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Graincorp Limited (ASX: GNC) – Notice of Annual General Meeting

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Graincorp Limited (ASX: GNC) – Notice of Annual General Meeting 15 January 2020 The Manager Company Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000 Dear Sir/Madam, GrainCorp Limited (ASX: GNC) – Notice of Annual General Meeting and Explanatory Notes Please find attached the Notice of Meeting, Explanatory Notes and accompanying documents for the GrainCorp Limited Annual General Meeting, to be held on Wednesday, 19 February 2020, at the Hilton Hotel, 488 George Street, Sydney, NSW, 2000 commencing at 10:00am (Sydney time). The Notice of Meeting, Explanatory Notes and accompanying documents are being sent to shareholders today. Any questions regarding the Annual General Meeting or this announcement should be directed to Luke Thrum, GrainCorp’s Senior Manager, Corporate Affairs and Investor Relations on +61 2 9266 9217. Yours faithfully, GrainCorp Limited Stephanie Belton Group General Counsel and Company Secretary Authorised Representative purrsuant to ASX Listing Rule 15.5(c) GrainCorp Limited Level 28, 175 Liverpool Street Sydney NSW 2000 Australia PO Box A268 Sydney South NSW 1235 T +61 2 9325 9100 F +61 2 9325 9180 ABN 60 057 186 035 graincorp.com.au 15 January 2020 Dear Shareholder I am pleased to invite you to the Annual General Meeting (AGM) of GrainCorp Limited (the Company or GrainCorp) to be held on Wednesday, 19 February 2020, at the Hilton Hotel, 488 George Street, Sydney NSW 2000 commencing at 10:00am (Sydney time). Registration of attendees will commence at 9:00am. Items of Business Please find enclosed a Notice of Meeting and Explanatory Memorandum detailing the business to be dealt with at the AGM. This year’s AGM will involve the business of receiving and considering the accounts for the financial year ending 30 September 2019, adopting the Remuneration Report, considering the election of two Non-executive Directors, Ms Jane McAloon and Ms Kathy Grigg, and considering the re-election of one Non-executive Director, Mr Simon Tregoning. Voting The Board recommends that you consider voting by direct vote in respect of all proposed resolutions. Direct voting enables shareholders to vote directly on resolutions considered at the meeting without attending the meeting or appointing a proxy. If you are unable to attend the AGM, I encourage you to lodge your vote directly or appoint a proxy to vote on your behalf either by post or online. Please see the instructions enclosed in relation to lodgement of your direct vote or proxy. If attending, please bring this letter and the voting form with you to facilitate your registration on the day. Webcast & Shareholder Communications A live webcast of the AGM will be broadcast online at https://webcast.openbriefing.com/5720 The webcast will also be recorded and made available to view after the AGM on the GrainCorp website (www.graincorp.com.au). A copy of the 2019 Annual Report and Corporate Governance Statement, which provide full details of the Company’s activities for the year, are available on the GrainCorp website or by calling GrainCorp’s Senior Manager, Corporate Affairs and Investor Relations on +61 2 9266 9217. Shareholders are strongly encouraged to access all shareholder communications and documents electronically, including dividend statements, annual reports, company announcements and notices of shareholder meetings, rather than receiving hard copies by post. By providing the share registry, Link Market Services Limited (www.linkmarketservices.com.au), with your email address you will receive notification by email when communications and documents are available for you to access online. By doing this, you avoid mailing delays as your documents are sent and received on the same date. It will also result in cost reductions for GrainCorp and will reduce the adverse impact on the environment. Demerger Scheme Booklet & Extraordinary General Meeting You will shortly be receiving a Demerger Scheme Booklet in connection with the proposed demerger of GrainCorp’s international malt business (Demerger). The proposed demerger will not, however, be the subject of any resolution or decision by shareholders at this AGM. Your Directors unanimously recommend that you support the Demerger as it will be described in the Demerger Scheme Booklet. The Board believes that the Demerger has the potential to unlock significant value for GrainCorp shareholders by creating two high quality, ASX-listed agribusiness companies, each with management teams focussed on pursuing independent strategies and growth opportunities. The Demerger will also allow each of GrainCorp and the newly listed malt business to attract new investors with a wider range of investment strategies and preferences. Page 1 of 7 I encourage you to read the Demerger Scheme Booklet in its entirety when it is issued to you. It will set out important information that will assist you to make an informed decision about the Demerger, including the advantages, disadvantages and risks of the