We seek the support of IMB members on the items of business
to be considered at the meeting

We ask Members to support the ongoing success of IMB by voting FOR the following items of business to be considered at this year’s meeting:

1. The re-appointment of directors – Peter Fitzgerald, Harry Wendt, Christine Traquair and Brian Bissaker
   
   Peter Fitzgerald (Chair of the Audit Committee) and Harry Wendt (Chair of the People & Culture Committee) are each seeking re-appointment after having served a three (3) year term since they were last re-appointed by members in a general meeting.
   Christine Traquair was appointed by the Board to fill a casual vacancy in December 2022 and Brian Bissaker was appointed by the Board to fill a casual vacancy in May 2023. Both Christine and Brian bring to IMB Bank deep financial services industry experience and highly relevant technical competencies that will support our strategic, operational and governance requirements.
   
   The Board strongly supports the re-appointment of these directors.
    
2. 2. An increase to the Directors’ Fee Pool 
   
   The Board is seeking member approval to increase the Directors’ Fee Pool. Once approved by members, the Directors’ Fee Pool is divided and paid (inclusive of superannuation) to each non-executive director in the proportion and the manner agreed by directors. The Board does not intend to pass on the full amount of the Directors’ Fee Pool immediately and envisages that the revised pool will cater for the evolving needs of the Board for several years.
   
   The Directors’ Fee Pool has needed to be increased with the approval of members only twice in the last fifteen (15) years, reflecting the Board’s practice of passing on very modest increases in directors’ fees from year to year.
   
   By approving an increase in the Directors’ Fee Pool from $960,000 to $1,060,000, Members are enabling the Board to have sufficient capacity to set director fees at a level commensurate with the market midpoint for comparable organisations. The proposal ensures that that IMB can continue to attract and retain high calibre non-executive directors, with the right experience and skills to support IMB’s strategic direction and high standards of governance, whilst providing sufficient flexibility to allow the Board to manage and respond appropriately to changes that may impact the remuneration arrangements of directors over time.
   
   We encourage all Members who are eligible to cast their vote, either in person, or for those that cannot attend the physical meeting to vote in advance using any of these options:

• Lodge a proxy vote online before the proxy cut-off time of 10:30am (AEDT) on Sunday, 29 October 2023 by going to https://investorcentre.linkgroup.com/voting/imbl; or
• Visit an IMB Bank branch, where our staff will be happy to assist you to submit your proxy vote via the online facility before the proxy cut-off time; or
• Lodge a proxy form with IMB before the proxy cut-off time (including by way of email).

What you can expect on the day

Members attending the meeting in person are required to register prior to joining the meeting. Members will need to provide their IMB member number (being a 9-digit number commencing in ‘400’) and are asked to bring proof of identity bearing their signature. Registration will commence at 9.30 am. Members that attend in person will be able to ask questions from the floor or questions may be submitted online or using a question form in advance of the meeting.

For members unable to attend in person, you will be able to view a live online broadcast of the meeting. Members who cannot attend in person may vote online or by proxy form not later than 48 hours in advance of the meeting and can also ask questions in advance of the meeting. For more information on how to vote or how to submit questions in advance, please see below.