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Anteris Technologies Global Corp. — Remuneration Information 2013
Oct 21, 2013
33869_rns_2013-10-21_6a2b7c66-c3a1-4cb8-a760-51757295d70b.pdf
Remuneration Information
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ASX ANNOUNCEMENT
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ASX grants waiver to listing rule 10.13.5
Brisbane, Australia, 22 October 2013
Annual General Meeting – ASX Waiver
Allied Healthcare Group (ASX: AHZ) announced today that ASX Limited has granted a waiver from listing rule 10.13.5 to the extent necessary to permit the Company’s notice of annual general meeting dated 18 October 2013 (the “Notice”), to approve the issue of a maximum of $45,000 worth of shares to Mr Christopher Catlow (or his nominee), a maximum of $35,000 worth of shares to Mr Graeme Rowley (or his nominee), and a maximum of $35,000 worth of shares to Mr Peter Turvey (or his nominee), in each case in lieu of directors’ fees, not to include an issue price, subject to the following conditions.
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1.1 Resolutions 5 – 7 of the Notice state that the number of shares to be issued to Messrs Catlow, Rowley and Turvey (or their respective nominees) will be calculated by dividing the amount owed to each director in respect of their director’s fees by the volume weighted average trading price of the Company's shares on ASX in the 5 day period prior to the date of issue of the shares.
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1.2 The Company releases the terms of the waiver to the market immediately.
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1.3 The Company’s annual report for any period during which the shares are issued to Messrs Catlow, Rowley and Turvey (or their respective nominees), discloses details of the number of shares that were issued to each of them, including the percentage of the Company’s issued capital represented by those shares.
Non Executive Remuneration for the year ending 30 June 2013
Allied Healthcare Group (ASX: AHZ) announced on 25 October 2012 that ASX Limited had granted a waiver on the identical terms to the above in respect of the notice of annual general meeting dated 19 October 2012 (the "2012 Waiver").
The Annual Report for the year ending 30 June 2013 (the "Annual Report") sets out the following on page 24:
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1.1 Fees and payments to the Non-Executive Directors’ reflect the demands which are made on and the responsibilities of the Directors. The Non-Executive Director’s fees and payments are reviewed annually by the Board. The Non-Executive Chairman’s fees are determined based on competitive roles in the external market. The Chairman is not present at any discussions relating to the determination of his own remuneration.
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1.2 The Non-Executive Directors fees and payments were reviewed by the remuneration committee to ensure they were appropriate and in line with the market. At the 2012 AGM it was agreed by shareholders that directors could elect to receive shares as payment for directors’ fees. In December 2012, directors were issued 3,617,355 shares at an issue price of 2.29 cents (based on the 5 day VWAP). The Chairman currently receives a fixed fee for his services as a Director.
ABN 35 088 221 078 Level 1, 197 Adelaide Terrace Perth Western Australia 6000
PO Box 6879 East Perth Western Australia 6892
T +61 (0)8 9266 0100 F +61 (0)8 9266 0199 E [email protected]
www.alliedhealthcaregroup.com.au
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1.3 The Company’s Non-Executive Director’s remuneration package contains the following key elements:
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primary benefits – quarterly director’s fees.
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equity – share options under the Allied Healthcare Group Share Option Incentive Plan (as approved by shareholders at the 2012 Annual General Meeting).
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1.4 The Non-Executive Director’s fees are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by shareholders. The maximum currently stands at $250,000 per annum and was approved by shareholders at the
- 2002 Annual General Meeting.
No retirement benefits are provided other than compulsory superannuation.
In addition, Allied Healthcare Group Limited (ASX: AHZ) confirms that the 3,617,355 shares issued to Directors in lieu of fees constituted 0.45 per cent of the issued share capital, as at 6 December 2012, being the date of issue.
For more information, please contact:
Dr Julian Chick, Chief Operating Officer Allied Healthcare Group Tel: +61 3 9620 5454
About Allied Healthcare Group Limited
Allied Healthcare Group Limited (ASX: AHZ) is a diversified healthcare company focused on investing in and developing next generation technologies with world class partners, acquiring strategic assets to grow its product and service offerings and expanding revenues from its existing profitable medical sales and distribution business. The Company has assets from Research & Development through Clinical Development as well as Sales, Marketing and Distribution.
Allied Healthcare Group is in the process of commercialising its innovative tissue engineering technology for regenerative medicine. Allied also has major interest in developing the next generation of vaccines with a Brisbane-based research group led by Professor Ian Frazer. The vaccine programmes target disease with significant global potential like Herpes and Human Papilloma virus.
Further information on the Company can be found on www.alliedhealthcaregroup.com.au.
ABN 35 088 221 078 Level 1, 197 Adelaide Terrace Perth Western Australia 6000 PO Box 6879 East Perth Western Australia 6892 T +61 (0)8 9266 0100 F +61 (0)8 9266 0199 E [email protected]