CSL Limited Annual Report 2001-2002

Transcription

CSL Limited Annual Report 2001-2002
TRADEMARKS
CSL, CSL Biosciences, Bioplasma, and
JRH are all trademarks of CSL Limited.
® Registered trademark of CSL Limited or its affiliates.
TM
ABOUT CSL LIMITED
The CSL Group develops, manufactures and markets biologically-based health care products that benefit
the community. Our products include human and veterinary pharmaceuticals (notably vaccines), products
derived from human plasma, diagnostics, and cell culture reagents.
Trademark of CSL Limited or its affiliates.
We continue to build CSL in ways that benefit our
CSL is firmly committed to research and
referred to in this Annual Report are listed below:
shareholders by:
development, quality assurance and the development
Aventis Pasteur Limited
> Meeting customers' expectations with quality
* Trademarks of companies other than CSL and
Leo Pharmaceutical
Products Limited AS
Merck & Co. Inc.
Schering AG
Swiss Serum and
Vaccine Institute Berne
Tripacel
Daivonex
Fucidin
H-B-Vax II
PedvaxHIB
Pneumovax
Vaqta
Varivax
Advantan
products and excellent service;
In Australia, we are a leading investor in
> Investing in development of new products - and
Flomax
Grunenthal GmbH
Tramal
Chiron S.p.A
Menjugate
Laboratories Lafon
Modavigil
Novartis AG
Sandoglobulin
CZ Veterinaria SA
Gudair
Bresagen Limited
EquiGen
pharmaceutical research and development, and one
introducing those products into domestic and
of the largest employers in the pharmaceutical
international markets;
manufacturing industry.
> Pursuing national and international collaborations
Our earnings are supported by established brands
that build on our scientific, manufacturing and
with strong market shares. We continue to achieve
marketing expertise;
improvements in profitability as the Company
Orochol
Yamanouchi Europe BV
of international product and marketing alliances.
expands its business nationally and internationally
> Developing a flexible, committed and skilled
workforce rewarded for excellence and innovation;
through products developed both by CSL and
in collaboration with partners.
> Ensuring our workplaces are healthy for
employees and the community;
> Striving for continuous improvement in all areas
of our business.
CSL LIMITED ANNUAL REPORT 2001-2002
VISIT OUR WEBSITES
CSL Limited – www.csl.com.au
ZLB Bioplasma AG – www.zlb.com ZLB Bioplasma Inc – www.zlbusa.com
CSL LIMITED ANNUAL REPORT 2001-2002
Designed by Armstrong Miller + McLaren
JRH Biosciences – www.jrhbio.com Animal Health – www.biocorah.com
OUR BUSINESS IS HEALTH CARE
CSL BUSINESS ADDRESSES
CSL LIMITED
ABN 99 051 588 348
AUSTRALIAN ADDRESSES
CSL Limited
Registered Head Office
45 Poplar Road
Parkville
Victoria 3052
Australia
Telephone: +61 3 9389 1911
Facsimile: +61 3 9389 1434
CSL LIMITED DEVELOPS, MANUFACTURES AND MARKETS PHARMACEUTICAL PRODUCTS
OF BIOLOGICAL ORIGIN.
OUR BUSINESS IS HEALTH CARE:
>
Life saving products derived from human plasma;
>
Pharmaceuticals and diagnostics essential to health;
>
Cell culture reagents for the pharmaceutical industry;
>
Veterinary vaccines and diagnostics to protect livestock and companion animals.
CSL Bioplasma
189 Camp Road
Broadmeadows
Victoria 3047
Telephone: +61 3 9246 5200
Facsimile: +61 3 9246 5299
JRH Biosciences Pty Ltd
18-20 Export Drive
Brooklyn
Victoria 3025
Telephone: +61 3 9362 4500
Facsimile: +61 3 9315 1656
CONTENTS
Australian Sales
Offices
Victoria and Tasmania
45 Poplar Road
Parkville
Victoria 3052
Telephone:
Pharmaceutical:
+61 3 9389 1408
Animal Health:
+61 3 9389 1251
Facsimile:
+61 3 9389 1727
New South Wales
25-27 Paul Street North
North Ryde
New South Wales 2113
Telephone: (02) 9887 4433
Facsimile: (02) 9887 3171
Queensland
14 Dividend Street
Mansfield
Queensland 4122
Telephone: (07) 3849 6140
Facsimile: (07) 3849 6141
Cover: ZLB Bioplasma laboratory technician, Regina Meyer (purifying plasma proteins), CSL Bioplasma
haemostasis operator, Phuong Tang and CSL Pharmaceutical product manager, Mark Parker.
