Minutes of the Annual General Meeting of the Circulations Audit Board held in the CAB boardroom, Level 8, 15 Blue

Street, North Sydney on Thursday, October 20, 2010

PRESENT: Rob Yeomans Adrian Farrow David Stuart Greg Christian John Lewis Dean Shell Carol Morris Harley Slatter Michael Tate John Engisch Alfred Sinn Paul Dovas Heather Craven Claire Dollard

Rank Publishing Co Pty Ltd Westwick-Farrow Representing Leading Edge Group Post Newspapers IAG Universal McCann Media Federation of Australia Slatter & Partners Communications Leading Edge Telecoms Torch Publishing Epoch Times CAB CEO CAB Director of Marketing & Communications Board Secretary

There being a quorum, the Chairman opened the meeting at 11.00am. APOLOGIES AND PROXIES: Paul Dovas reported that apologies and proxies were received from the following: Alun Probert, NSW Department of Commerce Nick Draper, Mindshare Catherine Woodside, News Ltd Matthew Pearce, Diversified Exhibitions Australia - proxy to the President EXPRESSIONS OF APPRECIATION: The President thanked Greg Christian and Amy Woodward for their time on the Board. The President also thanked David Stuart, who had resigned from the Board after 10 years, and welcomed him for his attendance to the 2010 CAB AGM. The President welcomed Michael Tate and John Engisch as part of the incoming 2010-11 CAB Board of Directors as well as Alfred Sinn who attended as a CAB member. CONFIRMATION OF MINUTES: Minutes of the Annual General Meeting held October 1, 2009 having been circulated to all members were taken as read and signed as a true record. Moved: Adrian Farrow BUSINESS ARISING FROM MINUTES: There was no business arising from the minutes. Seconded: David Stuart

-2PRESIDENTS ANNUAL REPORT: During the past year we have continued with the programme of change put in train during 2007-2008. The recommended changes to the rules and reporting standards were approved by members and have been implemented the most major changes in the 50 year history of the CAB. Member changes include a new constitution providing a sound framework for voting rights and corporate governance. Our CEO, Gordon Towell, has now been with us for just over a year and during this time he has expanded the team to include Paul Dovas as Director of Audit Services and Alexx Cass as Digital Services Manager. These senior appointments will help deliver and support the new products and services aimed at online media. Gordon was also recently appointed as a board member with the IFABC, continuing our long tradition of supporting and working with the global media audit industry. The entire staff at the CAB has supported the members and board members extremely well during the past twelve months, which involved many major changes, and I commend them all. For the first time in their history, the CAB and ABC boards worked together to collaborate on, and ultimately endorse, the launch of the web traffic audit service. This occurred as a result of the high costs involved, which neither organisation could countenance in their own right. This task involved a global search and examination of web traffic reporting and auditing tools after which the joint CAB/ABC subcommittee recommended the appointment of Nielsen Online as the technology partner for the joint venture. The new service is the outcome of industry-wide consultation and collaboration between the CAB, the ABC, their media provider members, the MFA, AANA and the IAB. This collaboration set a highly anticipated media industry standard for the reporting of web traffic statistics, thus increasing advertiser and media buyer confidence. The CAB involvement will be multi-layered, providing a wide range of services designed to deliver greater accountability and transparency to the online industry in accordance with industry agreed standards. Launch functions for this service held in Sydney and Melbourne in June were attended by over 150 media industry leaders. Future collaboration between the CAB and ABC may occur as opportunities present themselves. Reflecting change in the media industry, the CAB has updated and modernised both its brand and website, including new software for navigation and page layout, enabling easier access to information relating to its products and services. Of major importance is the database technology allowing the development and provision of on-line products and services. Two other areas developed during the past year include eData and eLodgement, the former providing much improved access and search capabilities for members and the latter a revolutionary new on-line portal which will ensure the capture of audit information utilising a simple, step-by-step process and which launches in September. With regard to the recruitment of new members, the CAB launched an aggressive marketing campaign managed by Heather Craven. This focused on the ability to deliver audit services covering media such as digital publications, exhibitions, email newsletters as well as the new web audit service, and to provide this information in multi-channel or group report formats. This generated a very high level of media awareness via an innovative advertising campaign resulting in over 30 new members. Following an internal review, the CAB IT infrastructure was enhanced with new MYOB software installed to upgrade the financial system, together with significant changes made to controls and processes within the organisation. Updated hardware was also required for the new IT systems together with the new software.

