annual general meeting thursday 10 march 2005. brendan stewart chairman

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Annual General Meeting Thursday 10 March 2005

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Page 1: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Annual General Meeting

Thursday 10 March 2005

Page 2: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Brendan Stewart

Chairman

Page 3: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Order of meetings

• Annual General Meeting of AWB Limited

• Meeting of A class shareholders to amend Articles of the AWB Limited Constitution

• Meeting of A class shareholders (QLD/VIC/SA/NT/TAS) to elect a Director of AWB (International) Limited

Page 4: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 5: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Incoming AWB Limited Directors

Tony Howarth John Schmoll

Page 6: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 7: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Andrew Lindberg

Managing Director

Page 8: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

AWB’s strategy has been demonstrated through its financial performance

• Substantial increase in net profit after tax - $96.9 million, up 120% on the previous year

• Earnings per share of 28.8 cents, up 81%

• Largest ever national wheat crop of 25.2 million tonnes (mt), up from 9.7 mt in 2002/03

• Second largest ever export program, with 19.9 mt received by the Pool

• Fully franked dividend of 25 cents per share paid during 2004

• Landmark integration targets exceeded, with cost synergies and finance growth of $13 million

Page 9: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Growing Horizons:AWB’s vision is to be Australia’s leading agribusiness

Three strategic areas of focus:1. Grains & Commodities

• Strategy in place to enhance the differentiated quality position of Australian wheat

• Continue in driving supply chain efficiencies

2. Rural Services• Continuous improvement of procurement and supply

processes• Expand Landmark’s presence – targeting new areas of

growth

3. Financial Services• Retain leading position in Harvest Finance Market• Target growth within broader agribusiness market

Page 10: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Solid results from Landmark business

• Delivered a 64% PBT uplift over the previous year

• Increased the Rural Finance book by 34%, to more than $1 billion – with a balance today of approximately $1.2 billion

• 85% of Landmark deposits converted to an AWB backed prospectus – deposits now stand at close to $600 million

• Strengthened insurance supplier arrangements with a 20% increase in Gross Written Premium

• Record real estate sales of more than $1 billion, up by 31%

• Record prices for beef and lamb resulted in the Livestock business seeing a 17% growth in profitability

• 13% increase in Merchandise and Fertiliser sales

Page 11: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Excellent results from the second largest ever Pool program

• Second largest export program ever – 19.1mt for year ended November 2004

• Sales of 2.5mt to China – first significant business to that market for 8 years

• Record sales to Indonesia of more than 3mt

• Continual trade with Iraq- more than 1.5mt in sales

• Reduction for the sixth consecutive year of grain supply chain costs

• Above benchmark performance in our foreign exchange management for the National Pool

Page 12: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Performance from other grain related business streams

Trading:

• Excellent result from Chartering division; almost 50% of Pool volumes sold with a freight component

• Geneva based International Trading business nearly doubled trading volumes to two million tonnes during 2003/04

• International Trading business has been extended with a new office in New Delhi

Page 13: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Performance from other grain related business streams cont…

Financial Services:• AWB retained over 70% market share in the highly

competitive Harvest Finance market• AWB Harvest Finance achieved the highest possible short

term credit ratings through the company’s new ring-fenced structure

Supply Chain:• AWB GrainFlow significantly increased receival volumes,

with 1.8mt during 2003/04• Increased supply of Australian wheat by 50% to Five Star

Flour Mills in Egypt over the past year

Page 14: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Supply Chain Developments

• Joint venture with GrainCorp aimed at reducing supply chain costs for export grain

• CBH – Western Australia

• Supply chain and infrastructure issues remain a challenge; immediate and ongoing investment by Government and industry required

Page 15: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Outlook2005/06:

• Assuming normal seasonal conditions, wheat production expected to average levels around 22-23mt

• Estimated Pool Returns for 2005/06 of $170-$180 per tonne for APW – price direction largely dependent on Northern Hemisphere crop

• Lamb prices set to remain positive with increased demand from export markets

• Beef prices tipped to tail off with increased export competition from North and South America

• Promising rural Real Estate market

• Strong medium term growth for Financial Services business

• Reduced commodity prices expected to impact Rural Services business

Page 16: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Going forward…

• Despite a difficult outlook, we are confident that Australian agriculture can be globally competitive

• We have “comparative advantage”• Freight advantage to Asian region

• Progress on trade reform will improve market access

• AWB and Landmark can continue to capitalise on opportunities with our business model

Page 17: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 18: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Hamish Gidley-Baird

Returning Officer

Page 19: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 20: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Annual General Meeting of AWB Limited• Financial Report, Directors’ Reports & Auditor’s

Report

• Election of directors

• Special resolutions

Page 21: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(a):

Election of a director of AWB Limited - WA

Page 22: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(a):

Election of a director of AWB Limited – WA

Candidate:

Mr Christopher Moffet

Page 23: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(b):

Election of a director of AWB Limited – VIC/TAS

Page 24: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(b):

Election of a director of AWB Limited – VIC/TAS

Candidates:

Mr Christopher Hewitt

Mr Warrick McClelland

Page 25: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(c):

Election of a director of AWB Limited – NSW/ACT

Page 26: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(c):

Election of a director of AWB Limited – NSW/ACT

Candidates:

Mr John Simpson

Mr Geoffrey Brennan

Page 27: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(d):

Election of a director of AWB Limited – B class

Page 28: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.2(d):

Election of a director of AWB Limited – B class

Candidate:

Mr Peter Polson

Page 29: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Proxy position for director elections as at 5pm (Melbourne time) 8th March 2005:

Item Direction Total

Item 1.2(a) – Election of director of AWB Limited – WA

Mr Christopher Moffet FOR 4,757

AGAINST 103

OPEN CHAIRMAN 196

OPEN OTHER 30

Page 30: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item Direction Total

