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STOCKLAND AGM Information 2006

Oct 23, 2006

65781_rns_2006-10-23_fcc2630f-2bae-4861-8a91-ed9a538c0d2e.pdf

AGM Information

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ANNUAL GENERAL MEETING 24 October 2006

Philip Hapburn General Counsel and Group Secretary

,我们就会在这里,我们就会在这里的时候,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会

Matthew Quinn Managing Director

Hugh ThorbumFinance Director

.......................................

Bruee Corlett Non-Executive Director

David Fairitill Non-Executive Director

. . . . . . . . . . . . . . . . . . . .

Lyn GearingNon-Executive Director

and the company of the company of the company of the company of the company of the company of the company of the

Peter Scott Non-Executive Director

Terry WilliamsonNon-Executive Director

Chairman's Address

. . . . . . . . . . . . . . . . . . . .

Agenda

Introduction 4

← 2006 Performance - Matthew Quinn

Examunaration - Nick Grainer

Resolutions ۱

Results of the Past Year

224th consecutive year of profit growth

Excellent growth in earnings and ¢ distributions per security

◆ Strong financial discipline

Diversity of business $\triangleleft$

Corporate Responsibility & Sustainability

Long-standing culture

Integrated across all operations $\ddot{\bullet}$

Sound principles of governance and ۳ SUSISITIEIBIlliv

e a propinsi propinsi ka

Bridgewater, NSW

Mernda Villages, VIC

Board & Governance

Engagement Ø

Collaboration b.

Diversity $\frac{1}{2}$

Lakewood, NSW

Optus HQ, NSW

1999 - Jan James James James James James James James James James James James James James James James James J

Matthew Quinn Managing Director

.......................................

Outstanding Financial Performance

Record results V

Strength and scale of diversified business model

Excellent profit growth $\ddot{\bullet}$

Revenue

Net Profit After Tax

a se a componente de la propriéta de la propriéta de la propriéta de la propriéta de la propriéta de

Security Holder Returns

Delivery on Strategy

Diverse development ploeline $\hat{\mathcal{L}}$

Strong balance sheet $\bullet$

Crowin of Uniface Property Funds business

and the control of the control of the control of the control of the control of the control of the control of the

John Schroder CEO Shopping Centre Division

Shopping Centre Division Portfolio Summary

Shopping Centre Division Profit Growth

Divisional operating profit 6.6%

Comparable net income growth

Revaluations

$217m

Stockland Baldivis, WA

Shopping Centre Division Market Outlook

Reial sales growth moderated to ×, long term sustainable levels

Outlook for sector remains positive $\bigcirc$

Strong and trusted brand $\ddot{\bullet}$

Steve Mann OEO Commercial and Industrial

Stockland

Commercial and Industrial Portfolio Summary

Commercial and Industrial Highlights

Divisional operating profit $210.7 m

Commercial Market Outlook

• Demand for office space gathers Mondaura

◆ Brisbane and Perth showing strong QIOWIN

◆ Melbourne in solid shape

Sydney CBD market improving L

Optus HQ - Development Progress

1989 - Andrea Brandon, amerikan basar basa dan basa dan basa dan basa dan basa dan basa dan basa da da da da

Denis FiiekeyGEO Development Division

Development Division Portfolio Summary

PORTFOLIO SUMMARY

Number of Projects

Number of Future MARK STAR

a kozeci w miejskich koledarju za području za koledarju za koledarju za koledarju za području za koledarju za

KANSAS KANSAS

Development Division Highlights

Divisional operating profit $289 m

Indreased

Development Division Market Leadership

Well recognised brand Ø

Industry recognition Q

Diversity of projects À

North Lakes, QLD

Development Division Residential Market Outlook

Fundamentals remain solid

Strong employment and continued Ø. population growth

Land in short supply $\hat{\bullet}$

Quality and geographic diversity

Development Division Market Conditions

NSW market remains soft, some signs of Improvement

the state of the state of the property state of

  • QLD market is sound with strong ۰ underlying demand
  • VIC market is stable with good affordability for new home buyers
  • WA very strong with economic momentum sustaining high demand

