NZX wishes to advise the market of the outcome of the resolutions put to its Annual Meeting yesterday.
Resolution 1 – Ordinary Resolution
That the Board be authorised to determine the auditors’ fees and expenses for the 2015 financial year.
• Result: passed by a show of hands
Resolution 2 – Ordinary resolution
To re-elect Jon Macdonald as a Director of NZX.
• Result: passed by a show of hands
Resolution 3 – Ordinary resolution
To elect Patrick Strange as a Director of NZX.
• Result: passed by a show of hands
Director Independence
The Board has determined both Jon Macdonald and Patrick Strange to be Independent Directors for the purposes of the NZX Main Board Listing Rules.
As previously signalled, James Miller was today appointed as Chairman of the NZX Board following Andrew Harmos’s retirement from the board after seven years as Chairman and 13 years as a Director.
Mr Miller is also a Director of the Accident Compensation Corporation (ACC) board. ACC is a shareholder in NZX Limited. From time-to-time, ACC may hold more than 5% of NZX’s issued shares, which under NZX Main Board Listing Rules means that during those times, Mr Miller would be considered to be a non-independent Director.
ACC’s most recent Substantial Product Holder Notice, published on 16 April 2015, discloses an interest of 7.9% in NZX’s ordinary shares. Under Rule 1.6, that interest means that Mr Miller is a non-independent Director of NZX.
ACC has protocols in place for managing its investments and any potential conflicts of interest of its Directors. Mr Miller is not involved in the portfolio management decisions in relation to ACC’s shareholding in NZX.