COMPUTERSHARE ANNUAL REPORT 2008

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In the case of key management personnel (other than directors), the amount of available long term incentive remuneration,measured in shares, is determined by applying a given weighting to a variety of measures. These measures include:> Overall financial performance as determined by the growth in earnings per share of the Group compared to the previousreporting period;> Individual performance including achieving predetermined performance goals, facilitating positive change within the Group andextent of contribution to the Group’s strategic initiatives;> Leadership including team building, staff development, succession planning and communication skills;> An assessment of the key management personnel’s standing in the marketplace, individual skills and overall commitment to theGroup and the capacity of the Group to find a like replacement; and> An assessment of the individual’s personality and fit with the Group’s internal culture.Application of performance conditions in the determination of variable remunerationIn relation to both short term and long term variable remuneration, the financial performance conditions outlined above havebeen chosen as they are considered the best way to align performance outcomes with shareholder value. The applicablenon-financial performance conditions have been chosen as they are considered to be both appropriate and importantmeasures of non-financial objectives that are within each executive director’s and other key management personnel’ssphere of influence and relevant to their work.The method of assessing all financial performance conditions involves a comparison of actual achievement against thepredetermined target. The method of assessing all non-financial conditions and considerations involves the application by theRemuneration Committee, or its nominated delegate, of a subjective weighted average of the nominated criteria summarised above.In each case, the assessment methods have been chosen because the Board considers such assessment criteria to be reasonableand appropriate.C. DETAILS OF REMUNERATIONDirectorsThe directors of Computershare Limited are listed below. Unless otherwise indicated those individuals held their position for thewhole of the current financial year.Non-executiveS.D. JonesDr. M. KerberA.L. OwenA.N. WalesW.E. Ford 1A.S. Murdoch 2P.D. DeFeo 3ExecutiveC.J. MorrisW.S. CrosbyP.J. Maclagan 4Executive ChairmanManaging Director and Chief Executive OfficerManaging Director Computershare Technology Services/GroupInformation Technology Director1W.E. Ford resigned 28 September 20072A.S. Murdoch resigned 14 November 20073P.D. DeFeo deceased 29 November 20074From 1 July 2007 to 31 December 2007 P.J. Maclagan held the position Managing Director Computershare Technology Services. From1 January 2008, she was appointed Group Information Technology Director.02-13Overview14-36Governance37-88Financials89-92ReportsKey management personnel other than directorsThe individuals listed below are key management personnel other than directors (within the meaning of the Australian accountingstandard AASB 124 Related Party Disclosures) who have the authority and responsibility for planning, directing and controlling theactivities of the Group. All individuals named below held their position for the whole of the financial year ended 30 June 2008 unlessotherwise noted.Name Position EmployerS. Rothbloom President, North America Computershare Inc (US)T. Honan Chief Financial Officer Computershare LimitedS. Irving 1 Chief Information Officer Computershare Technology ServicesP. Conn Head of Global Capital Markets Computershare Inc (US)1S. Irving was appointed on 1 January 2008.D. Horsley and K. Bobeff were joint Company Secretary from 1 July 2007 to 30 June 2008. Neither D. Horsley nor K. Bobeff wereremunerated as a consequence of this office. Therefore they are not considered to be one of the individuals with the authority andresponsibility for planning, directing and controlling the activities of the Group. Accordingly their remuneration details have beenexcluded from this report.93-96Further InformationPAGE 29
