COMPUTERSHARE ANNUAL REPORT 2008

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As at the date of this Annual Report, the Board composition (with details of the professional background of each director) is asfollows:Christopher John MorrisPosition: Executive ChairmanAge: 60Independent: NoW. Stuart CrosbyPosition: Chief Executive OfficerAge: 52Independent: NoChris Morris was a founding member of Computershare in 1978 and was its ChiefExecutive Officer from 1990 to 2006. His extensive knowledge of the securitiesindustry and its user requirements from both a national and international perspectivehas been instrumental in developing Computershare into a global company. Hispassion and strategic vision have helped to create a company that is unique in itsability to provide a full range of solutions to meet the needs of listed companies andtheir stakeholders.Chris is also the Group Managing Director for the EMEA region.Chris is Chairman of the Nomination Committee and the Acquisitions Committee andis a member of the Remuneration Committee. Chris is based in Melbourne.Stuart Crosby was appointed Chief Executive Officer and President of theComputershare Group in November 2006. He joined Computershare in 1999 as astrategic business development manager and, in that role, worked to build the Group’sinterests in Continental Europe and Asia. In 2002, he was appointed Group ManagingDirector – Asia Pacific, responsible for operations in Australia, New Zealand, India andHong Kong and, in 2005, he was appointed the Group’s Chief Operating Officer.Prior to joining Computershare, Stuart was the National Head of Listings at theASX, and worked for the Hong Kong Securities and Futures Commission, heading itsintermediary licensing division and later as a director of enforcement.Stuart is a member of the Nomination Committee and the Acquisitions Committee.He is based in Melbourne.02-13Overview14-36Governance37-88FinancialsPenelope Jane MaclaganBSc (Hons), DipEdPosition: Executive DirectorAge: 56Independent: NoAnthony Norman WalesFCA, FCISPosition: Non-Executive DirectorAge: 64Independent: YesPenny Maclagan joined Computershare in 1983 and was appointed to the Board as anexecutive director in May 1995.Until 2008, as head of Computershare Technology Services, Penny was responsiblefor planning, developing and executing technology across the world in support of theGroup’s global strategy. In 2008, Penny reduced her day to day involvement and gaveup her line management role.As has been the case throughout her career with Computershare, Penny remainsdeeply involved in technology support and development. Her detailed understandingof Computershare’s proprietary technology and of the global securities industrygreatly contributes to the maintenance of Computershare’s competitive advantage inthe global marketplace.Penny is a member of the Remuneration and Nomination Committees and is basedin Melbourne.Tony Wales has been involved with Computershare since 1981 and was appointedExecutive (Finance) Director in 1990. On 30 September 2001, Tony relinquishedhis executive responsibilities and, since that time, has remained on the Board in anon-executive capacity.During his time as Finance Director, Tony was instrumental in much of the strategicexpansion of the Group from its days as a small Australian provider of bureauservices to one of Australia’s largest and most successful technology companies withoperations in many countries. Of particular importance was Tony’s principal role innegotiations and the due diligence process for the Company’s major acquisitions.Tony continues to be actively involved with Computershare and his background,experience and understanding of both the Group and international markets arevalued highly by both the Board and senior management.Tony is Chairman of the Remuneration Committee and is a member of the Risk andAudit Committee and the Nomination Committee. He is based in Sydney.89-92Reports93-96Further InformationPAGE 15
Corporate Governance StatementDr. Markus KerberDipl.OEC, Dr. Rer. Soc.Position: Non-Executive DirectorAge: 45Independent: YesMarkus Kerber was appointed to the Board on 18 August 2004 as a non-executivedirector.Markus is Director General at the German Ministry of the Interior and has held thatposition since January 2006. Between 1998 and 2005 Markus was CFO, COO and ViceChairman of the Supervisory Board of GFT Technologies AG.Prior to GFT, Markus worked as an investment banker in London in the equity capitalmarkets divisions of Deutsche Bank AG and S.G. Warburg & Co Limited.He is a member of the London-based International Institute for Strategic Studies(IISS) and the German Council on Foreign Relations (DGAP) in Berlin.Markus is a member of the Acquisitions Committee, the Remuneration Committeeand the Nomination Committee and is based in Berlin.Simon JonesM.A.