Annual Meeting – Results

Media release
25 October 2017

LIC: Dairy industry not immune to disruption
New Zealand dairy farmers have a global edge in terms of productivity and profitability, but the industry
needs to remain ambitious about keeping that edge against the best in the world.
That was the message delivered by LIC Board chair Murray King at the farmer-owned co-operative’s annual
meeting in Invercargill today.
It was the first time the farmer owned co-operative has held it’s meeting in Southland, attended by local
farmers, LIC directors, shareholder councillors and staff from the area and Waikato head office. LIC
(Livestock Improvement Corporation Limited) is the largest artificial breeding company in New Zealand, with
around three out of four cows grazing on New Zealand dairy farms sired by an LIC bull.
King said New Zealand’s dairy industry is vulnerable to the same disruption that other industries have
experienced in recent years from new technology and innovation.
“There are also clear disruptive threats to the dairy industry and LIC from environmental challenges, to
regulation, to alternative milk products. We have to constantly be improving and adapting the way we do
business.
“Standing still is not an option. In this age of disruption and radical change if we don’t continue to evolve we
put at risk what you value most about your co-op and the industry.”
The comments were part of King’s presentation about how LIC is working to protect and grow the co-op, and
the roadmap for adapting to disruption. This included the separation of LIC into two businesses which was
completed in 2016, the transformation programme currently underway and defining the co-op’s core
purpose.
“LIC is in a process of change and transformation. This is about protecting the fundamentals of the co-
operative while making sufficient profits to enable LIC to reinvest for the future.
“The cost efficiencies and business growth delivered through the transformation programme have been key
contributors toward a better result in the 2016-2017 financial year.
“As a result of the transformation we are also expecting a significant improvement in earnings in future
years.”
The next step is share simplification, he said.
“In response to concerns raised by shareholders, we began a comprehensive review of LIC’s share structure
two years ago. This review found that the current two-share structure is not best for meeting the current
and future needs of the co-operative and our farmers.
“We believe that simplifying LIC’s share structure by moving to a single class of shares is an important step in
better positioning LIC for the future and ensuring a resilient and adaptable co-op.

“The threat of disruption in the future means that we have to be able to respond in an agile way to changes
and challenges that may lay ahead.
“Moving towards a simpler share structure will help in this process by addressing the growing disparity
between LIC’s two classes of shares and making it easier in future to access capital if needed.
“No final decisions have been made by the Board. We are still considering options on how best to simplify
LIC’s share structure and listening to valued feedback. We expect to come back to shareholders with a more
substantive update early in 2018.”
Chief executive Wayne McNee also presented LIC’s 2016-17 financial results at the meeting, which were
disclosed to the market in July, with the co-op returning to a modest level of profitability.
Meeting resolutions
Timothy (Tim) Gibson was appointed an independent director to the LIC Board and chair of Remuneration
and Appointments Committee. He replaces retiring director Phil Lough who has been a director of LIC for 15
years.
King said Gibson has significant experience in both large and small organisations, including many years as an
executive in the NZ Dairy Board, a chief executive at NZTE, a professional company director and also
consulting internationally.
“Tim’s knowledge of the industry and personnel management skills means he is aligned to the direction and
aspiration of the LIC business, and also brings many specific capabilities to the Board which will help LIC
deliver on its strategy,” he said.
Abigail (Abby) Foote was re-appointed for a further three-year term as independent director and chair of
Audit, Finance and Risk Committee.
“Abby has made a valuable contribution to the LIC Board since her appointment in 2014. Abby brings a
wealth of experience and insight, and I am pleased that we will continue to benefit from that,” King said.
King also acknowledged the contribution from retiring director Phil Lough.
“Phil has been of tremendous benefit to LIC and our shareholders; his wisdom and council has been truly
valued by his fellow directors and management. With significant professional experience ranging from food
technology right through to chief executive and chairman’s roles in some of New Zealand’s most important
businesses, his knowledge and foresight have made him a highly respected member of the board.”
Other resolutions passed at the meeting included:
 approval of LIC directors’ remuneration,
 approval of Shareholder Council chair’s remuneration;
 re-appointment of external auditor KPMG; and
 approval of LIC’s Shareholder Council budget.

ENDS

For media enquiries, contact: Ashleigh Sattler, email asattler@lic.co.nz phone 0276171942

Images available to download from Dropbox:
 Murray King, LIC Board Chairman
 Tim Gibson, LIC Director
 Abby Foote, LIC director
Additional information overpage

About LIC www.lic.co.nz @LICnz
LIC is a farmer-owned co-operative that provides a range of services and solutions to improve the
productivity and prosperity of farmers. This includes dairy genetics, information technology, herd testing,
DNA parentage verification and farm advisory services.
Subsidiary business LIC Automation provides integrated automation systems and unique milk testing sensors
that present real-time data while a cow is being milked.
With origins dating back to 1909, LIC has a long history of world-leading innovations for the dairy industry.
Today the New Zealand-based co-operative employs more than 600 permanent staff, swelling to 2000
during the peak dairy mating season. LIC also has offices in the United Kingdom, Ireland, Australia and Brazil.
All LIC profit is returned to its farmer owners/shareholders in new solutions, research and development or
dividends.
The LIC Board is made up of seven farmer-elected directors, and three independent directors.