Development Division Well Positioned for 2007

Record contracts on hand $\ddot{\bullet}$

Sustainable performance ۰

Delivery of development ploeline to $\bullet$ Underain 2007 profits

,我们的人们就会在这里,我们的人们就会在这里,我们的人们就会在这里,我们的人们就会在这里,我们的人们就会在这里,我们的人们就会在这里,我们的人们就会在这里,我们

Robb Maenteol OEO Unlisted Property Funds

Unlisted Property Funds Portfolio Summary

PORTFOLIO SUMMARY

EART BEAT

MORE DESSENTITE inaich an Sol

av naskuns

Unlisted Property Funds Strategic Benefits of Unlisted Business

◆ Strategic capital partner for Stockland

• Number of new funds planned to launch to retail and wholesale Tavestors

and the contract of the contract of the contract of the contract of the contract of the contract of the contract of

Greg Sear Saville Hotel Group

Saville Hotel Group

Reinvestment of capital in core ۰ operating business

Sale process underway with strong ۰ Interest

High Employee Engagement

Employee engagement score of 84%

Outperformed the Australian norm

High performing outure ۱

Group Outlook

Group Strategy

the contract of the community of

Create a world class diversified Droperly group

Capitalise on diversity of group

Management capability Ð

International growth potential 4

_______________________________________

Group Strategy

the state of the state of the community of

Create a world class diversified Droperly group

Capitalise on diversity of group

Management capability Ð

International growth potential 4


and the contract of the contract of the contract of the contract of the contract of the contract of the contract of

RESOLUTIONS

1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1999年,1

RESOLUTION 1 Amendment of the Stockland Trust Constitution

THAT THE CONSTITUTION OF STOCKLAND TRUST BE AMENDED IN ACQQRDANQE WITHITEPROVISIONS OF THE 'SUPPLEMENTAL DEED POLL NO. 14 - STOCKLAND TRUST" TABLED AT THE MEETING AND SIGNED BY THE CHAIRMAN OF THE MEETING FOR THE PURPOSE OF IDENTIHCATION, AND THAT STOCKLAND TRUST MANAGEMENT LIMITED. ("STML") BE AUTHORISED TO EXECUTE THE SUPPLEMENTAL DEED. POLL NO. 11 AND LODGE IT WITH THE AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION.

Resolution 1 Amendment of the Stockland Trust Constitution

RROXIES HELD
Total number of proxies to vote for theTASORITOR 5,983,589,498
Total number of proxies to vote against theTGROUTION 6,958,618
Total number of proxies to abstain on theTesolution. 14,558,610
Total number of proxies where the proxy mayvote at the proxy's discretion." 110,968,800

*Includes undirected proxies in favour of the Chairman

RESOLUTION 2 Financial Statements and Reports

Contract Contract District Contract District District District District District District District District Di

Albanya di Barat di Barat di Barat di Barat di Barat di Barat di Barat di Barat di Barat di Barat di Barat d

the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company

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RESOLUTION 3 Election of Director - Lyn Gearing

THAT MS LYN GEARING, WHO RETIRES IN ACCORDANCE WITH THE COMPANY'S CONSTITUTION AND, BEING ELIGIBLE AND HAVING OFFERED HERSELF FOR RE-ELECTION. IS RE-ELECTED AS A DIRECTOR OF THE COMPANY.

RESOLUTION 3 Election of Director - Lyn Gearing

EROXES HED
Total number of proxies to vote for theTESOLITOR 882.475.409
Total number of proxies to vote against theTESSORITOR 442.090
Total number of proxies to abstain on theTESSORITOR 455,588
Total number of proxies where the proxy mayvote at the proxy's discretion*: 15, 107, 985

*Includes undirected proxies in favour of the Chairman

RESOLUTION 4 Election of Director - Terry Williamson

. . . . . . . . . . . . . . . . . . .

THAT MR TERRY WILLIAMSON, WHO RETIRES IN ROTATION IN ACCORDANGE WITH THE COMPANY'S CONSTITUTION AND. BEING ELIGBLE AND HAVING OFFERED HIMSELF FOR RE-ELECTION, IS RE-ELECTED AS A DIRECTOR OF THE COMPANY.