-3The upcoming year will have its excitements and challenges for everyone as the new CAB moves forward. Our financial year 2009-2010 points to a continuing investment in web auditing whilst further membership promotions seek to ensure that the cost/revenue equation remains within acceptable limits. Finally, I would like to extend a very big thank you to all members of the board. Whilst we have had some resignations (mainly as the result of employment changes) all board members know that the CAB expects maximum participation and I have been very lucky to have had full co-operation from some very good people. My special thanks go to Adrian Farrow our vice president, and to David Stuart, our treasurer. Both have gone the extra mile to ensure that the CAB is well and truly on track. Rob Yeomans CAB President Moved: John Lewis Seconded: Carol Morris

FINANCIAL REPORT: Following an extensive review of the CABs accounting and auditing function undertaken by the secretariat in November 2008, a number of important changes and improvements have been implemented, which are reflected in the CABs Financial Report for the year ended 30 June, 2009. Key changes included: An upgrade of the secretariats MYOB accounts package, providing greater efficiency and functionality. Changes to the CAB Charts of Accounts to provide greater meaning and clarity to the financial information. The appointment of Bedford Titley, (Chartered Accountants), as the CAB external accountants to support the financial needs of the CAB and improve the governance requirements. The appointment of James I. Mathers as the CAB auditor effective from the 1st of April 2009 replacing Mr Col Jones from W. V. Armstrong & Co. Changes to the end of year Financial Reporting format to meet local and international accounting and reporting standards. As a result of the changes, comparing the CAB Income Statement for the year ended 30 June 2009 to previous years becomes problematic. To assist members, we have reclassified the CAB Income Statement for the year ended 30 June, 2008 into the new reporting format, however a few incongruities remain: Accountancy & Auditing Fees reflect the new accounting system, which have also led to considerable savings in Part Time Salaries. Computer Expenses for the year ended 30 June 2009 reflect the outsourcing of the secretariats IT function in November 2008, replacing a dedicated staff resource previously in place and resulting in considerable cost savings. Holiday Pay reflects annual leave accrued but not taken during the year ended 30 June 2009. Depreciation & Amortisation of Leasehold Assets has increased due to investment in IT systems, web and database development, the ABA Web Audit Service, the new accounting system and the renewal of the office lease, which included the expiration of our rent abatement. The latter is also reflected in the increase of our Rent expenditure. Following a restructure of the sharing of secretariat costs with the ABC in August 2008, employment costs are now shared equally with the ABC and therefore described as Share of Employment Costs in the CAB Financial Statements. Prior to August 2008, the CAB also paid direct employment costs, which were described as Salaries & Wages. The Income Statement

-4the year ended 30 June 2009 includes the final direct employment payment made by the CAB in July 2008. Subscriptions expenditure predominantly reflects association membership fees to the IFABC. Superannuation Contributions have reduced following the retirement of the Executive Director who had a salary sacrifice scheme in place. A number of significant financial investments were made by the CAB during the year which impacted negatively on costs, but provide clarity and transparency of audit data and place the CAB in a strong position for growth in the future. Apart from the initiatives listed in the Presidents Report, investments included: A complete review of the Rules, with accompanying legal costs and then the cost to disseminate the proposed new Rules to members. Commissioning of new IT hardware, software and systems, albeit offset by savings through outsourcing IT management and a reduction in fixed salaries. Costs were also increased as a result of the retirement of the Executive Director and the associated entitlements. Despite this increased activity, the overall deficit of $53,402 after tax was significantly below that budgeted in what was, and still is, a difficult trading environment. The deficit has reduced our overall surplus to $781,867 after tax. The financial records for the year show that income has been derived as detailed below: Revenue Area Membership Subscriptions Report Sales Audit Fees Bank Interest Other Income Total % 45.08 0.04 45.40 8.72 0.76 100.00

Looking forward, our recent investment in key people and IT infrastructure will provide the impetus to enhance the services offered by the CAB, thereby growing our revenue streams in 2009/10 and beyond. There will be a strong emphasis on cost containment in 2009/10 to ensure the finances of the CAB remain healthy in an operating environment where there is still a strong element of economic uncertainty. On behalf of the CAB, I would like to take this opportunity to sincerely thank Col Jones for his immense contribution to the CAB over the last 8 years. Over this time, Col has provided accounting and auditing services in addition to his role as a Circulation Auditor, working on behalf of the CAB. David Stuart, CAB Honorary Treasurer Moved: Adrian Farrow Seconded: Dean Shell

-5SELECTION OF AN AUDIT COMMITTEE: The Hon. Treasurer moved that per Bedford Titleys instructions, an Audit Committee be formed. The appointed auditor James I. Mathers and Paul Dovas, CAB CEO forms part of the Committee however it also required the assistance of at least one Board member. Harley Slatter and Dean Shell volunteered to assist. Moved: Rob Yeomans Seconded: Adrian Farrow

