AI assistant
CRYOSITE LIMITED — AGM Information 2012
Sep 26, 2012
64714_rns_2012-09-26_a1e74ffc-0668-47d6-b6a5-a1e651be575c.pdf
AGM Information
Open in viewerOpens in your device viewer
Cryosite Limited ABN 86 090 919 476
Notice of Annual General Meeting
Notice is given that an Annual General Meeting of Cryosite Limited ("Company") will be held on Wednesday 31 October 2012, at 10:00am at the Company's offices at 13a Ferndell Street, South Granville, New South Wales, 2142, Australia.
Ordinary Business
Item 1 - Financial Statements and Reports
To receive and consider the financial report, the directors' report and the auditor's report for the year ended 30 June 2012.
Item 2 - Remuneration Report ("Resolution 1")
To consider and, if thought fit, pass the following non-binding resolution:
"That the Remuneration Report for the year ended 30 June 2012 be adopted."
Item 3 – Election of director: Mr Andrew Kroger ("Resolution 2")
To consider and, if thought fit, pass the following resolution as an ordinary resolution:
"That Mr Andrew Kroger who was appointed by the Directors since the last Annual General Meeting, retires in accordance with the Company's Constitution and, being eligible for reelection, be re-elected as a director of the Company."
Item 4 - Re-election of director: Mr Graeme Moore ("Resolution 3")
To consider and, if thought fit, pass the following resolution as an ordinary resolution:
"That Mr Graeme Moore who retires in accordance with the Company's Constitution and being eligible for re-election, be elected as a director of the Company."
Item 5 – Spilling the Board of Directors ("Resolution 4")
If at least 25% of the votes cast on Resolution 1 are cast against the adoption of the Remuneration Report, to consider and, if thought fit, pass the following resolution as an ordinary resolution:
"That:
-
(a) another meeting of the Company's members be held within 90 days of this Annual General Meeting ("Spill Meeting"); and
-
(b) the directors of the Company, as at the time the resolution to make the directors' report considered at this Annual General Meeting was passed (but excluding the Managing Director), cease to hold office immediately before the end of the Spill Meeting; and
-
(c) resolutions be put to the vote to appoint new directors of the Company to fill those vacancies."
[5349014: 9836179_4]
Cryosite Limited ABN 86 090 919 476
Notice of Annual General Meeting continued Annual General Meeting 31 October 2012
By order of the Board
B Dulhunty Company Secretary 30 August 2012
[5349014: 9836179_4]
2
Cryosite Limited ABN 86 090 919 476
Explanatory Statement Annual General Meeting 31 October 2012
This statement explains the items of business to be considered at the Annual General Meeting and should be read in conjunction with the Notice of Meeting.
Item 1 - Financial Statements and Reports
The Corporations Act 2001 (Cth) ("Corporations Act") requires the financial report, directors' report and auditor's report to be tabled before the meeting. There is no requirement either in the Corporations Act or the Company's Constitution for members to vote on, approve or adopt these reports.
Members will have a reasonable opportunity at the meeting to ask the Chairperson questions and make comments on the business, operations and management of the Company. The auditor of the Company will also be available to take members' questions and comments about the conduct of the audit, the preparation and content of the auditor’s report, the accounting policies adopted by the Company in relation to the preparation of the financial statements and the independence of the auditor in relation to the conduct of the audit.
In addition to taking questions at the meeting, written questions to the Company’s auditor about the conduct of the audit of the financial report and the preparation and content of the auditor’s report, may be submitted no later than the fifth business day before the day on which the meeting is held (i.e. no later than, 24 October 2012) to:
The Company Secretary Cryosite Limited 13a Ferndell Street South Granville 2142 NSW Facsimile: +61 2 8865 2092
The Company will pass all written questions on to the auditor. The auditor will prepare and provide to the Company a question list which sets out the questions that the Company has passed on to the auditor and that the auditor considers to be relevant to the conduct of the audit of the financial report or the content of the auditor's report. Please note that a question may not be included in the question list if the question list includes a question that is substantially the same as that question or if it is not practicable to include the question in the question list because of the time when the question is passed on to the auditor.
There is no requirement for the auditor to provide written answers to the questions, however, if the auditor chooses to prepare written answers to any of the questions, the Chairperson may permit the auditor to table the written answers at the meeting. The auditor will also answer questions asked at the meeting however where questions concern issues raised in the written questions, the auditor may refer members to the written answers (if any). For the benefit of the meeting, the auditor will briefly outline to the meeting the matters covered in the written questions.