RESOLUTION 4 Election of Director - Terry Williamson

the contract of the contract of the contract of the contract of

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EXOXIESHED
Total number of proxies to vote for theTestolution. 832,598,276
Total number of proxies to vote against theTESSOLUTION 813916
Total number of proxies to abstain on theTESSORITOR 447.988
Total number of proxies where the proxy mayvote at the proxy's discretion*: 15116942

the contract of the contract of the contract of

and the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contra

*Includes undirected proxies in favour of the Chairman

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RESOLUTION 5 Remuneration Report

and a series of the series of the series of the series of the series of the property of the series of the series of the series of the series of the series of the series of the series of the series of the series of the seri

THAT THE COMPANY'S REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2006 BE APPROVED.

RESOLUTION 5 Approval of Remuneration Report

EROXESHED
Total number of proxies to vote for theTESSORITOR 826.751.928
Total number of proxies to vote against theTESSORITOR 3.292.045
Total number of proxies to abstain on theTesolution. 3,253,332
Total number of proxies where the proxy mayvote at the proxy's discretion*: 15, 183, 772

. . . . . . . . . . . . . . . . . . . .

*Includes undirected proxies in favour of the Chairman

RESOLUTION 6 Approval of Tax Exempt Employee Security Plan

THAT APPROVAL IS GIVEN FOR ALL PURPOSES UNDER THE CORPORATIONS ACT AND THE USTING RULES OF AUSTRALIAN STOCK EXCHANGE UMITED FOR

THE ESTABLISHMENT OF A PLAN. TO BE CALLED THE STOCKLAND TAX 74 EXEMPT EMPLOYEE SECURITY PLAN ("TEP") FOR THE PROVISION OF INGENTIVES TO EMPLOYEES OF THE COMPANY AND ITS SUBSIDIARIES; THE ISSUE OR TRANSEER OF STOCKLAND STAPLED SECURITIES TO (E)

EMPLOYEES UNDER THE TEP AND

(0) THE PROVISION OF BENEHASTO THOSE EMPLOYEES UNDER THE TEP.

IN ACCORDANCE WITH THE TEP RULES. INTIALLED BY THE CHAIRMAN FOR THE EUREOSES OF IDENTIFICATION AND DESCRIBED IN THE NOTICE OF MEETINGS CONVENING THIS MEETING TOGETHER WITH SUCH CHANGES (IF ANY) AS THE BOARD MAY CONSIDER NEGESSARY. EXPEDIENT OR DESIRABLE TO MAKE THE TEPIEULLY COMPLIANT WITH THE PROPOSED NEW TAX LEGISLATION RELATING TO THE TAX TREATMENT OF STAPLED SECURITIES PROVIDED TO , EMPLOYEES UNDER AN EMPLOYEE SECURITY, OPTION OR RIGHTS PLAN

STOCK CONDEN

RESOLUTION 6 Approval of Tax Exempt Employee Security Plan

_______________________________________

DESCRIPTION OF PROPERTY AND INCOME.

ENOXIESE ED
Total number of proxies to vote for theTESSORITOR 825 12240
Total number of proxies to vote against theTesolution 4,428,523
Total number of proxies to abstain on theTESSORITOR 3,307,297
Total number of proxies where the proxy mayvote at the proxy's discretion*: 8,085,804

*Includes undirected proxies in favour of the Chairman

RESOLUTION 7 Approval of Non Executive Director Security Acquisition Plan

THAT APPROVALIS CIVENTOR ALL PURPOSES UNDER THE CORPORATIONS ACT AND THE I ISTING RULES OF AUSTRALIAN STOCK EXCHANGE IMITED FOR

74 THE ESTABLISHMENT OF A PLAN, TO BE CALLED THE STOCKLAND NONE XECUTIVE DIRECTOR SECURITY ACQUISITION PLAN ("NED PLAN") FOR THE PROVISION OF STOCKVAND STAPIED SECURITIES UNDER AFEE SACRIFICE ARRANGEMENT TO NON EXECUTIVE DIRECTORS OF THE COMPANY AND ITS SUBSIDIARIES. THEISSUE OR TRANSER OF STOCKLAND STAPIED SECURITIES TO NONE (B)

