Public

APA Group (APA) 2015 AGM Voting Intentions

Company/ASX Code : APA Group (APA)
Registry : Link Market Services
Poll/Show of Hands : Proposed poll on all items
Webcast : Yes
Venue :
10.30am City Recital Hall,
Angel Place
Sydney, New South Wales
Monitor : Mr Nick Bury
AGM Details / NoM : Thursday 22nd October, 2015
ASA Position
Not Applicable
Consideration of accounts and reports

In FY2015, APA’s profit after tax and minorities, including significant items, increased by 62.9% to $559.9 million, but excluding abnormals (the successful sale of its holding in the former Envestra) was up by 2.1% to $203.9 million from $199.6 million in FY2014.  

Distributions at 38c per unit were up by 4.8% and operating cash flow increased by 30.3% to $562.2 million (including abnormals) but excluding the latter were up 23.9% to $545 million.

The remuneration received by APA’s key management personnel has markedly increased this year, and will be discussed at the AGM. APA’s trust structure results in its Remuneration Report not being voted on by unit holders.

APA has recently appointed 2 new members to its board (see below). 


ASA Position
For
Item 1: Re-election of Mr Leonard Bleasel AM as a Director

Mr Bleasel is well qualified to remain as an APA director, and has been its Chairman since 2007.

He was formerly a successful, long term CEO of the Australian Gaslight Company (AGL). His work experience has been in the gas industry, and he has presided over many APA acquisitions and pipeline developments that have hugely enhanced both APA’s share price growth and returns to unit holders since APA’s inception. He is an informative Chairman at AGMs, he presents a concise summary of where APA is next headed, together with a supporting rationale, and his judgement exhibited to date has furthered the unitholder cause. 


ASA Position
For
Item 2: Re-election of Mr Russell Higgins as a Director

Mr Higgins' candidacy is supported on this occasion, but as a non-independent director. He has been an APA director since 2004, and will not be considered by the ASA to be independent after serving more than 12 years on APA’s board. 

ASA intends to monitor the balance of independent directors on the APA board, to ensure that the board continues its process of renewal, having recently appointed 2 new directors.  Mr Higgins is both an experienced company chairman and NED, and his experience is in economic and fiscal policy, in addition to in the energy sector.

He is currently both a director of Telstra and Argo. 


ASA Position
For
Item 3: Election of Mr Michael Fraser as a Director

Mr Fraser was appointed as an APA director on 1 September 2015.  The APA explanatory notes sent to unitholders outline issues about his independence regarding his former tenure as CEO of AGL, which is an APA customer. Mr Bleasel was also formerly an AGL CEO, but his tenure as Chairman of APA has been a bonus for unitholders over time, and APA now has many customers, aside from AGL. 

Practically speaking, Mr Fraser’s previous experience at AGL is of value to APA unitholders, as his appointment serves both to strengthen and replenish APA’s board with regard to his knowledge base, judgement, and capacity. He can assumedly stand aside from matters that might entail a board decision respecting its ongoing dealings with AGL that are mainly already prescribed and regulated.


ASA Position
For
Item 4: Election of Ms Debra Goodin as a Director

Ms Goodwin is also a new director. Her experience for the position sought is outlined in the explanatory notes send to shareholders, is substantive in the energy and infrastructure spaces, so of pertinent relevance to the APA interest, and her proposed appointment should serve to refresh the board.

She currently holds directorships in Senex Energy, oOh!Media, and City West Water, which is Victorian Government owned.


ASA Position
For
Items 5 and 6: Amendments to the constitutions of Australian Pipeline Trust (APT) and APT Investment Trust

The proposed amendments of the constitutions of the Australian Pipeline Trust and APT Investment Trust relate to the price at which units in the trusts can be issued so as to accord with ASIC’s revised requirements issued in 2013 for the issue of the same. 

These requirements are beneficial to APA in as much as allowing greater flexibility to set the price for the issue of new units.  

The rationale for the amendments is detailed in the explanatory notes sent to shareholders, and is supported for the reasons given.


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