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ASX LIMITED — AGM Information 2024
Sep 25, 2024
64439_rns_2024-09-25_d91d58a7-8b45-4b19-a7e7-f6ec4bd1206c.pdf
AGM Information
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26 September 2024
Australian Securities and Investments Commission ASX Market Announcements Office Mr Benjamin Cohn-Urbach ASX Limited Senior Executive Leader, Market Infrastructure 20 Bridge Street Level 5, 100 Market Street SYDNEY NSW 2000 SYDNEY NSW 2000
ASX 2024 AGM - VOTING/PROXY FORM AND QUESTION FORM
The following documents for the ASX Annual General Meeting 2024 are attached:
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Voting/Proxy form; and
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Questions from shareholders form.
Release of market announcement authorised by:
Johanna O’Rourke
Group General Counsel and Company Secretary
Further enquiries:
Media
David Park Manager, Media and Communications
T +61 2 9227 0010
- M +61 429 595 788
Analysts and Investors
Simon Starr
GM, Investor Relations and Sustainability
-
T +61 2 9227 0623
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M +61 416 836 550
20 Bridge Street Sydney NSW 2000
PO Box H224 Investor Support 13 12 79 Australia Square NSW 1215 asx.com.au
ASX Limited ABN 98 008 624 691
ONLINE
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LODGE YOUR VOTE
www.linkmarketservices.com.au
BY MAIL
ASX Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia
BY FAX +61 2 9287 0309
BY HAND* Link Market Services Limited Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150
*During business hours Monday to Friday
ALL ENQUIRIES TO Telephone: 1300 724 911 Overseas: +61 1300 724 911
LODGEMENT OF A VOTING FORM You can vote online or by lodging this Voting Form at the address or fax number listed above. Your vote must be received by 10:00am (Sydney time) on Saturday, 26 October 2024 , being not later than 48 hours before the commencement of the Meeting. Any Voting Form or online vote received after that time will not be valid for the scheduled Meeting. If you are signing this Voting Form under a power of attorney, an original or a certified copy of the power of attorney must be lodged by that time as well, unless you have previously provided it to Link Market Services. Voting Forms may be lodged using the reply paid envelope or: ONLINE www.linkmarketservices.com.au BY MOBILE DEVICE Our voting website is designed specifically for voting online. QR Code Log in to the Link website using the holding details as shown on You can now lodge your vote by scanning the QR code adjacent the Voting Form. Select ‘Voting’ and follow the prompts to lodge or enter the voting link www.linkmarketservices.com.au your vote. To use the online lodgement facility, shareholders will into your mobile device. Log in using the Holder Identifier and need their “Holder Identifier” - Securityholder Reference Number postcode for your shareholding. (SRN) or Holder Identification Number (HIN). To scan the code you will need a QR code reader application which can be downloaded for free on your mobile device. HOW TO COMPLETE THIS VOTING FORM YOUR NAME AND ADDRESS APPOINTMENT OF A SECOND PROXY This is your name and address as they appear on the Company’s share register. If If you hold two or more shares, you may appoint up to two proxies. If you appoint this information is incorrect, please make the correction on the form. Shareholders two proxies, you should complete two separate Voting Forms and specify the sponsored by a broker should advise their broker of any changes. Please note: percentage or number each proxy may exercise. If you do not specify a percentage you cannot change ownership of your shares using this form. or number, each proxy may exercise half the votes. You must return both Voting Forms together. If you require an additional Voting Form, contact Link Market VOTING UNDER SECTION A - VOTE DIRECTLY Services on 1300 724 911 or you may copy this form. If you mark the box in section A, you are indicating that you wish to vote directly. Please mark “ for ”, “ against ” or “ abstain ” for each Item. If you do not mark any SIGNING INSTRUCTIONS box next to one or more Items, or you mark more than one box next to an Item, You must sign this form as follows in the spaces provided: your vote will be invalid for that Item. Individual: where the holding is in one name, the holder must sign. If you do not complete either section A or section B, your vote will be passed to the Joint Holding: where the holding is in more than one name, either shareholder Chair of the Meeting as your proxy. If you complete both section A and section B, you may sign. will be taken not to have appointed a proxy, and your direct votes will be counted. Power of Attorney: to sign under Power of Attorney, you must lodge the Power If you have lodged a direct vote, and then you attend the Meeting, the Chair of the of Attorney with the registry. If you have not previously lodged this document for Meeting has determined that your direct vote will not be cancelled unless you notation, please attach a certified photocopy of the Power of Attorney to this form complete and submit a poll voting card on the day. when you return it.
The Chair of the Meeting’s decision as to whether a direct vote is valid is conclusive.
VOTING UNDER SECTION B – APPOINT A PROXY
If you wish to appoint the Chair of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name and email of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.
Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place
PROXY VOTING BY THE CHAIR OF THE MEETING
On a poll, the Chair of the Meeting will vote directed proxies as directed and may vote undirected proxies as the Chair of the Meeting sees fit. If the Chair of the Meeting is your proxy or becomes your proxy by default, and you do not provide voting directions, then by submitting the Voting Form, you are expressly authorising the Chair of the Meeting to exercise your proxy on Items that are connected directly or indirectly with the remuneration of KMP.
VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT
You may direct your proxy how to vote by placing a mark in one of the boxes opposite each Item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any Item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the Items of business, your proxy may vote as he or she chooses. If you mark more than one box on an Item your vote on that Item will be invalid.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to participate in the Meeting, the appropriate “Certificate of Appointment of Corporate Representative” should be received by Link Market Services (at the postal address or business address or fax number given on the below of this page or at the email address: [email protected]) by no later than 48 hours before the commencement of the Meeting. A form of the certificate may be obtained from the Company’s share registry or online at www.linkmarketservices.com.au.