(Oxon), A.C.A.Position: Non-Executive DirectorAge: 52Independent: YesSimon Jones was appointed to the Board on 10 November 2005 as anon-executive director.Simon is a qualified chartered accountant and is a principal of Canterbury Partners,a corporate advisory firm based in Melbourne. Simon has extensive corporateexperience having previously held the positions of Managing Director – Victoria andprivate equity at N M Rothschild & Son and Managing Partner – Audit and BusinessAdvisory Australasia at Arthur Andersen. He is currently a director of MelbourneIT Limited, Chairman of the Advisory Board of MAB Limited and Treasurer of theMelbourne International Arts Festival.Simon is Chairman of the Risk and Audit Committee and is a member of theRemuneration Committee, Acquisitions Committee and the Nomination Committee.He is based in Melbourne.Arthur Leslie (Les) OwenBSc, FIA, FIAA, FPMIPosition: Non-Executive DirectorAge: 59Independent: YesLes Owen was appointed to the Computershare Board on 1 February 2007.Les is a qualified actuary with over 35 years experience in the financial servicesindustry. From January 2000 to September 2006, he was the Group Chief ExecutiveOfficer of AXA Asia Pacific Holdings Limited, one of Australia’s top 50 listedcompanies. Prior to his appointment at AXA Asia Pacific, he was the Chief ExecutiveOfficer of AXA Sun Life plc, one of the largest life insurance companies in the UK. Hewas also a member of the Global AXA Group Executive Board and a member of theFederal Treasurer’s Financial Sector Advisory Council.Les is based in Bristol in the UK, although he splits his time between the UK andAustralia and retains significant ties to Melbourne. He is a non-executive director ofDiscovery Holdings, Coverzones and the Football Federation of Australia.Les is a member of the Risk and Audit Committee, the Remuneration Committee andthe Nomination Committee.Nerolie Phyllis WithnallBA LLB FAICDPosition: Non-Executive DirectorAge: 64Independent: YesNerolie Withnall was appointed to the Board as an additional independentnon-executive director on 1 July 2008. A former Corporate Partner with MinterEllison lawyers until 2000, Nerolie holds a range of directorships, including HedleyLeisure and Gaming Property Partners Limited, Campbell Brothers Limited, PanAustLimited and Alchemia Limited.Nerolie was also Chairman of QM Technologies Limited from 2003 until its takeoverby Computershare Communication Services Limited in March 2008.She is Deputy President of the Australian Takeovers Panel, a member of theAustralian Corporations and Markets Advisory Committee and of the Senate of theUniversity of Queensland.Nerolie is a member of the Remuneration Committee and the Nomination Committee.PAGE 16 Computershare Annual Report 2008
Page 7 and 8: Management Discussion and AnalysisC
Page 9 and 10: North America Regional OverviewDesp
Page 12: 2008 HIGHLIGHTS> Acted for all majo
Page 18 and 19: 4. BOARD INDEPENDENCEThe Board has
Page 20 and 21: With limited exceptions, the Compan
Page 22 and 23: PricewaterhouseCoopers rotates audi
Page 24 and 25: DIVIDENDSThe following dividends of
Page 26 and 27: LIKELY DEVELOPMENTS AND FUTURE RESU
Page 28 and 29: No incentives, either short or long
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Page 34 and 35: Value of options included in key ma
Page 36 and 37: Details of the amounts paid to the
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Page 44 and 45: Impairment of assetsAll non-current
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Page 48 and 49: HedgingThe Group documents at the i
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Page 52 and 53: 5. INCOME TAXa) Income tax expenseC
Page 54 and 55: Reconciliation of weighted average
Page 56 and 57: ConsolidatedLand atcost$00016. PROP
Page 58 and 59: ConsolidatedParent Entity2008 2007
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Nature and purpose of reservesi. Fo
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Defined Benefit Funds1) Karvy Compu
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Name of subsidiaryPlace of incorpor
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Name of subsidiaryPlace of incorpor
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The assets and liabilities arising
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Computershare Limited Closed Group
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33. RELATED PARTY DISCLOSURESKey ma
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(a) Interest rate riskInterest rate
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The consolidated entity minimises c
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(c) OtherThe Group is subject to re
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SECONDARY BASIS - Business Segments
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40. ASSOCIATED ENTITIESDetails of i
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Directors’ DeclarationIn the dire
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Independent Auditor’s Report02-13
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Shareholder InformationThis section
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Office Locations02-13Overview14-36G
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HEAD OfficeComputershare LimitedABN
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COMPUTERSHARE ANNUAL REPORT 2008

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