3
[5349014: 9836179_4]
Cryosite Limited ABN 86 090 919 476
Explanatory Statement
Annual General Meeting 31 October 2012
Item 2 - Remuneration Report (Resolution 1)
The Corporations Act requires the Remuneration Report be adopted at the meeting by a resolution. While there is a requirement for a formal resolution, the members' vote is advisory only and does not bind the Company, nor will it require the Company to alter any arrangements detailed in the Remuneration Report should the resolution not be passed. The directors will however consider the outcome of the vote and members' views expressed at the meeting when reviewing the remuneration policies of the Company in future.
The Remuneration Report is set out on pages 8-13 of the Company's 2012 Annual Report. ( The Annual Report is available on the Company's website at www.cryosite.com on the "shareholders" page under the heading "Prices and Reports") . The Remuneration Report explains the structure of, and policy behind, the Company's remuneration practices and the link between the remuneration of employees and the Company's performance. The Report also sets out remuneration details of each director and for any specified executive.
Members will have a reasonable opportunity at the meeting to ask questions and make comments on the Remuneration Report.
The Corporations Act was amended so that from 1 July 2011, if there are two consecutive annual general meetings of the Company held after 1 July 2011, and at each of those meetings, at least 25% of votes cast are against the adoption of the Remuneration Report put before the meeting (in accordance with section 250R of the Corporations Act), at the second meeting there must be put to the vote a resolution (a "Spill Resolution") that a further meeting of the Company's members be held within 90 days (a "Spill Meeting"). At that meeting those directors who were directors of the Company at the time the resolution to make the directors' report considered at the second Annual General Meeting was passed, (but excluding the Managing Director), will cease to hold office immediately before the end of the Spill Meeting and resolutions will be put to the vote to appoint new directors of the Company to fill those vacancies. This may include re-election of the directors who held office immediately prior to the Spill Meeting.
At the last Annual General Meeting, more than 25% of the votes cast were cast against the adoption of the Remuneration Report. If at this Annual General Meeting, at least 25% of the votes are cast against the adoption of the Remuneration Report, the Spill Resolution (Resolution 4) will be put to the members.
All members of the Company are encouraged to cast their vote in favour of Item 2 (Remuneration Report).
Voting on Resolution 1 by proxy
Certain members of the Company described below in the Voting Exclusion Statement cannot vote on Resolution 1. The Australian Securities and Investments Commission ("ASIC") recognised some confusion prior to the last Annual General Meeting as to whether the Corporations Act permitted the chairperson of the annual general meeting, whose remuneration details are included in the remuneration report, to vote, as a proxy, undirected
4
[5349014: 9836179_4]
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
proxies on the adoption of the remuneration report. This was recognised by ASIC in Information Sheet 144 and has now been clarified by the Corporations Amendment (Proxy Voting) Act 2012. As a result, the chairperson of an annual general meeting, who is a member of the Key Management Personnel or a closely related party of a Key Management Personnel, is able, as a proxy, to vote undirected proxies in the vote on adoption of the remuneration report where the member provides express authorisation for the chairperson to exercise the proxy and the member is not themselves a member of the Key Management Personnel or a closely related party. The Company's Proxy Form has been prepared on this basis and therefore the Chairperson will vote undirected proxies and intends to vote such proxies in favour of Resolution 1.
Voting Exclusion Statement
In accordance with the Corporations Act, the Company will disregard any votes cast on Resolution 1 by a member of the Key Management Personnel of the Company whose remuneration details are included in the Remuneration Report, or a closely related party of such a member of the Key Management Personnel (each an "Excluded Member " ).
"Key Management Personnel" of the Company are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or non-executive) of the Company. A "closely related party" of Key Management Personnel is a term defined in the Corporations Act and includes close family members, such as the children or spouse of the relevant Key Management Personnel, companies that person controls and other members of that person's family who may be expected to influence, or be influenced by, that person in that person's dealings with the Company.
However, the Company will not disregard a vote if:
-
(a) it is cast by:
-
(i) an Excluded Member (who may include the Chairperson), as a proxy for a member entitled to vote, appointed in writing that specifies how the proxy is to vote on the proposed resolution (i.e. a directed proxy); or
-
(ii) the Chairperson, as a proxy for a member entitled to vote, appointed in writing, that does not specify how the proxy is to vote on the proposed resolution (i.e. undirected proxy) where that appointment as proxy expressly authorises the Chairperson to exercise the proxy; and
-
(b) the vote is not cast on behalf of an Excluded Member.