IMPORTANT INFORMATION
Link Group is now known as MUFG Pension & Market Services. Over the coming months, Link Market Services (part of Link Group) will progressively rebrand to its new name MUFG Corporate Markets, a division of MUFG Pension & Market Services.
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VOTING/PROXY FORM
I/We, being (a) member(s) of ASX Limited ( Company ) and entitled to attend and vote, hereby:
VOTE DIRECTLY
APPOINT A PROXY
A
B
OR
the Chair of OR if you are NOT the Meeting appointing the Chair of the Name (mark box) Meeting as your proxy, please write the name and email of the person or body corporate you are Email appointing as your proxy
elect to lodge my/our vote(s) directly (mark box)
in relation to the Annual General Meeting of the Company to be held at 10:00am (Sydney time) on Monday, 28 October 2024, and at any adjournment or postponement of the Meeting. You should mark “For”, “Against” or “Abstain” for each Item.
or failing the person or body corporate named, or if no person or body corporate is named, the Chair of the Meeting, as my/our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting of the Company to be held at 10:00am (Sydney time) on Monday, 28 October 2024 (the Meeting ) and at any postponement or adjournment of the Meeting. You can attend the Meeting at ASX Auditorium, Lower Ground Floor, Exchange Square, 18 Bridge Street, Sydney NSW 2000 . You may also view the Meeting and submit written questions during the Meeting at https://www.asx.com.au/agm . The Notice of Annual General Meeting can be viewed and downloaded at the Company’s website at that webpage.
General Meeting of the Company to be held at 10:00am (Sydney time) on Monday, 28 October 2024 (the adjournment or postponement Meeting ) and at any postponement or adjournment of the Meeting. of the Meeting. You should You can attend the Meeting at ASX Auditorium, Lower Ground Floor, Exchange Square, 18 Bridge Street, mark “For”, “Against” or Sydney NSW 2000 . You may also view the Meeting and submit written questions during the Meeting at “Abstain” for each Item. https://www.asx.com.au/agm . The Notice of Annual General Meeting can be viewed and downloaded at the Company’s website at that webpage. Important for Items 3 & 4: If the Chair of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention below, then by submitting the Voting Form you expressly authorise the Chair of the Meeting to exercise the proxy in respect of Items 3 & 4, even though the Items are connected directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel ( KMP ). The Chair of the Meeting intends to vote all available proxies in favour of Items 3 to 5. The Chair of the Meeting intends to vote all available proxies against Item 6. VOTING DIRECTIONS Voting instructions and proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T Items RecommendationBoard For Against Abstain * 3 Adoption of Remuneration Report FOR 4 Grant of Performance Rights to the Managing Director and CEO FOR 5(a) Elect Wayne Byres as a Director FOR 5(b) Elect David Clarke as a Director FOR 6(a) Elect Philip Galvin, who nominates himself for election, as a Director of ASX AGAINST 6(b) Elect Robert Caisley, who nominates himself for election, as a Director of ASX AGAINST
VOTING DIRECTIONS
Voting instructions and proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting.
Please read the voting instructions overleaf before marking any boxes with an T
Items
3 Adoption of Remuneration Report 4 Grant of Performance Rights to the Managing Director and CEO 5(a) Elect Wayne Byres as a Director 5(b) Elect David Clarke as a Director
- If you mark the Abstain box for a particular Item, your votes will not be counted in computing the required majority.
SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
| Shareholder 1 (Individual) Sole Director and Sole Company Secretary |
Joint Shareholder 2 (Individual) Director/Company Secretary (Delete one) |
Joint Shareholder 3 (Individual) Director |
|---|---|---|
This form should be signed by the shareholder. If a joint holding, any of the shareholders may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
ASX PRX2401N
ONLINE
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LODGE YOUR QUESTIONS
www.linkmarketservices.com.au
BY MAIL ASX Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia
BY FAX +61 2 9287 0309
BY HAND
Link Market Services Limited Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150
ALL ENQUIRIES TO Telephone: 1300 724 911 Overseas: +61 1300 724 911
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X99999999999 Please use this form to submit any questions about ASX Limited (“the Company”) that you would like us to respond to at the Company’s 2024 Annual General Meeting. Your questions should relate to matters that are relevant to the business of the meeting, as outlined in the accompanying Notice of Meeting and Explanatory Notes. If your question is for the Company’s auditor, it should be relevant to the content of the auditor’s report, or the conduct of the audit of the financial report. This form must be received by the Company’s share registrar, Link Market Services Limited, by 5:00pm (Sydney time) on Monday, 21 October 2024. Questions will be collated. During the course of the Annual General Meeting, the Chair of the Meeting will endeavour to address as many of the more frequently raised shareholder topics as possible and, where appropriate, will give a representative of the Company’s auditor, a reasonable opportunity to answer written questions submitted to the auditor. However, there may not be sufficient time available at the meeting to address all topics raised. Please note that individual responses will not be sent to shareholders. My question relates to (please mark the most appropriate box) Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction
This form must be received by the Company’s share registrar, Link Market Services Limited, by 5:00pm (Sydney time) on Monday, 21 October 2024. Questions will be collated. During the course of the Annual General Meeting, the Chair of the Meeting will endeavour to address as many of the more frequently raised shareholder topics as possible and, where appropriate, will give a representative of the Company’s auditor, a reasonable opportunity to answer written questions submitted to the auditor. However, there may not be sufficient time available at the meeting to address all topics raised. Please note that individual responses will not be sent to shareholders.
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