APPOINTMENT OF FINANCIAL AUDITORS 2009-10: On a motion by the Hon. Treasurer, James I. Mathers to be appointed as the financial auditor for 2010-11. Moved: Adrian Farrow Seconded: Dean Shell

BOARD OF DIRECTORS 2010-11: Gordon Towell declared the names of the elected Board of Directors for 2010-2011. ADVERTISERS: John Lewis Alun Probert Michael Tate ADVERTISING AGENCIES: Dean Shell Carol Morris Nick Draper Harley Slatter EXHIBITIONS: Matthew Pearce

Insurance Australia Group NSW Department of Commerce Leading Edge Group

Universal McCann Media Federation of Australia Mindshare Slatter & Partners

Diversified Exhibitions Australia

MEDIA MEMBERS: Membership Group A representing Business and Professional Publications, Community Language Publications and Specialty Publications Adrian Farrow Robert Yeomans Westwick Farrow Pty Ltd Rank Publishing Co Pty Ltd

Membership Group B representing Community Newspapers and Community Language Newspapers John Engisch Catherine Woodside Torch Publishing Company Pty Ltd News Limited

-6GENERAL BUSINESS: Times questions Alfred Sinn of the Epoch Times put the following questions to the CAB Board: 1. What steps is the CAB taking to further increase its profiles of CAB members e.g. lobby the Government and other key stakeholders in the advertising industry to only advertise or to give preference to publications that are CAB audited. 2. What steps is the CAB taking to further improve the integrity of its auditing process and to enforce its rules/regulations on its use of the CAB audit numbers. The current auditing process solely relies on the publisher to provide correct invoices from the printer to verify its printing numbers per edition, also will the CAB take more of an active role in monitoring on how ex CAB members using old audited numbers Alfred Sinn informed the Board that the Epoch Times are a global Chinese Newspaper that had been operating in Australia since 2001. He was concerned about inconsistencies in the use of CAB logos and audited numbers in Chinese newspapers. Alfred Sinn also highlighted that some of his interstate offices were asking why they needed to be CAB audited as other Chinese newspapers were receiving advertising from the Government and large corporations even though they were not audited. Alfred Sinn also mentioned that the CAB takes a passive role in the audit process and that the onus was on the publisher to provide the correct paperwork and that it would be quite easy to produce misleading print invoices or not know what they should provide e.g. some publications representing several publications as the print invoice for one title. John Engisch stated that a printer would be unlikely to produce a false number. He added that an auditor looks at the printer, spoilage and what was paid for etc. Paul Dovas reiterating Johns point by stating that a lot of auditing is based on financial transactions. John Engisch suggested that the CAB could educate printers that if they produce false or misleading print invoices that they are committing fraud. Heather Craven suggested engaging with PANPA to help educate printers. Rob Yeomans stated that in regards to the question relating to the Government that the CAB previously did have some programmes in place in relation to the Government supported audited ethnic publications. Due the change in Government this dropped off but the CAB is re-engaging with Government regarding this issue. Paul Dovas added that the next 12 months of marketing focuses on advertisers and agencies and the CAB will continue to work with organisations like the MFA and direct advertisers. John Engisch suggested that all CAB media members run adverts promoting audited CAB titles for a week and it would create a big impact. Alfred Sinn stated his concern that agencies may be unaware of titles that ceased to be audited and assume because they used to be audited that they still were. Adrian Farrow commented that if a publisher that was no longer audited was misleading agencies to think they were then it was fraud and the CAB was committed to help in any way it can to eliminate these issues.

-7BMagazine submitted to following question prior to the Annual General Meeting: 1. Can CAB produce a hard-copy Summary for members. The Summary carried authority and credibility for a sales person to be able to show an advertiser that their publication is audited and listed in the industry bible. A print out from the website does not carry the same authority. Rob Yeomans stated that this had been discussed in previous Board meetings and that if members wanted them then they should be provided at a cost. Paul Dovas stated that there was additional reporting and rules that had been implemented since the books were produced and this would need to be considered and factored into the costing. Heather Craven suggested that members could be provided with an order form prior to the audit period to register their interest. Greg Christian stated that if the summaries could be easily printed from the site then that might be enough. Presentation: Paul Dovas Presentation: Paul Dovas gave a short presentation and highlighted that the over the next 12 months there would be a stronger focus on advertisers and agencies. Paul stated that recently the CAB had seen the positive effects from Maxus Global making a statement that they would only advertise on audited websites. Paul also summarised the key outcomes of the IFABC General Assembly which he recently attended in Seoul Korea earlier in the month. Paul stated the Australia was a world leader in regards to digital publication audits.

CLOSE OF MEETING: There being no further business, the Chairman closed the meeting at 12 noon.

CHAIRMAN:

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