karen Moses as a Director
2019 AGM 2.3 Re-election of Karen Moses For personal use only as a Director That Karen Moses, who retires in accordance with Rule 58.1 of the Company’s constitution, being eligible and offering herself for re-election, is re-elected as a Director. 18
Slide 19: Proxy votes by resolution: Resolution 2.3
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 2.3 To re-elect Director Karen Moses • For 233,181,684 • Against 47,353,218 • Open 1,863,864 Percentage of votes in favour or open = 83.23% 19
Slide 20: 2.4 Election of Boon Swan Foo as a Director
2019 AGM 2.4 Election of Boon Swan Foo as For personal use only a Director That Boon Swan Foo, a Director appointed by the Board since the last Annual General Meeting, who retires in accordance with Rule 47 of the Company’s constitution, being eligible and offering himself for election, is elected a
Slide 21: Proxy votes by resolution: Resolution 2.4
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 2.4 To elect Director Boon Swan Foo • For 279,840,275 • Against 482,063 • Open 1,877,062 Percentage of votes in favour or open = 99.83% 21
Slide 22: Remuneration Report
2019 AGM 3 Remuneration Report For personal use only To adopt the Remuneration Report for the year ended 30 September 2019. 22
Slide 23: Proxy votes by resolution: Remuneration Report
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 3 Adoption of Remuneration Report • For 251,201,150 • Against 28,936,803 • Open 1,807,543 Percentage of votes in favour or open = 89.74% 23
Slide 24: Grant of Performance Rights
2019 AGM 4 Grant of Performance Rights For personal use only That approval be given for the Grant of Performance Rights to the Managing Director, Alberto Calderon, under Orica’s Long Term Incentive Plan, on the terms summarised in the explanatory notes. 24
Slide 25: Proxy votes by resolution: Performance Rights
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 4 Grant of Performance Rights to Managing Director under the Long Term Incentive Plan • For 278,466,322 • Against 2,144,370 • Open 1,790,592 Percentage of votes in favour or open = 99.24% 25
Slide 26: Increase in Non-Executive Director Fee Pool
2019 AGM 5 Increase in Non-Executive For personal use only Director Fee Pool That approval be given to increase the maximum aggregate amount of remuneration paid to Non-executive Directors in any year from $2.5 million to $2.75 million. 26
Slide 27: Proxy votes by resolution: Director Fee Pool
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 5 Increase the Non-executive Director Fee Pool • For 270,743,178 • Against 9,863,626 • Open 1,804,319 Percentage of votes in favour or open = 96.51% 27
Slide 28: Proportional takeover bids
2019 AGM 6 Proportional takeover bids For personal use only That approval be given to renew the proportional takeover provisions in Rule 86 of the Company’s constitution. 28
Slide 29: Proxy votes by resolution: Proportional takeover provisions
2019 AGM Proxy votes by resolution For personal use only RESOLUTION 6 Renew the proportional takeover provisions • For 278,400,550 • Against 1,955,481 • Open 1,901,200 Percentage of votes in favour or open = 99.30% 29
Slide 30: For personal use only
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