Item 3 and Item 4 - Appointment of Directors
The Listing Rules of the Australian Securities Exchange ("ASX Listing Rules") require the Company to hold an election of directors each year. The Constitution of the Company also requires one third of the directors (other than the Managing Director, or if there is more than
[5349014: 9836179_4]
5
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
one managing director, only one managing director) to retire from office at each annual general meeting, together with any director who has held office without re-election for three or more years. Further, it also provides that a director appointed to fill a casual vacancy or as an addition to the board is required to retire from office at the next annual general meeting of the Company after such appointment.
Item 3 - Re-election of Director (Resolution 2)
Election of Mr Andrew Kroger ( Non-executive Chairperson)
Mr Kroger, who was appointed by the directors of the Company since the last Annual General Meeting, retires in accordance with the Constitution of the Company and being eligible, offers himself for re-election as a director of the Company. Mr Kroger has had a career in law, stockbroking, gold mining and finance. He has been a director of various public companies. He is a director of Strategic Pooled Development Limited, a listed investment fund. Mr Kroger has held a long term interest in the Company being one of the original investors when the Company was listed on the Australian Securities Exchange.
The directors of the Company, other than Mr Kroger, unanimously support the election of Mr Kroger.
The Chairperson of the meeting for the purposes of considering Resolution 2, intends to vote undirected proxies in favour of Mr Kroger's election.
Item 4 - Re-election of Director (Resolution 3)
Re-election of Mr Graeme Moore B.App.Sc (Biomed), MHA (Executive Director)
Mr Moore who retires by rotation in accordance with the Constitution of the Company, being eligible, offers himself for re-election as a director of the Company. Graeme Moore is the Quality and Regulatory Affairs Manager and Chief Operating Officer. Graeme joined the Company in July 2005 after a decade with the Australian Red Cross Blood Service. Graeme has over 20 years’ experience in biomedical science, manufacture of therapeutic goods, quality management and regulatory affairs. Graeme brings expertise in the regulation and manufacture of cellular therapies and process re-engineering to the Company. Graeme is also responsible for ensuring that the Company’s systems retain the capacity to meet client’s needs in a constantly changing technological and regulatory environment. Mr Moore has no other directorships of listed companies.
The directors of the Company, other than Mr Moore, unanimously support the re-election of Mr Moore.
The Chairperson of the meeting for the purposes of considering Resolution 3, intends to vote undirected proxies in favour of Mr Moore's re-election.
[5349014: 9836179_4]
6
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
Item 5 – Spilling the Board of Directors (Resolution 4)
At the Company's last Annual General Meeting held on 7 November 2011, at least 25% of the votes cast on the resolution to adopt the Remuneration Report for the financial year ending 30 June 2011, were cast against the adoption of the Remuneration Report.
If at least 25% of the votes cast on Resolution 1 at this Annual General Meeting are cast against the adoption of the Remuneration Report, Resolution 4 will be put at this Annual General Meeting to determine whether a further members' meeting will be held to spill the Board of the Company ("Spill Meeting"). If less than 25% of votes cast are against the adoption the Remuneration Report, Resolution 4 will not be put to this Annual General Meeting.
If Resolution 4 is put at this Annual General Meeting, at least 50% of the votes cast on Resolution 4 must be in favour of holding the Spill Meeting for a Spill Meeting to be called. The directors of the Company, as at the time the resolution to make the directors' report considered at this Annual General Meeting was passed (but excluding the Managing Director), will cease to hold office immediately before the end of the Spill Meeting. At the Spill Meeting, resolutions will be put to the vote to appoint new directors of the Company to fill those vacancies. This may include re-election of the directors who held office at the start of the Spill Meeting or election of new directors, when nominations for such new directors are received by the Company in accordance with the Constitution of the Company.
If Resolution 4 is put to the meeting, members of the Company are encouraged to cast their vote against Resolution 4.
Voting on Resolution 4 by proxy
Certain members of the Company described below in the Voting Exclusion Statement cannot vote on this Resolution 4. As described in the Explanatory Statement above in relation to Resolution 1, following recent amendments to the Corporations Act, the chairperson of an annual general meeting, who is a member of the Key Management Personnel or a closely related party of a Key Management Personnel, is able, as a proxy, to vote undirected proxies where the member provides express authorisation for the chairperson to exercise the proxy and the member granting the proxy is not themselves a member of the Key Management Personnel or a closely related party. The Company's proxy form has been prepared on this basis and therefore the Chairperson will vote such undirected proxies. If Resolution 4 is put to the vote at this meeting, undirected proxies held by the Chairperson on this resolution will be voted by the Chairperson against holding a Spill Meeting (subject to the Voting Exclusion Statement noted below).
[5349014: 9836179_4]
7
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
Voting Exclusion Statement
In accordance with the Corporations Act, the Company will disregard any votes cast on Resolution 4 by a member of the Key Management Personnel of the Company whose remuneration details are included in the Remuneration Report, or a closely related party of such a member of the Key Management Personnel (each an "Excluded Member").
