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PPK GROUP LIMITED — AGM Information 2007
Oct 31, 2007
65603_rns_2007-10-31_d5551652-09c2-4593-99f7-524d9c9f61f4.pdf
AGM Information
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ABN: 65 003 964 181
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STREET ADDRESS: 25-27 WARATAH STREET KIRRAWEE NSW 2232 POSTAL ADDRESS: PO BOX 3006, KIRRAWEE DC NSW 2232 TEL: 61 (2) 9521 8444 ◙ FAX: 61 (2) 9521 4561
NOTICE OF ANNUAL GENERAL MEETING
NOTICE is hereby given that the 13[th] Annual General Meeting of the shareholders of PPK Group Limited ("the Company") will be held at The Grace Hotel, 77 York Street, Sydney, New South Wales, commencing at 3pm on Wednesday, 14 November 2007. Registration will open at 2.30pm.
AGENDA
Ordinary Business
1. Financial & statutory reports
To receive and consider the Financial Statements of the Company and the reports of the directors and of the auditor for the financial year ended 30 June 2007.
2. To re-elect a non-executive director
Raymond Michael Beath retires by rotation in accordance with the Constitution and, being eligible, offers himself for re-election.
Information regarding the qualifications and experience of Mr Beath is included on page 7 of the Company’s 2007 Annual Report.
To consider and, if thought fit, pass the following resolution as an ordinary resolution:
"That Raymond Beath be re-elected as a director of the Company."
3. Adoption of ‘Remuneration Report’
To consider and, if thought fit, pass the following resolution as an ordinary resolution:
“That the Remuneration Report of the Company for the financial year ended 30 June 2007 is adopted.”
Note: In accordance with section 250R of the Corporations Act 2001, the vote on Item 3 of the Agenda will be advisory only and will not bind the directors or the Company. The Remuneration Report can be found on pages 21 to 25 of the Company’s 2007 Annual Report.
4. Other business
To transact any other business that may be brought forward in conformity with the Constitution of the Company.
By Order of the Board
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Robert Nicholls
Company Secretary
DATED: 9 October 2007
Appointment of proxies
A member who is entitled to attend and vote at the meeting may appoint a proxy to attend and vote at the meeting on behalf of that member. A proxy may be an individual or body corporate and is not required to be a member of the Company. A member who is entitled to cast two or more votes at the meeting may appoint two proxies. Where a member appoints two proxies, the member may specify the proportion or number of votes each proxy is appointed to exercise. Where a member appoints two proxies but does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the member’s votes. Fractions will be disregarded.
A member may direct the member’s proxy how to vote on the proposed resolutions by following the instructions on the Proxy Form that accompanies this Notice of Meeting.
A proxy may decide whether or not to vote on any proposed resolution, except where required by law or the Company’s constitution to vote. If the member appointing the proxy:
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directs the proxy how to vote on a proposed resolution, then the proxy may vote on that resolution only in the way directed;
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does not direct the proxy how to vote on a proposed resolution, then the proxy may vote on that resolution as the proxy thinks fit.
If a member appoints the Chairman of the meeting as proxy and does not direct the Chairman how to vote on an item of business, then, if a poll is called on that item, the Chairman will vote as proxy for that member in favour of that item of business.
To be effective, proxy forms must be received:
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at the PPK Group Limited Share Registry, c/- Registries Limited, Level 2, 28 Margaret Street, Sydney NSW 2000, or PO Box R67, Royal Exchange, Sydney NSW 1223;
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by facsimile on + 61 (02) 9279 0664; or
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by e-mail to [email protected]
by 3.00pm (Sydney time) on or by Monday, 12 November 2007.
Proxies received after the nominated time will not be effective for the scheduled meeting.
A form of proxy accompanies this Notice of Meeting and must be completed in accordance with the instructions ‘How to complete the proxy form’ provided with the Proxy Form.
Corporate representatives
A body corporate that is a member, or that has been appointed as a proxy of a member, may appoint an individual to act as its representative at the meeting. The appointment must comply with the requirements of section 250D of the Corporations Act 2001. The representative should bring to the meeting evidence of his or her appointment, including the authority under which it is signed, unless the evidence has previously been given to the Company.
Determination of entitlements to attend and vote at the meeting
Under the Corporations Regulations 2001 and the Company Constitution , the Company has determined that the shares of the Company on issue as at 3.00pm (Sydney time) on Monday, 12 November 2007 will be taken, for the purposes of the meeting, to be held by the persons who held them at that time. Accordingly, the persons entitled to attend and vote at the meeting will be the registered holders of the Company’s shares at the time.
Shareholder questions
This year, the Company continues to offer a facility for shareholders to submit written questions in advance of the meeting. To submit a written question, please complete and return the accompanying form in accordance with the instruction on the form. The form must be received by the Company no later than Wednesday, 7 November 2007. Questions should relate to matters that are relevant to the business of the meeting, as outlined in this Notice of Meeting.