Directors’ ReportW.S. Crosby and T. Honan are considered to be key management personnel of the Company and are considered to be ‘companyexecutives’ within the meaning of the Corporations Act 2001.S. Rothbloom, T. Honan, P. Conn, S. Irving and J. Wong are the most highly remunerated executives of the Group within the meaningof the Corporations Act 2001 during the current financial year.Amounts of remunerationDetails of the nature and amount of each element of the total remuneration for each director, Company and Group keymanagement personnel and most highly remunerated executives within the Group for the year ended 30 June 2008 are set outin the table below. Where remuneration was paid in a foreign currency it has been translated at the average exchange rate for thefinancial year.Salary and fees, non-monetary benefits, post employment remuneration and sign-on shares are fixed remuneration and are notrelated to the performance of the Group. Share based payments and cash profit share and bonuses are variable remuneration andare linked to both the performance of the individual and the Group.Key management personnel and most highly remunerated executives of the Company and Group2008 Short term Long term Post employment Share based paymentsCash ProfitSuperannuationSalary &feesShare &Bonuses Other &PensionRetirementbenefits SharesPerformanceRights* Other Total$ $ $ $ $ $ $ $ $DirectorsS. D. Jones 178,121 - - - - - - - 178,121A.N. Wales 116,215 - - 11,621 - - - - 127,836A.L. Owen 114,899 - - - - - - - 114,899A.S. Murdoch 1 44,738 - - 4,473 - - - - 49,211P.D. DeFeo 2 35,750 - - - - - - - 35,750W.E. Ford 3 26,812 - - - - - - - 26,812Dr. M. Kerber 4 - - - - - - - - -W.S. Crosby 688,348 698,959 3,226 11,737 - 16,805 1,696,090 - 3,115,165C.J. Morris 536,375 - 10,380 53,838 - - - - 600,593P.J. Maclagan 5 335,234 178,976 14,637 33,523 - - - - 562,370TOTAL 2,076,492 877,935 28,243 115,192 - 16,805 1,696,090 - 4,810,757Company and Group key management personnelS. Rothbloom 1,108,795 315,567 - 12,400 - 19,633 1,113,122 - 2,569,517T. Honan 578,212 611,107 1,124 11,737 - 88,195 604,495 2,682 1,897,552P. Conn 437,968 202,998 - 12,400 - 74,014 302,247 - 1,029,627S. Irving 415,612 256,957 3,496 20,922 - 195,833 100,749 2,879 996,448Other most highly remunerated executivesJ. Wong 501,349 277,244 - 50,135 - 165,578 - - 994,306TOTAL 3,041,936 1,663,873 4,620 107,594 - 543,253 2,120,613 5,561 7,487,450* Performance rights expense has been included in total remuneration on the basis that it is considered more likely than not at the date of thisfinancial report that the key performance condition, namely a 20% compound increase in the earnings per share of the Group over a 5 year period,will be met. In future reporting periods, if the probability requirement is not met a credit to remuneration will be included to be consistent with theaccounting treatment.1A.S. Murdoch resigned 14 November 20072P.D. DeFeo deceased 29 November 20073W.E. Ford resigned 28 September 20074At his direction, Dr. M. Kerber is not remunerated as a non-executive director.5From 1 July 2007 to 31 December 2007 P.J. Maclagan held the position Managing Director Computershare Technology Services. From1 January 2008, she was appointed Group Information Technology Director. From this date P.J. Maclagan reduced her day to day involvement.PAGE 30 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 16 and 17: As at the date of this Annual Repor
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
Page 32 and 33: Key management personnel and most h
Page 34 and 35: Value of options included in key ma
Page 36 and 37: Details of the amounts paid to the
Page 38 and 39: Income Statements for the year ende
Page 40 and 41: Statements of Changes in Equity for
Page 42 and 43: Notes to the Financial Statements1.
Page 44 and 45: Impairment of assetsAll non-current
Page 46 and 47: Business combinationsThe purchase m
Page 48 and 49: HedgingThe Group documents at the i
Page 50 and 51: 2. REVENUE AND EXPENSES FROM CONTIN
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
Page 60 and 61: Impairment tests for goodwillGoodwi
Page 66 and 67: Nature and purpose of reservesi. Fo
Page 68 and 69: Defined Benefit Funds1) Karvy Compu
Page 70 and 71: Name of subsidiaryPlace of incorpor
Page 72 and 73: Name of subsidiaryPlace of incorpor
Page 74 and 75: The assets and liabilities arising
Page 76 and 77: Computershare Limited Closed Group
Page 78 and 79: 33. RELATED PARTY DISCLOSURESKey ma
Page 80 and 81:
(a) Interest rate riskInterest rate
Page 82 and 83:
The consolidated entity minimises c
Page 84 and 85:
(c) OtherThe Group is subject to re
Page 86 and 87:
SECONDARY BASIS - Business Segments
Page 88 and 89:
40. ASSOCIATED ENTITIESDetails of i
Page 90 and 91:
Directors’ DeclarationIn the dire
Page 92 and 93:
Independent Auditor’s Report02-13
Page 94 and 95:
Shareholder InformationThis section
Page 96 and 97:
Office Locations02-13Overview14-36G
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HEAD OfficeComputershare LimitedABN
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COMPUTERSHARE ANNUAL REPORT 2008

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