'Key Management Personnel' of the Company are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or non-executive) of the Company. A 'closely related party' of Key Management Personnel is a term defined in the Corporations Act and includes close family members, such as the children or spouse of the relevant Key Management Personnel, companies that person controls and other members of that person's family who may be expected to influence, or be influenced by, that person in that person's dealings with the Company.
However, the Company will not disregard a vote if:
-
(a) it is cast by:
-
(i) an Excluded Member (who may include the Chairperson), as a proxy for a member entitled to vote, appointed in writing that specifies how the proxy is to vote on the proposed resolution (i.e. a directed proxy); or
-
(ii) the Chairperson, as a proxy for a member entitled to vote, appointed in writing, that does not specify how the proxy is to vote on the proposed resolution (i.e. undirected proxy) where that appointment as proxy expressly authorises the Chairperson to exercise the proxy; and
-
(b) the vote is not cast on behalf of an Excluded Member.
Questions and Comments
The Chairperson will give members a reasonable opportunity to ask questions about or comment on the Items of Business and Resolutions.
VOTING INSTRUCTIONS
Entitlement to vote
For the purposes of the Corporations Regulation 7.11.37, the Board has determined that in relation to the Annual General Meeting being convened by this Notice and the entitlement to attend and vote at the meeting, shares will be taken to be held by the persons who are registered holders at 7.00 pm (Sydney time) on 29 October 2012.
Accordingly share transfers registered after that date will be disregarded in determining entitlements to attend and vote at the meeting.
[5349014: 9836179_4]
8
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
Voting by proxy
-
A member entitled to attend and vote, is entitled to appoint a proxy.
-
A member who is entitled to cast two or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy appointed is entitled to exercise.
-
Appointment of a proxy by a member who is a corporation must be under its common seal or the hand of its attorney or the hand of a person duly authorised by the corporation.
-
A proxy need not be a member.
-
To be effective, the proxy form must be received by the Company at an address given below not less than forty-eight (48) hours prior to the time for holding the meeting (i.e. by no later than 10:00 am on Monday 29 October 2012 ).
-
by mail: The Company Secretary, Cryosite Limited, PO Box 324, Granville NSW 2142
==> picture [16 x 16] intentionally omitted <==
-
by fax: +61 2 8865 2092
-
by hand: delivering it to 13a Ferndell Street, South Granville NSW 2142
-
by email: [email protected]
Members should refer to the proxy form for further instructions on appointing a proxy.
Directing your proxy
When appointing a proxy, members can choose to direct the proxy as to how to vote on each resolution.
If a member directs the proxy (i.e. a directed proxy), by marking either For , Against or Abstain on the proxy form for a resolution, the proxy must vote in that manner regardless of who is appointed as proxy.
If a member does not direct the proxy as to how to vote (i.e. an undirected proxy), the proxy appointed by the member may vote as he or she thinks sees fit, subject to the following:
-
(a) if the Chairperson is appointed as proxy, the Chairperson will vote undirected proxies in the following way on the resolutions as put to this Annual General Meeting:
-
(i) in favour of Resolution 1;
-
(ii) in favour of Resolution 2;
[5349014: 9836179_4]
9
Cryosite Limited ABN 86 090 919 476
Explanatory Statement continued
Annual General Meeting 31 October 2012
-
(iii) in favour of Resolution 3; and
-
(iv) against Resolution 4 if this resolution is put to the meeting,
-
(b) if any member of the Company's Key Management Personnel whose remuneration details are included in the Remuneration Report, or any of their closely related parties, except the Chairperson, is appointed as proxy, that person will not vote your proxy on the following resolutions as put to the meeting:
-
(i) Resolution 1; or
-
(ii) Resolution 4 if this resolution is put to the meeting.
'Key Management Personnel' of the Company are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or non-executive) of the Company. A 'closely related party' of Key Management Personnel is a term defined in the Corporations Act and includes close family members, such as the children or spouse of the relevant Key Management Personnel, companies that person controls and other members of that person's family who may be expected to influence, or be influenced by, that person in that person's dealings with the Company.
The above information on directing your proxy should be read together with any Voting Exclusion Statement relevant to a particular resolution as the Voting Exclusion Statement for a particular resolution might mean that the proxy vote must be disregarded.
Corporate Representatives attending
If your holding is registered in a company name and you would like to attend the meeting (and do not intend to return a proxy form), please present to the meeting a duly completed Certificate of Appointment of Corporate Representative to enable you to attend and vote at the Annual General Meeting. Alternatively, contact the Company's share registry, Link Market Services Limited, investor enquiries (1300 554 474 or +61 2 8280 7111), who will forward to you a form for completion.