The Year in Review
INTERNATIONAL ADDRESSES
1
Controlled Entities
28
Human Health - ZLB Bioplasma
10
Five Year Summary
30
- CSL Bioplasma
12
CSL Share Price
30
- CSL Pharmaceutical
14
Executive Management Group
31
- New Product
Development
Directors' Profiles
32
16
Corporate Governance
34
JRH Biosciences
18
Shareholders by Domicile
38
Animal Health
20
Share Information
39
ZLB Plasma Services
22
Shareholder Information
40
Our People
24
CSL Business Addresses (Inside Back Cover)
Corporate Citizenship
26
Trademarks (Inside Back Cover flap)
South Australia and
Northern Territory
11 Coongie Avenue
Edwardstown
South Australia 5039
Telephone: (08) 8276 3200
Facsimile: (08) 8277 0556
Western Australia
293-297 Fitzgerald Street
Perth
Western Australia 6000
Telephone: (08) 9328 7322
Facsimile: (08) 9227 6196
CSL (New Zealand) Limited
CSL Pharmaceutical and
CSL Bioplasma
Level 4, Building 10
666 Great South Road
Central Park, Penrose
Auckland 6
New Zealand
Telephone: +64 9 579 8105
Facsimile: +64 9 579 8106
CSL (New Zealand) Limited
Animal Health
2-6 Shakespeare Avenue
Upper Hutt
New Zealand
Telephone: +64 4 527 9088
Facsimile: +64 4 527 9717
JRH Biosciences Limited
Smeaton Road
West Portway
Andover
Hampshire SP10 3LF
England
Telephone: +44 1264 333 311
Facsimile: +44 1264 332 412
ZLB Bioplasma UK Limited
Breckland House
St Nicholas Street
Thetford, Norfolk IP24 1BT
England
Telephone: +44 1842 755 025
Facsimile: +44 1842 755 174
JRH Biosciences Inc
13804 West 107th Street
Lenexa
Kansas 66215 USA
Telephone: +1 913 469 5580
US Toll Free: +1 800 255 6032
Facsimile: +1 913 469 5584
Biocor Animal Health Inc
2720 North 84th Street
Omaha
Nebraska 68134 USA
Telephone: +1 402 393 7440
Facsimile: +1 402 393 4712
ZLB Bioplasma AG
Wankdorfstrasse 10
CH-3000 Bern 22
Switzerland
Telephone: +41 31 344 4444
Facsimile: +41 31 344 5555
ZLB Bioplasma Inc
801 North Brand Boulevard
Suite 1150
Glendale
California 91203 USA
Telephone: +1 818 244 2952
Facsimile: +1 818 244 9952
ZLB Plasma Services
5201 Congress Avenue,
Suite 220
Boca Raton
Florida 33487 USA
Telephone: +1 561 981 3700
Facsimile: +1 561 912 3005
CSL Bioplasma (Hong Kong)
Suite 1805, Wheelock House
20 Pedder Street, Central
Hong Kong
Telephone: +852 2293 2317
Facsimile: +852 2588 3434
CSL’S YEAR IN REVIEW 2001-2002
Strong growth in profitability
and revenue continued during
the 2001-2002 financial year.
The strong sales performance
delivered an after tax profit
of $123.8 million, an increase
of 58% year to year.
CSL Chairman, Peter Wade (left) and Chief Executive, Brian McNamee.
Dear Shareholder,
Strong growth in both profitability and revenue continued during
ZLB Bioplasma recorded sales revenue of $474.5 million,
the 2001-2002 financial year. Sales revenues increased by 58%
an increase of 37% on the previous year. This increase is
to $1,336.4 million with growth recorded across all business
attributable to expansion of US sales of ZLB products and
units. International sales now account for 71% of CSL Group
steady progress in Europe. The CarimuneTM trademark for ZLB
sales revenues. The strong sales performance delivered an after
Immunoglobulin Intravenous was successfully launched in the
tax profit of $123.8 million, an increase of 58% year to year.
USA, as was Rhophylac® (for prevention of haemolytic disease
A highlight of the year was the acquisition of 47 US-based
of the newborn) in Germany.
plasma collection centres and associated laboratory facilities
from Nabi. This acquisition secures plasma supply for the
continued expansion of ZLB Bioplasma.
