AI assistant
RESMED INC — Proxy Solicitation & Information Statement 2010
Sep 30, 2010
65715_rns_2010-09-30_7a1a914d-6636-4c92-b45d-7e26b1bf6123.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
ResMed Inc. ABN 46 064 514 852
Lodge your vote:
==> picture [16 x 15] intentionally omitted <==
Online:
www.investorvote.com.au
==> picture [16 x 13] intentionally omitted <==
By Mail:
Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia
Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555
For Intermediary Online subscribers only (custodians) www.intermediaryonline.com
For all enquiries call:
(within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000
CDI Voting Instruction Form
Vote online or view the annual report, 24 hours a day, 7 days a week:
www.investorvote.com.au
Your secure access information is: Cast your vote Control Number: Access the annual report SRN/HIN: Review and update your securityholding PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.
==> picture [16 x 11] intentionally omitted <==
For your vote to be effective it must be received by 9:00am on Wednesday 10 November 2010 (Australian Eastern Daylight Time), 2:00pm on Tuesday 9 November 2010 (U.S. Pacific Standard Time)
How to Vote on Items of Business
Each CHESS Depositary Interest (CDI) is equivalent to one - tenth of a share of ResMed Inc Common Stock, so that every 10 (ten) CDIs that you own as of 6:00am 15 September 2010 (Australian Eastern Standard Time), 4:00pm on 14 September 2010 (US Eastern Daylight Time) entitles you to one vote.
You can vote by completing, signing and returning your CDI Voting Instruction Form. This form gives your voting instructions to CHESS Depositary Nominees Pty Ltd, which will vote the underlying shares on your behalf. You need to return the form no later than the time and date shown above to give CHESS Depositary Nominees Pty Ltd enough time to tabulate all CDI votes and to vote on the underlying shares.
Signing Instructions
Individual: Where the holding is in one name, the securityholder must sign.
Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.
Power of Attorney: If you have not already lodged the Power of Attorney with the Australian registry, please attach a certified photocopy of the Power of Attorney to this form when you return it. Companies: Only duly authorised officer/s can sign on behalf of a company. Please sign in the boxes provided, which state the office held by the signatory, i.e. Sole Director, Sole Company Secretary or Director and Company Secretary.
Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.
Turn over to complete the form
==> picture [15 x 12] intentionally omitted <==
916CR_0_Sample_Proxy/000001/000001/i
==> picture [18 x 18] intentionally omitted <==
Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ’ X ’) should advise your broker of any changes.
==> picture [15 x 16] intentionally omitted <==
CDI Voting Instruction Form
Please mark to indicate your directions
==> picture [57 x 15] intentionally omitted <==
CHESS Depositary Nominees will vote as directed
Voting Instructions to CHESS Depositary Nominees Pty Ltd
I/We being a holder of CHESS Depositary Interests of ResMed Inc hereby direct CHESS Depositary Nominees Pty Ltd to vote the shares underlying my/our holding in accordance with the following directions at the Annual Meeting of ResMed Inc to be held at the Corporate offices of ResMed Inc, located at 9001 Spectrum Center Blvd., San Diego, CA 92123 USA on Friday, 12 November 2010 at 9:00am (Australian Eastern Daylight Time), Thursday, 11 November 2010 at 2:00pm (US Pacific Standard Time) and at any adjournment of that meeting. By execution of this CDI Voting Form the undersigned hereby authorises CHESS Depositary Nominees Pty Ltd to appoint such proxies or their substitutes in their discretion to vote in accordance with the following directions.
==> picture [57 x 16] intentionally omitted <==
Items of Business
==> picture [16 x 12] intentionally omitted <==
PLEASE NOTE: If you mark the Abstain box for an item, you are directing CHESS Depositary Nominees Pty Ltd not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.
ORDINARY BUSINESS
- To elect a class of three directors to hold office until ResMed Inc's annual meeting of stockholders to be held in 2013 or until his or her successor is duly elected and qualified:
Kieran Gallahue
Michael Quinn
-
Richard Sulpizio
-
- To approve an increase in the maximum aggregate limit of directors' fees that may be paid in any fiscal year to all non-executive directors, as a group, from the current limit of $400,000 to a maximum aggregate amount not to exceed $800,000 during any fiscal year; and
-
- To amend the Certificate of Incorporation to increase the number of authorized shares of the company's common stock from 200,000,000 to 350,000,000 shares; and
==> picture [86 x 23] intentionally omitted <==
==> picture [86 x 24] intentionally omitted <==
==> picture [86 x 23] intentionally omitted <==
==> picture [86 x 23] intentionally omitted <==
==> picture [86 x 23] intentionally omitted <==
- Ratification of the selection of KPMG LLP as our independent auditors for the fiscal year ending June 30, 2011; and
==> picture [86 x 23] intentionally omitted <==
- Transaction of such other business as may properly come before the meeting.
If you do not mark either the 'For', 'Against' or 'Abstain' box (as appropriate) your vote will not be counted.
==> picture [58 x 16] intentionally omitted <==
Signature of Securityholder(s) This section must be completed.
==> picture [504 x 73] intentionally omitted <==
----- Start of picture text -----
Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact
Contact Daytime
Name Telephone Date / /
----- End of picture text -----
==> picture [15 x 15] intentionally omitted <==
==> picture [97 x 17] intentionally omitted <==
==> picture [16 x 15] intentionally omitted <==
1 2 0 9 9 7 A
R M D