HRL HOLDINGS LIMITED Level 8 Waterfront Place, 1 Eagle Street
Brisbane Queensland 4000, Australia
GPO Box 216
Brisbane Queensland 4001, Australia
Tel +61 7 3105 5960 Fax +61 7 3010 9001 ASX Announcement24 November 2014
RESULTS OF ANNUAL GENERAL MEETING and APPOINTMENT AND RETIREMENT OF DIRECTORS.
Notice is hereby given, in accordance with Listing Rule 3.13.2 and Corporations Law Section
251AA(2) that at the Annual General Meeting of the Company held today that the resolutions as set out below were passed by a show of hands without amendment.
To consider and, if thought fit, pass the following Resolution as an advisory Resolution:
"That, the Remuneration Report for the year ended 30 June 2014 (as set out in the Directors' Report)
is adopted."
Resolution 2 - Re-election of Dr Mark Elliott as a Director
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution of the
Company:
"That Dr Mark Elliott, who retires by rotation in accordance with Rule 38.1 of the Company's Constitution and, being eligible, offers himself for re-election, be re-elected as a Director of the Company."
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution of the
Company:
"That Mr Kevin Maloney, who was appointed to the Board following the last annual general meeting of the Company and who retires in accordance with Rule 36.2 of the Company's Constitution, and being eligible, be re-elected as a Director of the Company."
Resolution 4 - Re-election of Mr Darren Anderson as a Director
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution of the
Company:
"That Mr Darren Anderson, who was appointed to the Board following the last annual general meeting of the Company and who retires in accordance with Rule 36.2 of the Company's Constitution, and being eligible, be re-elected as a Director of the Company."
Resolution 5 - Appointment of Mr John Taylor as a Director
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution of the
Company:
"That Mr John Taylor, whose nomination has been received in accordance with Rule 38.13 of the Company's Constitution and is recommended by the Board, be appointed as a Director of the Company in accordance with Rule 36.3 of the Company's Constitution."
Resolution 6 - Approval to Adopt Employee Option Incentive Plan
To consider and, if thought fit, pass the following resolution, with or without amendment, as an
Ordinary Resolution of the Company:
"That for the purposes of Exception 9 of Listing Rule 7.2 and for all other purposes, the Company be authorised to issue securities under the Employee Option Incentive Plan as an exception to Listing Rules 7.1 and 7.1A, on the terms and conditions set out in the Explanatory Memorandum."
Resolution 7 - Change of Company Name
To consider and, if thought fit, pass the following Special Resolution, without amendment:
"That for the purposes of section 157(1) of the Corporations Act and for all other purposes, the name of the Company be changed to HRL Holdings Limited with effect from the date on which the Australian Securities and Investments Commission alters the details of the Company's registration to reflect the change of name."
In respect of each resolution, the total number of proxy votes exercisable by all proxies validly appointed and the total number of proxy votes in respect of which the appointments specified that:
I. The proxy was to vote for the resolution; and
II. The proxy was to vote against the resolution; and
III. The proxy was able to vote at the proxy's discretion; and
IV. The proxy was to abstain on the resolution
Are set out below:
Resolution | For | Against | Discretion | Abstain |
1 | 167,328,928 | 0 | 9,685,450 | 0 |
2 | 230,382,644 | 0 | 9,685,450 | 0 |
3 | 230,382,644 | 0 | 9,685,450 | 0 |
4 | 230,382,644 | 0 | 9,685,450 | 0 |
5 | 230,382,644 | 0 | 9,685,450 | 0 |
6 | 109,549,241 | 420,207 | 9,685,450 | 75,000 |
7 | 230,347,394 | 35,250 | 9,685,450 | 0 |
Following the approval of shareholders received at the meeting the company is pleased to advise of the appointment of Mr John Taylor as a non-executive director of the company. Mr Taylor is the founding partner of Taylors Solicitors, Mackay, a Senior Counsellor of the Queensland law Society and has over 30 years experience in commercial and property transactions and litigation.
John Taylor was, from 2006 to 2010, a director of ASX listed The Mac Services Group Limited where he was Chair of the Remuneration and Nomination Committee and a member of the Audit and Risk Management Committee. He is also a former Chair of the Mackay Port Authority and a Board member of Tourism Mackay and Mackay Regional Economic Bureau.
In addition the company advises that Mr Peter Barnett has today retired as a director of the company. Chairman, Kevin Maloney commenting on Mr Barnett's retirement said, "Peter Barnett has been a valued member of the Board of HRL over the last 7 years. On behalf of the Shareholders I would like to thank Peter for his significant contribution and wish him well for the future".
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