[5349014: 9836179_4]
10
LODGE YOUR VOTE
==> picture [137 x 25] intentionally omitted <==
Cryosite Limited
ABN 86 090 919 476
By mail: The Company Secretary [By fax:][ +61 2 8865 2092] Cryosite Limited Po Box 324 [By email:] Granville NSW 2142 [email protected]
All enquiries to: Telephone: 02 8280 7111
X99999999999
X99999999999
SHAREHOLDER VOTING FORM
I/We being a member(s) of Cryosite Limited and entitled to attend and vote hereby appoint:
STEP 1 APPOINT A PROXY the Chairperson OR if you are NOT appointing the Chairperson of the Meeting as your of the Meeting proxy, please write the name of the person or body corporate (excluding (mark box) the registered shareholder) you are appointing as your proxy. I/we appoint the Chairperson of the Meeting as an alternate proxy to the person named.
If no person/body corporate is named, the Chairperson of the Meeting is appointed as my/our proxy and to vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held at 10:00am on Wednesday, 31 October 2012, at Cryosite’s offices at 13A Ferndell Street, South Granville, New South Wales, Australia and at any adjournment or postponement of the Meeting in accordance with the Voting Directions set out as Step 2 of this form (or if no directions have been given, as the proxy sees fit).
If the Chairperson is appointed as my/our proxy under this form, then I/we expressly authorise the Chairperson of the Meeting to exercise my/our proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel and acknowledge that the Chairperson of the Meeting intends to vote undirected proxies in favour of Resolution 1, 2 and 3 and against Resolution 4 (if it is put to the vote at the meeting).
If you do not wish for your vote to be cast in this way, you should direct your proxy how to vote, in particular, on Resolution 1 and Resolution 4.
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 X
| VOTING DIRECTIONS STEP 2 |
VOTING DIRECTIONS STEP 2 |
|---|---|
| Resolution 1 (Item 2) Remuneration Report Resolution 2 (Item 3) Election of director: Mr Andrew Kroger For Against Abstain* |
Resolution 3 (Item 4) Re-election of director: Mr Graeme Moore For Against Abstain* |
| Resolution 4 (Item 5) Spilling the Board of Directors |
IMPORTANT NOTE
If the Chairperson of the Meeting is appointed as your proxy under this form, and you do not direct your proxy how to vote in Step 2, please read the important note below.
Please note that if the Chairperson is appointed as your proxy under this form and you do not direct your proxy how to vote in respect of a resolution to be put to the Meeting:
-
the Chairperson will vote as he sees fit; and
-
you are expressly authorising the Chairperson to exercise your proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel; and
-
you acknowledge that the Chairperson intends to vote in favour of Resolutions 1, 2 and 3 and against Resolution 4 (if it is put to the vote at the Meeting).
If you do not wish your vote to be cast in this way, you should direct your proxy how to vote, in particular, on Resolution 1 and Resolution 4.
* If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.
STEP 3 SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director
This form should be signed by the shareholder. If a joint holding, either shareholder 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).
CTE PRX201R
HOW TO COMPLETE THIS PROXY FORM
Your Name and Address
This is your name and address as it appears on the company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.
Appointment of a Proxy
If you wish to appoint the Chairperson of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairperson of the Meeting please write the name of that person in Step 1. If you appoint someone other than the Chairperson of the Meeting as your proxy, you will also be appointing the Chairperson of the Meeting as your alternate proxy to act as your proxy in the event the named proxy does not attend the meeting.
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.
Appointment of a Second Proxy
You are entitled to appoint up to two persons as proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the company’s share registry or you may copy this form and return them both together. The appointment of the Chairperson of the Meeting as your alternate proxy also applies to the appointment of the second proxy.
To appoint a second proxy you must:
-
(a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.
-
(b) return both forms together.
Signing Instructions
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, either shareholder may sign.
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.
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.
Corporate Representatives
If a representative of the corporation is to attend the meeting the appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the company’s share registry.
Lodgement of a Proxy Form
This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am on Monday, 29 October 2012, being not later than 48 hours before the commencement of the meeting. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged using the reply paid envelope or:
by mail:
The Company Secretary Cryosite Limited Po Box 324 Granville NSW 2142
by fax:
+61 2 8865 2092
by hand:
delivering it to 13A Ferndell Street, South Granville NSW 2142
By email:
If you would like to attend and vote at the Annual General Meeting, please bring this form with you. This will assist in registering your attendance.