Exhibit 99.5
23 November 2022
Mesoblast Limited (MSB)
Results of Annual General Meeting Held 23 November 2022
In accordance with ASX Listing Rule 3.13.2 and section 251AA of the Corporations Act 2001 (Cth), we advise details of the resolutions and the proxies received in respect of each resolution as per the attached report.
All resolutions were passed and decided by way of a poll. Release authorized by the Chief Executive.
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Yours faithfully |
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Niva Sivakumar |
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Company Secretary |
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MESOBLAST LIMITED |
RESULT OF ANNUAL GENERAL MEETING (ASX REPORT) |
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ANNUAL GENERAL MEETING Wednesday, 23 November, 2022 |
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As required by section 251AA(2) of the Corporations Act 2001 (Commonwealth) the following statistics are provided in respect of each resolution on the agenda.
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Resolution Voted on at the meeting |
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Proxy Votes (as at proxy close) |
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Total votes cast in the poll (where applicable) |
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No |
Short Description |
Strike Y/N/NA |
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For |
Against |
Discretionary (open votes) |
Abstain |
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For |
Against |
Abstain ** |
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Result |
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02 |
ADOPTION OF THE REMUNERATION REPORT |
N |
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191,183,153 95.02% |
9,044,114 4.49% |
984,923 0.49% |
955,170 |
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194,420,589 95.43% |
9,308,260 4.57% |
955,170 |
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Carried |
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03A |
ELECTION OF DR PHILIP KRAUSE |
NA |
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267,679,844 99.03% |
1,636,742 0.61% |
992,390 0.37% |
817,312 |
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271,133,893 99.40% |
1,636,742 0.60% |
817,312 |
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Carried |
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03B |
ELECTION OF MS JANE BELL |
NA |
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267,500,133 99.03% |
1,618,648 0.60% |
1,003,390 0.37% |
1,004,117 |
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270,965,182 99.41% |
1,618,648 0.59% |
1,004,117 |
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Carried |
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04A |
RE-ELECTION OF DR ERIC ROSE |
NA |
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267,818,753 99.06% |
1,547,987 0.57% |
998,106 0.37% |
761,442 |
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271,005,122 99.33% |
1,821,383 0.67% |
761,442 |
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Carried |
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04B |
RE-ELECTION OF MR WILLIAM BURNS |
NA |
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261,025,260 96.60% |
8,126,084 3.01% |
1,047,525 0.39% |
927,419 |
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264,534,444 97.02% |
8,126,084 2.98% |
927,419 |
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Carried |
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05A |
APPROVAL OF PROPOSED ISSUE OF OPTIONS TO NEWLY-APPOINTED DIRECTOR, DR PHILIP KRAUSE |
NA |
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151,858,228 75.53% |
48,227,285 23.99% |
974,824 0.48% |
1,107,023 |
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154,842,994 76.08% |
48,679,002 23.92% |
1,107,023 |
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Carried |
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05B |
APPROVAL OF PROPOSED ISSUE OF OPTIONS TO NEWLY-APPOINTED DIRECTOR, MS JANE BELL |
NA |
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151,624,812 75.49% |
48,259,351 24.03% |
981,324 0.49% |
1,301,873 |
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154,616,078 76.04% |
48,711,068 23.96% |
1,301,873 |
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Carried |
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06A |
APPROVAL OF PROPOSED ISSUE OF OPTIONS TO CHIEF EXECUTIVE OFFICER, DR SILVIU ITESCU IN CONNECTION WITH HIS REMUNERATION |
NA |
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160,511,663 79.81% |
39,567,107 19.67% |
1,027,494 0.51% |
1,061,096 |
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162,975,174 80.06% |
40,592,749 19.94% |
1,061,096 |
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Carried |
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06B |
APPROVAL OF PROPOSED ISSUE OF OPTIONS TO CHIEF MEDICAL OFFICER, DR ERIC ROSE IN CONNECTION WITH HIS REMUNERATION |
NA |
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161,104,719 80.21% |
38,712,320 19.28% |
1,025,038 0.51% |
1,325,283 |
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164,139,699 80.74% |
39,164,037 19.26% |
1,325,283 |
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Carried |
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07 |
RATIFICATION OF ISSUE OF SHARES TO EXISTING MAJOR SHAREHOLDERS |
NA |
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183,585,436 95.03% |
8,590,796 4.45% |
1,009,378 0.52% |
77,859,449 |
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186,946,884 95.55% |
8,700,385 4.45% |
77,859,449 |
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Carried |
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Printed: 23/11/2022 |
This report was produced from the Link Market Services Meeting System |
Page 2 of 3 |
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MESOBLAST LIMITED |
RESULT OF ANNUAL GENERAL MEETING (ASX REPORT) |
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ANNUAL GENERAL MEETING Wednesday, 23 November, 2022 |
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As required by section 251AA(2) of the Corporations Act 2001 (Commonwealth) the following statistics are provided in respect of each resolution on the agenda.
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Resolution Voted on at the meeting |
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Proxy Votes (as at proxy close) |
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Total votes cast in the poll (where applicable) |
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08 |
APPROVAL OF EMPLOYEE SHARE OPTION PLAN |
NA |
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158,198,681 78.73% |
41,671,813 20.74% |
1,078,166 0.54% |
1,217,700 |
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161,548,935 79.42% |
41,859,384 20.58% |
1,217,700 |
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Carried |
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09 |
ADOPTION OF AMENDMENTS TO CONSTITUTION |
NA |
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257,320,170 95.49% |
10,989,758 4.08% |
1,168,238 0.43% |
1,648,122 |
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260,941,734 95.96% |
10,998,091 4.04% |
1,648,122 |
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Carried |
** - Note that votes relating to a person who abstains on an item are not counted in determining whether or not the required majority of votes were cast for or against that item
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Printed: 23/11/2022 |
This report was produced from the Link Market Services Meeting System |
Page 3 of 3 |