Human Health
Human Health includes the operations of ZLB Bioplasma AG,
ZLB Bioplasma Inc. expanded its operations in the US to
access more of the intravenous immunoglobulin (IVIG) market
and to increase direct contact with our customers. In Europe,
subsidiaries were established in Germany, England and Belgium
in preparation for expanded distribution of ZLB products.
ZLB Bioplasma Inc, CSL Bioplasma, CSL Pharmaceutical and
ZLB has gained worldwide rights (excluding the USA) to the
CSL’s global New Product Development activities.
Sandoglobulin* trademark from Novartis AG. This agreement
CSL ANNUAL REPORT 1
YEAR IN REVIEW CONTINUED
FINANCIAL HIGHLIGHTS
FOR THE YEAR ENDED 30 JUNE
All figures in A$ million unless stated otherwise.
2001-2002
2000-2001
% CHANGE
Total revenue
1,350.2
854.8
58
Sales revenue
1,336.4
843.3
58
93.3
81.2
15
Profit from ordinary activities before income tax expense
156.5
106.1
47
Profit from ordinary activities after income tax expense
123.8
78.2
58
Profit from ordinary activities after income tax expense
before amortisation goodwill
163.6
102.4
60
82.9
60.9
36
Total assets at 30 June
2,312.1
1,771.8
30
Total equity at 30 June
1,273.1
876.0
45
Net tangible assets per share at 30 June ($)
1.79
1.36
32
Weighted average number of shares (million)
158.3
149.5
6
Basic earnings per share (cents)
78.2
52.3
49
Dividends per share (cents)
34.0
26.0
31
Research and development expenses
Capital investment
There is a five-year statistical summary on page 30
DIVIDENDS TO SHAREHOLDERS
An interim dividend on ordinary shares of 12 cents per share (fully franked) was
paid on 23 April 2002. A final dividend on ordinary shares of 22 cents per share
(franked at 30%) will be paid on 10 October 2002.
The total dividend for the year of $53.9 million (34 cents per share) represents
a pay out ratio of 43% of net profit after tax.
2 CSL ANNUAL REPORT
also includes the transfer of Sandoglobulin* product registrations
CSL Bioplasma achieved sales revenue of $153.7 million, an
and customer data to ZLB. Novartis is working with ZLB as
increase of 10% on the previous year, as a result of increased
it phases out of the IVIG market from August 2002. Ownership
plasma collections by the Australian Red Cross Blood Service
of the Sandoglobulin* trademark will transfer to ZLB after
and growing demand for our products.
five years. Sandoglobulin* is recognised throughout the world
as a leading product in immunoglobulin therapy.
Encouraging progress has been achieved in establishing a
direct presence in regional markets as the preferred provider
The American National Red Cross (ANRC) is a significant
of plasma-derived products. In June 2002, CSL Bioplasma
customer of ZLB. The ANRC distributes Panglobulin and
established a Hong Kong office to better support the needs
Albumin produced at ZLB into the US market. CSL Bioplasma
of our clients in the Asian region.
®
and ZLB Bioplasma are also working with the ANRC to develop
a Haemostatic Dressing that arrests severe bleeding
in trauma situations.
In July and August 2001, a major upgrade of the manufacturing
plant was successfully completed at ZLB’s site in Bern.
ZLB is well placed to meet current and emerging compliance
and quality standards. We will also complete validation of a
state-of-the-art manufacturing plant for Rhophylac® in 2002.
Significant progress has been achieved this year with key capital
works projects. The project to expand manufacturing capacity
to 750,000 litres at our Broadmeadows facility remains on track
and is scheduled for completion in July 2003.
The construction of a new facility for nucleic acid amplification
testing for blood-born viruses (prior to plasma pooling) is on
track with commissioning expected towards the end of 2002.
The plasma throughput capacity of the ZLB plant in Bern is
CSL Bioplasma will continue to work closely with the Australian
progressively being increased to meet demand and will exceed
Red Cross Blood Service and other blood services in our region
2 million litres in 2003.
to provide safe, quality plasma products. Future growth will be
Marketing authorisation to expand the range of IVIG product
presentations for ZLB’s customers has been received from the
US Food and Drug Administration (FDA). ZLB expects to lodge
applications with the FDA for US marketing authorisation of
underpinned by developing a direct presence in our regional
markets, successfully completing capacity expansion at our
Broadmeadows facility, and seeking new markets for existing
products through marketing synergies with ZLB.
a liquid IVIG and Rhophylac® later this year. The US market
CSL Pharmaceutical achieved sales revenue of $219.9 million
for both these products is significant.
in a year of significant growth, an increase of 19% on the
ZLB has expanded its presence in the US in response to
previous year.
