Urbanise.com Annual Report 2019

Annual Report 2019 Urbanise.com Limited Directors’ Report Ordinary shares, options and performance rights shares Share Options Unissued shares At the date of this report, there were 5,946,250 ordinary shares under option (5,946,250 at the reporting date). Refer to the remuneration report for further details of the options and performance rights shares outstanding for Key Management Personnel (KMP). Option holders do not have any right, by virtue of the option or performance right shares, to participate in any share issue of the Company or any related body corporate. Shares issued as a result of the exercise of options During the financial year no options or performance rights shares were exercised, and no shares issued (2018: Nil). Share options issued during the year are disclosed under shares under option or issued on exercise of options below. There were no share options issued to or forfeited by Directors during or since financial year end 30 June 2019. Performance rights Unissued shares At the date of this report, there were 27,920,000 ordinary shares under performance rights (27,920,000 at the reporting date). Refer to the remuneration report for further details of the options outstanding for Key Management Personnel (KMP). Performance rights holders do not have any right, by virtue of the performance rights, to participate in any share issue of the Company or any related body corporate. No shares were issued as a result of the exercise of performance rights. Indemnification of officers and auditors The Group has entered into agreements to indemnify all the Directors and Officers against all liabilities to persons (other than the Group), which arise out of the Directors and Officers conduct unless the liability relates to conduct involving a lack of good faith or is otherwise prohibited by law. The Group has agreed to indemnify the Directors and Officers against all costs and expenses incurred in defending an action that falls within the scope of the indemnity and any resulting payments. Further disclosure required under section 300(9) of the Corporations Act 2001 is prohibited under the terms of the contract. To the extent permitted by law, the Group has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit. No payment has been made to indemnify Ernst & Young during or since the financial year. Directors’ meetings The number of Directors’ meetings (including meetings of Board Committees) and the number of meetings attended by each of the Directors of the Company held during the financial year are detailed in the following table: Name Directors’ Meetings Audit and Risk Committee Remuneration and Nomination Committee Eligible Attended Eligible Attended Eligible Attended Almero Strauss 9 9 – – – – Russell Bate 9 9 6 6 3 3 Gary Bugden 4 4 2 2 2 2 David Cronin 4 4 – – – – Pierre Goosen 9 7 6 4 3 2 Saurabh Jain 4 4 – – – – Tod McGrouther 4 4 4 4 1 1 20