Demerger, as well as the risks of holding an investment in the shares of the malt business and GrainCorp shares after the Demerger. The Demerger must be approved by the requisite majorities of GrainCorp shareholders, so your vote is important. I encourage you to vote on the Demerger in person, by proxy, by attorney or, in the case of a corporation, by corporate representative, at the Demerger Scheme Meeting and the General Meeting, which will be held consecutively on Monday, 16 March 2020 at the Hilton Hotel, 488 George Street, Sydney NSW 2000, commencing at 10:00am (Sydney time). Further details regarding the Demerger will be available in the Demerger Scheme Booklet. Thank you for your continued investment and support. Yours sincerely Graham Bradley AM Chairman Page 2 of 7 NOTICE OF ANNUAL GENERAL MEETING 3.2 To consider and, if thought appropriate, pass the following ordinary resolution: The Annual General Meeting (AGM) of GrainCorp “That for the purposes of ASX Listing Rule 14.4, Limited (the Company or GrainCorp) will be held: article 11.3(c) of the Constitution and for all Venue other purposes, Ms Jane McAloon, appointed on Level 4 11 December 2019, to fill a casual vacancy, Hilton Hotel being eligible and offering herself for election, be 488 George Street elected as a Director of the Company.” SYDNEY NSW 2000 3.3 To consider and, if thought appropriate, Date pass the following ordinary resolution: “That for the purposes of ASX Listing Rule 14.4, Wednesday, 19 February 2020 article 11.3(c) of the Constitution and for all Time other purposes, Ms Kathy Grigg, appointed on 10:00am (Sydney time) 11 December 2019, to fill a casual vacancy, (Registration will commence from 9:00am) being eligible and offering herself for election, be elected as a Director of the Company.” Items of Business 1 Consideration of Financial Statements and Further information in relation to each resolution Reports to be considered at the AGM is set out in the To receive and consider the Financial enclosed Explanatory Notes. Statements and the Report of the Directors and The Explanatory Notes form part of this Notice of Auditor for the financial year ended 30 Meeting. September 2019. Note: See the Explanatory Notes with regard to a shareholder’s right to submit written questions to the Auditor in connection with By order of the Board the Auditor’s Report or the conduct of the audit. 2 Adoption of the Remuneration Report Stephanie Belton To consider and, if thought appropriate, pass Company Secretary the following ordinary resolution: “That the Remuneration Report (which forms part of the Directors’ Report) of GrainCorp 15 January 2020 Limited for the financial year ended 30 September 2019 set out on pages 35 to 48 of the 2019 Annual Report be adopted.” Note: The vote on this resolution is advisory only and does not bind the Directors or the Company. The Directors will consider the outcome of the vote and comments from shareholders at the AGM when considering the Company’s remuneration policies. 3 Election of Directors 3.1 To consider and, if thought appropriate, pass the following ordinary resolution: “That for the purposes of ASX Listing Rule 14.4, article 11.3(a) of the Constitution and for all other purposes, Mr Simon Tregoning, retiring by rotation, being eligible and offering himself for election, be re-elected as a Director of the Company.” Page 3 of 7 EXPLANATORY NOTES A suitably qualified representative of the Company’s Auditor, PwC, will attend the meeting. Item 1 - Financial Statements and Reports Item 2 - Adoption of the Remuneration Report The Corporations Act 2001 (Cth) (Corporations Resolution to adopt the Remuneration Report Act) requires that the Report of the Directors, the Report of the Auditor and the Financial Reports be The Remuneration Report for the financial year presented at the AGM. The 2019 Financial ended 30 September 2019 is set out on pages 35 to Statements have been previously made available 48 of the Directors’ Report within the 2019 Annual to shareholders and can be found on the Report (Remuneration Report). Company’s website (www.graincorp.com.au). Shareholders entitled to vote at the AGM are Neither the Corporations Act nor the Company’s entitled to vote on Item 2, being the adoption of the Constitution requires a vote of shareholders at Remuneration Report. In accordance with subsection the AGM on such reports and statements. 250R(3) of the Corporations Act, the vote on the However, shareholders will be given a reasonable resolution is advisory only and does not bind the opportunity to raise questions at the AGM with Directors or the Company. However, the Board will both the Chairman and the Company’s Auditor, take the outcome of the vote into consideration PricewaterhouseCoopers ( ), with respect to PwC when reviewing remuneration practices and policies. these reports and statements. A reasonable opportunity will be provided to In addition to asking questions at the AGM, shareholders at the AGM to ask questions about or shareholders may address written questions to comment on the Remuneration Report.
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