Profile – Timothy (Tim) Gibson
Tim has significant experience in international business in both large and small organisations, dealing with
customers, stakeholders and governments at the most senior levels.
Tim is respected and trusted for the quality of the advice and experience he offers, his ability to deal with
complex issues, the collegial way he works with others, his understanding of good governance, and his
practical knowledge of what drives success in organisations. He has sector expertise in agriculture, food,
services, and government relations.
Tim has many years’ experience in the NZ dairy industry, as an executive in the NZ Dairy Board, as a Director,
and also consulting internationally.
He is currently a Director of Miraka Ltd, Director of Port Otago Ltd, Director of Skills International Ltd, and
Director of Tūhana Consulting. Previously Tim has had governance roles with Alliance Group Ltd, Chair Tuia
Group, Foodcap NZ Ltd, was a Director of NZ Rugby League and was the Chair Wellington Rugby League.
Tim holds a Bachelor of Art (Hons) in German and a Bachelor of Laws, both from the University of Otago. He
attended the Advanced Management Programme at INSEAD in France, the Global Strategy Programme at
Harvard, and the Orchestrating Winning Performance Programme at IMD in Switzerland. Tim has good
German language skills and conversational Japanese skills.
Mr Gibson will chair the Remuneration and Appointments Committee and hold office for a two-year term,
retiring by rotation at the Annual Meeting in 2019.

Profile: Abigail (Abby) Foote
Abby is a professional director. She has experience as a director of both NZX and Crown companies with a
strong analytical and strategic focus, coupled with a critical awareness of corporate governance and risk
management.
With qualifications in both law and accounting, Abby’s career has straddled both disciplines, focusing on
corporate finance and commercial transactions. She has a breadth of experience in a number of diverse
areas including mergers and acquisitions, treasury and structured finance transactions, telecommunications,
management of large projects and strategic development and implementation.
Abby is currently a Director of Z Energy Limited, the New Zealand Local Government Funding Agency
Limited, Television New Zealand Limited and a member of the board of Museum of New Zealand Te Papa
Tongarewa and chairs the audit and risk committees of each of those organisations.
Mrs Foote will Chair the Audit, Finance and Risk Committee and hold office for a further three-year term,
retiring by rotation at the Annual Meeting in 2020.

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CERTIFICATE OF RETURNING OFFICER AS TO VOTING

I, Melanie Tonkin, Governance and Representation Advisor, of Livestock Improvement Corporation Limited
(“Company”) hereby certify as follows:

1. I was authorised by the Board of the Company to receive and count postal, electronic and proxy votes
at the annual meeting of shareholders of the Company held on Wednesday 19 October 2016
(“Meeting”), and to act as returning officer in relation to votes cast on a poll at the Meeting.


2. I appointed Link Market Services Limited to collect together all postal, electronic and proxy votes
received by or lodged with the Company in relation to the Meeting.


3. With respect to the postal and electronic votes and the votes cast by way of poll in relation to each
resolution to be voted on the Meeting, Link Market Services, on my behalf counted:

(i) The number of Shareholders voting in favour of the resolution and the number of votes cast by
each Shareholder in favour of the resolution; and

(ii) The number of Shareholders voting against the resolution and the number of votes cast by
each Shareholder against the resolution.


4. Attached are the results of the counts made as referred to above
Dated the 25
th
October 2017

MJ Tonkin
Returning Officer

Annual Meeting of Shareholders – 25 October 2017
Postal Voting and Poll Voting Results

Results of Resolutions:

1. Approval of LIC Directors’ Remuneration

Total Shareholders voting in favour of the resolution 664
Total Shareholder votes in favour of the resolution 628,665 68.90%

Total Shareholders voting against the resolution 451
Total Shareholder votes against the resolution 283,808 31.10%

2. Approval of Shareholder Council Chair’s Remuneration

Total Shareholders voting in favour of the resolution 722
Total Shareholder votes in favour of the resolution 672,392 71.93%

Total Shareholders voting against the resolution 420
Total Shareholder votes against the resolution 262,405 28.07%

3. Reappointment of external Auditor KPMG

Total Shareholders voting in favour of the resolution 1,113
Total Shareholder votes in favour of the resolution 926,477 98.69%

Total Shareholders voting against the resolution 23
Total Shareholder votes against the resolution 12,256 1.31%


4. Approval of LIC Shareholder Council’s budget

Total Shareholders voting in favour of the resolution 911
Total Shareholder votes in favour of the resolution 790,036 87.04%

Total Shareholders voting against the resolution 181
Total Shareholder votes against the resolution 117,609 12.96%

5. Ratify the reappointment of Mrs Abigail Foote as an Appointed Director

Total Shareholders voting in favour of the resolution 1,031
Total Shareholder votes in favour of the resolution 874,547 95.60%

Total Shareholders voting against the resolution 70
Total Shareholder votes against the resolution 40,290 4.40%

6. Ratify the appointment of Mr Timothy Gibson as an Appointed Director

Total Shareholders voting in favour of the resolution 1,033
Total Shareholder votes in favour of the resolution 871,206 95.09%

Total Shareholders voting against the resolution 67
Total Shareholder votes against the resolution 44,964 4.91%