Item 1.2(b) – Election of a director of AWB Limited – VIC/TAS

OPEN CHAIRMAN 181

OPEN OTHER 635

Item 1.2(c) – Election of a director of AWB Limited – NSW/ACT

OPEN CHAIRMAN 287

OPEN OTHER 26

Proxy position for director elections as at 5pm (Melbourne time) 8th March 2005:

Item Direction Total

Item 1.2(d) – Election of director of AWB Limited – B Class

Mr Peter Polson FOR 71,009,165

AGAINST 2,281,937

OPEN CHAIRMAN 9,490,180

OPEN OTHER 3,192,685

Page 31: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

Voting Procedures

Page 32: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Page 33: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Proxyholder Ref: CHMProxyholder: CHAIRMAN OF THE MEETING

AWB LIMITED ABN: 99 081 890 459

ANNUAL GENERAL MEETING10th March 2005

Item For Against Open

01 ELECT A B CLASS DIRECTOR – MR PETER POLSON

##### ##### #####

02 COMPOSITION OF AWB (INT’L) LTD – ADDITIONAL DIRECTORS

##### ##### #####

03 TENURE OF DIRECTORS OF AWB LIMITED

##### ##### #####

THIS FORM SUMMARISES THE VOTES GIVEN TO YOU AS PROXYHOLDER FOR THE ABOVE MEETING.PLEASE NOTE THAT IF THE DONOR OF A PROXY PERSONALLY ATTENDS A MEETING AND VOTES, YOUR VOTING ENTITLEMENT WILL BE APPROPRIATELY REDUCED.

Page 34: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Proxyholder Ref: CHMProxyholder: CHAIRMAN OF THE MEETING

AWB LIMITED ABN: 99 081 890 459

ANNUAL GENERAL MEETING10th March 2005

Item For Against Open

01 ELECT A B CLASS DIRECTOR – MR PETER POLSON

##### ##### #####

02 COMPOSITION OF AWB (INT’L) LTD – ADDITIONAL DIRECTORS

##### ##### #####

03 TENURE OF DIRECTORS OF AWB LIMITED

##### ##### #####

THIS FORM SUMMARISES THE VOTES GIVEN TO YOU AS PROXYHOLDER FOR THE ABOVE MEETING.PLEASE NOTE THAT IF THE DONOR OF A PROXY PERSONALLY ATTENDS A MEETING AND VOTES, YOUR VOTING ENTITLEMENT WILL BE APPROPRIATELY REDUCED.

Page 35: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting

Page 36: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting

Page 37: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Page 38: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Page 39: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting

Page 40: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting

Page 41: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 42: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Page 43: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 44: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Special Resolutions:

1. Composition of the AWB (International) Limited Board – Additional directors

2. Tenure of directors of AWB Limited

Page 45: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.3(a):

Composition of the AWB (International) Limited Board Additional Directors

Page 46: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.3(b):

Tenure of Directors of AWB Limited

Page 47: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Proxy position for two special resolutions for A & B class shareholders - as at 5pm (Melbourne time) 8th March 2005:

Item Direction Total

1.3(a) – Composition of the AWB (International) Limited Board – Additional Directors

FOR 62,008,630

AGAINST 11,986,764

OPEN CHAIRMAN 9,658,839

OPEN OTHER 3,014,192

1.3(b) – Tenure of Directors of AWB Limited

FOR 65,459,145

AGAINST 8,010,453

OPEN CHAIRMAN 9,709,784

OPEN OTHER 3,106,008

Page 48: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Annual General Meeting: A Class Shareholders Meeting:

Page 49: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Annual General Meeting: A Class Shareholders Meeting:

Page 50: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 51: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

1st Meeting: Annual General Meeting of AWB Limited

Item 1.1:

Financial Report, Directors’ Report and Auditor’s Report

Page 52: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 53: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

2nd Meeting: Meeting of A class shareholders

Meeting of A class shareholders to consider amendments to particular Articles of the AWB Limited Constitution

• Composition of the AWB (International) Limited Board – Additional Directors

Page 54: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

2nd Meeting: Meeting of A class shareholders

Item 2.1:

Composition of the AWB (International) Limited Board – Additional Directors

Page 55: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

2nd Meeting: Meeting of A class shareholders

Proxy position for a special resolution for A class shareholders - as at 5pm (Melbourne time) 8th March 2005:

Item Direction Total

2.1 - Composition of the AWB (International) Limited Board – Additional Directors

FOR 4,553

AGAINST 4,075

OPEN CHAIRMAN 1,405

OPEN OTHER 842

Page 56: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

2nd Meeting

Page 57: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

2nd Meeting

Page 58: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman
Page 59: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

3rd Meeting: Meeting of A class shareholders (QLD/VIC/SA/NT/TAS region)

Meeting of A class shareholders (QLD/VIC/SA/NT/TAS region)

• Election of a director of AWB (International) Limited

Page 60: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

3rd Meeting: Meeting of A class shareholders (QLD/VIC/SA/NT/TAS region)

Item 3:

Election of a director of AWB (International) Limited

Candidate:

Mr Clinton Starr

Page 61: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

3rd Meeting: Meeting of A class shareholders (QLD/VIC/SA/NT/TAS region)

Proxy position for director election as at 5pm (Melbourne time) 8th March 2005

Item Direction Total

Item 3 – Election of a director of AWB (International) Limited - QLD/VIC/SA/NT/TAS)

Mr Clinton Starr FOR 2,580

AGAINST 174

OPEN CHAIRMAN 704

OPEN OTHER 672

Page 62: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

3rd Meeting

Page 63: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman

3rd Meeting

Page 64: Annual General Meeting Thursday 10 March 2005. Brendan Stewart Chairman