an increasingly competitive IVIG market. Looking forward,
We completed the first phase of an influenza plant expansion
despite short term pricing pressure on IVIG, further growth
program at our Parkville site that has effectively doubled our
is anticipated through increased CarimuneTM sales in the US,
throughput and enabled us to take advantage of worldwide
sales in Europe and elsewhere, and the roll out of Rhophylac®
demand for this product. During the year, we signed a major
internationally. Furthermore, to improve customer contact and
five-year contract to supply bulk influenza vaccine for the
sales margins, increased marketing and distribution activities
Northern Hemisphere winter. By supplying influenza vaccine for
through additional subsidiaries will be established in key
both Southern and Northern Hemisphere winters, we optimise
European markets.
our plant capacity all year round.
CSL ANNUAL REPORT 3
YEAR IN REVIEW CONTINUED
CSL Total Revenue
CSL Profit Before Interest
and Tax ($millions)
($millions)
1500
200
186.1
1350.2
1200
150
128.7
900
854.8
100
77.2
600
68.7
504.3
58.5
424.9
366.7
50
300
0
0
97-98 98-99 99-00 00-01 01-02
97-98 98-99 99-00 00-01 01-02
CSL Profit After Tax
CSL R&D Investment
($millions)
($millions)
150
100
93.3
123.8
120
81.2
80
90
60
78.2
60
54.4
40
39.1
40.8
43.6
47.4
44.8
30
20
0
0
97-98 98-99 99-00 00-01 01-02
4 CSL ANNUAL REPORT
97-98 98-99 99-00 00-01 01-02
Growth was particularly strong for Tramal* (tramadol) in-licensed
the only licensed manufacturer worldwide of a vaccine
from Grunenthal GmbH, and for Flomax* (tamsulosin). Uptake
(Q-Vax®) that protects against Q-fever.
of Tramal*, for the treatment of moderate to severe pain, was
enhanced by the August 2001 listing on the Pharmaceutical
Benefits Scheme (PBS) of the sustained release dose form,
Tramal* SR. In May 2002, the injectable form of Tramal* was
also listed on the PBS.
During the year, our marketing program for Tramal* SR won
the Australian Journal of Pharmacy Award for the best ethical
product. Nominated by Australian pharmaceutical wholesalers,
Tramal* SR was also joint winner of the Diana Award for the
introduction of an outstanding new prescription product.
From the Chiron Corporation, CSL has in-licensed Menjugate*,
a conjugated meningococcal C vaccine. Registration approval
for this vaccine is currently being considered by the TGA.
New Product Development activities are focussed on
maintaining CSL’s status as a world leader in plasma
fractionation and influenza vaccine production by investing
in product improvements through technology innovation.
We are also leveraging our intellectual property and technical
skills to create a focussed biotechnology product portfolio
to provide growth for CSL in the medium to long term.
Growth in Flomax* sales has continued following a very
successful launch to General Practitioners. Licensed from
Yamanouchi, Flomax* is for treatment of lower urinary tract
symptoms in men due to enlarged prostate.
To remain internationally competitive, we concentrate on
developing new products from our proprietary technologies in
plasma fractionation, influenza vaccine production, recombinant
proteins and our ISCOM® adjuvant technology. We are
The Therapeutic Goods Administration (TGA) has given
committed to commercialising additional high value products
marketing approval for Modavigil* (modafinil) which is used
from plasma, to further differentiating our influenza vaccine
in treatment of narcolepsy (a sleep disorder). An application
product and to leveraging our adjuvant technology to create
to list Modavigil* (in-licensed from Laboratories Lafon) on the
a range of immunotherapeutic products to treat serious
PBS has been made.
infectious diseases and cancer.
Our vaccines business focus in Australia this year has been
In the past year, our collaborative partner Merck & Co. Inc.
on increasing awareness of the benefits of immunisation,
began a Phase III clinical program on a human papillomavirus
particularly for influenza vaccine (Fluvax®), pneumococcal
prophylactic vaccine, following clear evidence of efficacy in
vaccine (Pneumovax23* is in-licensed from Merck & Co. Inc.)
its Phase II trials.
and Q-fever vaccine (Q-Vax®).
We have also completed two earlier stage proof-of-principle
The vaccination rates for high-risk groups against pneumococcal
disease are considered to be sub-optimal in Australia, though
with variations from state to state. Steps have been taken
to increase awareness in accordance with public health
recommendations and these have met with some success.
clinical studies in which we combined our proprietary ISCOM®
adjuvant with different recombinant protein antigens to study
potential products to treat cervical dysplasia and cancer. Both
studies were conducted in Australia to international standards.