EXECUTIVE DIRECTORS UNDER THE NED PIAN AND THE 2ROWSION OF BENEFIST OTHOSE NONEXEQUITY EDIRECTORS UNDER HEE TO

NED PLAN

IN ACCORDANCE WITH THESTOCKLAND NONE XECUTIVE DIRECTOR SECURITY ACQUISITION PLAN RULES. INITIALLED BY THE CHAIRMAN FOR THE PURPOSES OF IDENTIFICATION AND DESCRIBEDINTIEIE NOTICE OF MEETINGS CONVENING THIS MEETING TOGETHER WITH SUCH CHANGES (IF ANY) AS THE BOARD MAY CONSIDER NECESSARY, EXPEDIENT OR DESIRABLE TOMAKETHEI NEDER MEUL YGOMPLANT MITHEI EROPOSED NEMEN AXIECISIATION RELATING TOTHELAX TREATMENTOESTADIED SEQURITEST 2ROVIDED TO EMPLOYEES UNDER AN EMPLOYEE SECURITY OPTION OR RIGHTS PLAN

5043011

RESOLUTION 7 Approval of Non-Executive Director Security Acquisition Plan

EXOXES HED
Total number of proxies to vote for theTESSORITOTA 824,784,900
Total number of proxies to vote against theTASORITOR 6,235,394
Total number of proxies to abstain on theTesolution! 2.187.684
Total number of proxies where the proxy mayvote at the proxy's discretion*: 15,878,094

*Includes undirected proxies in favour of the Chairman

RESOLUTION 8 Approval of Performance Rights Plan

THAT APPROVAL IS CIVENTOR ALL PURPOSES UNDER THE CORPORATIONS ACTIVITIETHE IIISTINGRUIES OFAUSTRAIANSTOCKEXCHANGE IMITED FOR

  • THE ESTABLISHMENT OF A PLAN. TO BE CALLED THE STOCKLAND 74 PERFORMANCE RIGHTS PLAN ("PRP") FOR THE PROVISION OF INCENTIVES TO ALL SENIOR EXECUTIVES. THE MAJORITY OF SENIOR MANAGERS AND ANY OTHER EMPLOYEES OF THE COMPANY AND ITS SUBSIDIARIES WHOM HEIEIBIOXIRDIQIEHEIEIGOMBANYIDIEHERMINESTOIBIEHEIGIBIEHOIBARIIGIBATEIN THE PRP ('PARTIGIPANTS')
    1. THE GRANT OF PERFORMANCE RIGHTS AND THE SUBSEQUENT ISSUE OR TRANSFER OF STOCKLAND STAPLED SECURITIES. TO PARTICIPANTS UNDER THE PRP AND

THE PROVISION OF BENETISTIC THOSE PARTICIPANTS UNDER THE PRP. 10)

IN ACCORDANCE WITH THE PRETRUES. INITIALED BY THE CHAIRMAN FOR THE EUREOSES OF IDENTIFICATION AMDIDES CRISED IN THE NOTICE OF MEETINGS CONVENING THIS MEETING TOGETHER WITH SUCH CHANGES (IF ANY) AS THE BOARD MAY CONSIDER NECESSARY. EXPEDIENT OR DESIRABLE TO MAKE THE PRPIEUT YKOMPUANT WITH THE PROPOSED NEW AXIECISI ATION RELATING TO THE TAX TREATMENT OF STARLED SECURITIES PROVIDED TO EMPLOYEES UNDER AN EMPLOYEE SECURITY OPTION OR RIGHTS PLAN

RESOLUTION 8 Approval of Performance Rights Plan

IEROXIESHIEUD
Total number of proxies to vote for theTesolution 821.942.812
Total number of proxies to vote against theTERROLUTION 7.578.985
Total number of proxies to abstain on theTESSORIITORI 3.378,734
Total number of proxies where the proxy mayvote at the proxy's discretion": 8.117.748

