COGSTATE LTD — Declaration of Voting Results & Voting Rights Announcements 2014

Oct 22, 2014

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ASX Announcement

Melbourne, 23rd October 2014

Results of Annual General Meeting

The Annual General Meeting of CogState Ltd was held today in accordance with the notice of meeting.

In accordance with Listing Rule 3.13.2, we confirm that the items of business set out in the notice of meeting were passed as ordinary resolutions on a show of hands.

As required by Section 251AA(2) of the Corporations Act 2001 the attached document details the statistics in respect of each resolution on the agenda.

For further information contact:

Brad O’Connor Cogstate Chief Executive Officer +61 3 9664 1300 or 0411 888 347 boconnor@cogstate.com

About Cogstate

Cogstate Ltd (ASX: CGS) is a multi-faceted cognitive assessment and training company, focused on the development and commercialisation of rapid, computerised tests of cognition (brain function). It has four distinct business units:

Clinical Trials: In the clinical drug trial market, Cogstate technology and associated services are used by pharmaceutical and biotechnology companies to quantify the effect of drugs or other interventions on human subjects participating in clinical trials.

Precision Recruitment: Cogstate technology is used by pharmaceutical companies to efficiently identify people in the community who may be appropriate for inclusion in a clinical trial on the basis of a web-based cognitive assessment.

Concussion: In the area of sports related concussion, Cogstate’s technology has been used by a number of highly regarded institutions and sporting organisations around the world for almost 10 years.

Healthcare: In the primary care or general practice setting, COGNIGRAM™ assesses cognition in patients and the reports generated on the basis of this assessment can allow physicians to identify subtle changes that could be indicative of the early stage of a neurodegenerative disease, such as Alzheimer’s disease.

RESULT OF GENERAL MEETING (ASX REPORT)

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COGSTATE LTD

ANNUAL GENERAL MEETING Thursday, 23 October, 2014

As required by section 251AA(2) of the Corporations Act 2001 (Commonwealth) the following statistics are provided in respect of each resolution on the agenda.

	Manner in which the securityholder directed the proxy vote(as at proxy close):	Manner in which the securityholder directed the proxy vote(as at proxy close):	Manner in which the securityholder directed the proxy vote(as at proxy close):	Manner in which the securityholder directed the proxy vote(as at proxy close):	Manner in which votes were cast in person or byproxy on a poll (where applicable)	Manner in which votes were cast in person or byproxy on a poll (where applicable)	Manner in which votes were cast in person or byproxy on a poll (where applicable)
Resolution	VotesFor	VotesAgainst	VotesDiscretionary	VotesAbstain	For	Against	Abstain **
ADOPT THE REMUNERATION REPORT(NON-BINDING VOTE)2	17,416,955	87,324	363,339	23,493,839	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands
ELECTION OF DIRECTOR - MR DAVID DOLBY3A	42,451,787	6,000	344,214	21,106,462	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands
RE-ELECTION OF DIRECTOR - MR MARTYN MYER3B	62,228,176	72,073	344,214	1,264,000	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands
APPROVAL OF ADDITIONAL 10% PLACEMENTFACILITY4	62,167,801	107,250	363,339	1,270,073	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands
APPROVAL OF COGSTATE EMPLOYEE SHAREOPTION PLAN5	37,270,667	71,626	363,339	23,432,214	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands
APPROVAL OF COGSTATE NON-EXECUTIVEDIRECTOR SHARE OPTION PLAN6	16,086,955	1,482,949	363,339	23,428,214	Passed on a showof hands	Passed on a showof hands	Passed on a showof hands

** - Note that votes relating to a person who abstains on an item are not counted in determining whether or not the required majority of votes were cast for or against that item

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Printed: 23/10/2014 10:28:45AM

This report was produced from the Link Market Services AGM System v2007