Result of EGM
March 28 2003 - 2:02AM
UK Regulatory
RNS Number:3240J
CSR Ld
28 March 2003
25 March 2003
Manager Companies
Company Announcements Office
Australian Stock Exchange Limited
Level 4, Stock Exchange Centre
20 Bridge Street
SYDNEY NSW 2000
Dear Sir,
CSR shareholder meetings, 25 March 2003
In accordance with Listing Rule 3.13.2, we advise that at the Court ordered
scheme meeting and at the general meeting of members of CSR Limited held today,
all resolutions referred to in the notices of meeting were passed without
amendment, on a poll.
Details of the resolutions passed, the poll results and the proxies received in
respect of each resolution are set out in the attached summary.
We also confirm that there were no material changes to the Chairman's address
lodged with ASX earlier today.
Yours sincerely
P B Abraham
Company Secretary
COURT ORDERED SCHEME MEETING:
It was resolved, on a poll:
'That, pursuant to and in accordance with section 411 of the Corporations Act,
the Scheme of Arrangement proposed to be entered into between the Company and
its fully paid ordinary shareholders (which is described in the booklet of which
the notice convening this meeting forms part) is approved (with or without
modification as approved by the Federal Court of Australia).'
Proxy votes
The proxy position on the resolution was
Shareholders voting by proxy:
Total shareholders voting by proxy: 15,007
Shareholders directing proxy to vote in favour: 9,430
Shareholders directing proxy to vote against: 695
Shareholders directing proxy to abstain from voting: 122
Shareholders appointing proxies to vote at their discretion: 4,760
of which, at Chairman's discretion: 4,579
Proxy votes
Total number of proxy votes received: 405,248,202
Votes in favour of the resolution: 379,700,618
Votes against the resolution: 2,120,063
Votes abstaining on the resolution: 1,745,663
Votes at the proxy's discretion: 21,681,858
of which, at Chairman's discretion: 20,894,931
Poll result
The poll results were:
Shareholders
Total shareholders voting (of whom 3 voted both For
and Against)
15,228
Shareholders voting For 14,511 95.3%
Shareholders voting Against 720 4.7%
Shareholders abstaining 122
(based on proxy instructions)
Votes cast
Total votes cast 471,290,603
For 469,021,437 99.5%
Against 2,269,166 0.5%
Abstained (based on proxy instructions) 1,745,663
GENERAL MEETING:
CAPITAL REDUCTION RESOLUTION:
It was resolved as an ordinary resolution, on a poll:
'That subject to:
a) the Demerger Resolution being passed at the Scheme Meeting by the
requisite majority of holders of fully paid ordinary shares in the Company;
b) the Scheme of Arrangement between the Company and holders of its fully
paid ordinary shares being approved by the Federal Court of Australia; and
c) an official copy of the order of the Federal Court of Australia
approving the Scheme being lodged with the Australian Securities & Investments
Commission,
the reduction of the company's capital by an aggregate sum of up to $A1,260.3
million applied equally against the number of fully paid ordinary shares on
issue on the Record Date is approved and that A$0.84 per share (up to
approximately A$798.0 million) of that capital reduction be applied in the
manner set out in the Scheme of Arrangement and that A$462.3 million be applied
against the value of the company's shareholding in Rinker Group Limited.'
Proxy votes
The proxy position on the capital reduction resolution was:
Total number of proxy votes received: 330,831,391
Votes in favour of the resolution: 303,381,743
Votes against the resolution: 2,009,168
Votes abstaining on the resolution: 1,518,288
Votes at the proxy's discretion: 23,922,192
of which, at Chairman's discretion: 22,976,639
Poll result
The poll result was:
Total votes cast 461,244,966
For 459,165,226 99.6%
Against 2,079,740 0.4%
Abstained (based on proxy instructions) 1,518,288
AMENDMENT OF CSR CONSTITUTION
It was resolved as a special resolution (three quarters majority), on a poll:
'That rule 52.2(a) of the Company's constitution be amended by deleting the
word 'six' and inserting the word 'five' in place of the deleted word.'
Proxy votes
The proxy position on the amendment of the CSR constitution was:
Total number of proxy votes received: 330,831,391
Votes in favour of the resolution: 300,707,831
Votes against the resolution: 1,747,029
Votes abstaining on the resolution: 1,455,134
Votes at the proxy's discretion: 26,921,397
of which, at Chairman's discretion: 25,919,270
Poll result
The poll result was:
Total votes cast 458,514,636
For 456,750,638 99.6%
Against 1,763,998 0.4%
Abstained (based on proxy instructions) 1,455,134
This information is provided by RNS
The company news service from the London Stock Exchange
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