*Includes undirected proxies in favour of the Chairman

RESOLUTION 9 Grant of Performance Rights to the Managing Director

THAT. SUBJECT TO THE APPROVAL OF RESOLUTION 8 IN THE NOTICE OF MEETINGS CONVENING THIS MEETING. APPROVAL IS GIVEN FOR ALL PURPOSES UNDER THE COREORATIONS AGT AND THE LISTING RULES OF AUSTRALIAN STOOKEXOHANGELIMITEDIEORI

  • THE EXRIGIEATION IN THE STOCKLAVD EERE ORMANGE RICHTS ELAN 00 BY MR M QUINN, MANAGING DIREGTOR AS TO 470.000 PEREORMANCE RIGHTS AND
    1. THE ACQUISTION ACCORDINGLY BY MR M QUINN OF THOSE IPERFORMANCE RIGHTS AND. IN CONSEQUENCE OF VESTING OF THOSE PERFORMANCE RIGHTS. OF STOCKLAND STAPLED SECURITIES

IN ACCORDANCE WITH THE STOCKLAND PERFORMANCE RIGHTS PLAN RULES AS AMENDED FROM TIME TO TIME AND ON THE BASIS DESCRIBED. IN THE EXPLANATORY NOTES ON ITEMS OF BUSINESS ACCOMPANYING THE NOTICE OF MEETING CONVENING THIS MEETING.

RESOLUTION 10 Grant of Performance Rights to the Finance Director

THAT. SUBJECT TO THE APPROVAL OF RESOLUTION & IN THE NOTICE OF MEETINGS CONVENING THIS MEETING. APPROVAL IS GIVEN FOR ALL FURFOSES UNDER THE CORPORATIONS ACT AND THE LISTING RULES OF AUSTRALANSTOCKEXCHANGELMITEDEORI

  • 720 THE EXRIGEATION IN THE STOCKLAND EREORMANCE RIGHTS ELAN BY MR HTHORBURN, FINANCE DIRECTOR AS TO 204.000 PERFORMANCE RIGHTS: AND
  • THE ACQUISTION ACCORDING LY BY MR HITHORBURN OF THOSE 73) PERFORMANCE RIGHTS AND. IN CONSEQUENCE OF VESTING OF THOSE PERFORMANCE RIGHTS, OF STOCKLAND STAPIED SECURITIES

IN AGGORDANGE WITH THE STOCK AND PERIORWANGE RICHTS PLAN RUIES AS AMENDED EROM TIME TO TIME AND ON THE BASIS DESCRIBED. IN THE EXPLANATORY NOTES ON ITEMS OF BUSINESS ACCOMPANYING THE NOTICE OF METHING CONVENING THIS METHING

RESOLUTION 9 Grant of Performance Rights to the Managing Director

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EROXESHEID
Total number of proxies to vote for theTesoluton 820,238,739
Total number of proxies to vote against theTASONION 8,371,468
Tola number of proxies to abstain on theTASORITOR 4 3 2 6 4 3 3
Total number of proxies where the proxy mayvote at the proxy's discretion": 80467707

*Includes undirected proxies in favour of the Chairman

RESOLUTION 10 Grant of Performance Rights to the Finance Director

......................................

EXOXES HED
Total number of proxies to vote for the resolution: 820, 162, 173
Total number of proxies to vote against theTESORITOR 8.368.496
Total number of proxies to abstain on theE CESSORITION 4,384,985
Total number of proxies where the proxy may voteat the proxy's discretion*: 8,058,312

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

*Includes undirected proxies in favour of the Chairman

,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里,我们就会在这里

David Fairiuli Non-Executive Director

DISCLAIMER

Corporation/ Responsible Entity

Stockend Corporation Emitsd ACN 000 131 788

Stockand Trust Management Emited ACN 001 900 741

AGULE GOT 157 Liverpool Street SYDNEY NSW 2000

Disclaimer of Liability:

While every effort is made to provide accurate and complete information. Stockland does not warrant or represent that the information in this presentation is free from errors or omissions or is suitable for Vour intended use. Subject to any terms implied by law and which cannot be excluded. Stockland accepts no responsibility for any loss, damage, cost or expense (whether direct or indirect) incurred by you as a result of any error, omission or misrepresentation in information in this presentation. All information in this presentation is subject to change without notice.