Questions will be collated and, during the meeting, the Chairman will seek to address as many of the more frequently raised topics as possible and, where appropriate, will give a representative of BDO, the Company’s auditor, the 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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ABN: 65 003 964 181
PROXY FORM
Mark this box with an "X" if you have made any changes to your address details (see reverse)
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X
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All correspondence to: PPK Group Limited Share Registry c/- Registries Limited PO Box R67, Royal Exchange SYDNEY NSW 1223 Enquiries (within Australia) (02) 9290 9600 (outside Australia) 61 2 9290 9600 Facsimile 61 2 9279 0664
## **Appointment of Proxy** I/We being a member/s of PPK Group Limited and entitled to attend and vote hereby appoint > the Chairman of **OR X** the Meeting (mark with an "X") Write here the name of the person you are appointing if this person is someone other than the Chairman of the Meeting or failing the person named, or if no person is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of PPK Group Limited to be held at The Grace Hotel, 77 York Street, Sydney on Wednesday, 14 November 2007 at 3.00 pm and at any adjournment of that meeting. **Voting directions to your proxy - please mark to indicate your directions** **x** **Ordinary Business** **For Against Abstain*** - Item 1 To receive and consider the Financial Statements, - Directors’ Report and Auditor’s Report for the Year Ended 30 June 2007 - Item 2 Re-election of Non-Executive Director – Raymond Michael Beath - Item 3 Adoption of Remuneration Report (a non-binding resolution) **==> picture [123 x 85] intentionally omitted <==** ***** 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. ## **PLEASE SIGN HERE** This section _must_ be signed in accordance with the instructions overleaf to enable your directions to be implemented. Individual or Securityholder 1 Securityholder 2 Securityholder 3 Sole Director and Director Director/Company Secretary Sole Company Secretary __________________________________ _________________________________ ________/________/_______ Contact Name Contact Daytime Telephone Date ## **How to complete the Proxy Form** ## **1. 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 mark the box and make the correction on the form. Security holders sponsored by a broker should advise their broker of any changes. **Please note, you cannot change ownership of your securities using this form.** ## **2. Appointment of a Proxy** If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting, please write the name of that person. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a security holder of the company. ## **3. Votes on Items of Business** You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your securities 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 securities you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, 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. ## **4. 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. 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 securities 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 in the same envelope. ## **5. 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, all of the security holders should sign. Power of Attorney: to sign under Power of Attorney, you must have already lodged this document 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. 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. A form of the certificate may be obtained from the company's share registry. ## **Lodgment of a Proxy** This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below not later than 48 hours before the commencement of the meeting at 3.00 p.m. on Wednesday, 14 November 2007. **In other words, this Proxy Form must be received by no later than 3.00 p.m. on Monday, 12 November 2007.** Any Proxy Form received after that time will not be valid for the scheduled meeting. **Documents may be lodged by post, delivery, e-mail or facsimile to the PPK Group Limited Share Registry at:** Registries Limited Post: PO Box R67, Royal Exchange, Sydney NSW 1223 Delivery: Level 2, 28 Margaret Street, Sydney NSW 2000 E-mail: [email protected] Facsimile: 61 2 9279 0664 **==> picture [102 x 57] intentionally omitted <==** ## ABN: 65 003 964 181 STREET ADDRESS: 25-27 WARATAH STREET, KIRRAWEE NSW 2232 POSTAL ADDRESS: PO BOX 3006, KIRRAWEE DC NSW 2232 TEL: 61 (2) 9521 8444 ◙ FAX: 61 (2) 9521 4561 9 October 2007 Dear Shareholder ## **Annual General Meeting Questions** PPK Group Limited (“PPK”) recognises the right of shareholders to be informed of matters, in addition to those prescribed by law, which affect their investment in PPK. Consistent with its Shareholder Communication Policy (detailed on the PPK website at www.ppkgroup.com.au), PPK will encourage participation by investors at general meetings in a number of ways including by providing shareholders of PPK with the opportunity of asking questions of the: - Board regarding the management of PPK; and - Company auditor regarding the conduct of, or any issues arising from, the audit or the preparation and content of the Auditor’s Report. Accordingly, PPK would like to invite you to submit (a) question(s) (using the accompanying form) regarding any matter that may be relevant to its forthcoming Annual General Meeting (“AGM”). The completed form may be returned by mail, facsimile or e-mail in the manner detailed within the accompanying form. The Chairman will make every endeavour to facilitate the answering of questions raised in this forum at the AGM. However, please note that: - there may not be sufficient time at the meeting to address all topics raised; and - responses will not be sent to enquirers on an individual basis. General enquiries relating to your share holding should be directed to the PPK share registry, Registries Limited, at Level 2, 28 Margaret Street, Sydney NSW 2000, by telephone on (02) 9290 9600, facsimile on (02) 9279 0664 or e-mail to [email protected]. Yours faithfully, ## **PPK GROUP LIMITED** **==> picture [104 x 55] intentionally omitted <==** **Robert Nicholls** Company Secretary **==> picture [353 x 675] intentionally omitted <==** **----- Start of picture text -----**
Holder Identifier (HIN/SRN):
(optional)
Full Name:
(optional)
Question 1 is for the Chairman, or Auditor
Question 2 is for the Chairman, or Auditor
Question 3 is for the Chairman, or Auditor
Question 4 is for the Chairman, or Auditor
Please return the completed form by:
E-Mail: [email protected]
Post to: Company Secretary
PPK Group Limited
P O Box 3006
Kirrawee DC, NSW, 2232
Facsimile: (02) 9521 4561 – Attention: Company Secretary
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