The first was in collaboration with Professor Ian Frazer at
CSL has been working with the Australian and state
the University of Queensland. The second was with our
governments to implement the National Q-fever Immunisation
collaborators at the Ludwig Institute for Cancer Research.
Program. The Australian Government has extended this national
Both trials met predetermined end points of safety, tolerability
program to include beef, cattle and dairy farmers. CSL remains
and immunogenicity.
CSL ANNUAL REPORT 5
YEAR IN REVIEW CONTINUED
FINANCIAL CALENDAR
2002
Annual General Meeting
20 September
Shares traded ex-dividend
26 September
Record date for final dividend
10 October
Final dividend paid
17 October
Annual General Meeting
31 December
Half year ends
2003
Half year profit and interim dividend announcement
28 March
Shares traded ex-dividend
4
Record date for interim dividend
15 April
Interim dividend paid
30 June
Year ends
20 August
Annual profit and final dividend announcement
19 September
Shares traded ex-dividend
26 September
Record date for final dividend
10 October
Final dividend paid
16 October
Annual General Meeting
31 December
Half year ends
CSL SALES REVENUE 2001-2002
Human Health $848.1 million
JRH Biosciences $145.4 million
Animal Health $60.9 million
ZLB Plasma Services $282.0 million
6 CSL ANNUAL REPORT
Function Centre, National Tennis Centre
Melbourne Park, Batman Avenue
Melbourne 3000
AGM Live Webcast
18 February
April
Thursday, 17 October 2002 at 10:00am.
Note: The Chairman's Report and the Chief
Executive Officer's Report will both be webcast
through CSL's web site: www.csl.com.au
Log on to the Home Page of CSL's web site and
then click on the first item under CSL News called Annual General Meeting webcast.
We are excited by these results because they allow us to
JRH Biosciences
progress specific product development opportunities, and also
JRH Biosciences achieved another strong performance this year
further validate our proprietary adjuvant technology as a platform
with excellent growth in sales of both sera and media products.
for partnering and commercial leverage. As an example, we have
Sales revenue grew to $145.4 million, an increase of 35%
recently agreed with Chiron Corporation to conduct early stage
on the previous year.
clinical studies of a potential immunotherapeutic product to
Demand for JRH’s cell culture products continues to be fuelled
treat chronic hepatitis C (HCV) infection, where we will combine
by development and successful commercialisation of new
Chiron HCV proprietary antigens with CSL’s ISCOM adjuvant.
biotechnology-derived drugs and vaccines. We have expanded
®
We also have encouraging preclinical and early human clinical
data from our plasma derived reconstituted high density
lipoprotein (rHDL) product that is being explored for activity
in acute coronary syndromes, sepsis and stroke. This program,
along with our Haemostatic Dressing collaboration with the
our biopharmaceutical account base and continue to provide
products that support the manufacture of FDA approved
biotherapeutics for rheumatoid arthritis, haemophilia, anaemia,
multiple sclerosis, heart disease and sepsis, as well as for
many vaccines.
American National Red Cross (entering clinical trials in the next
To meet increasing requirements from our growing customer
twelve months), represent key potential breakthrough products
base, we made significant progress during the year in
from human plasma.
expanding manufacturing and logistics capabilities at our media
manufacturing plant in Denver, Pennsylvania. We expect to
Finally, we have continued to pursue our franchise in the anti-D
complete this expansion program late in 2002 and this will
area with the late-stage development of Rhophylac®, our world-
double our capacity. As we grow, JRH continues to evaluate
class plasma product for haemolytic disease of the newborn and
alternative media manufacturing processes and to implement
idiopathic thrombocytopenic purpura, and earlier stage clinical
technologies that maximise quality and efficiencies.
development of our next generation biotechnology-based
recombinant anti-D product.
Demand remains strong for high quality foetal bovine serum
and supplies of this product have tightened. Appreciating our
Commercialisation of CSL’s research and development portfolio
customer’s risk management concerns, we have taken the
will continue to depend on insightful relationships with both
industry lead by announcing that our standard bovine sera is
world-class academic colleagues in Australia and large industry
now gamma irradiated. Our expanded collection capabilities
partners. We have maintained our involvement as the sole
in Australia and our extensive validation and patented gamma
commercial partner in the CRC for Vaccine Technology. The
irradiation process provide scientists and manufacturers with
acquisition and integration of our ZLB research and development
the safest serum available.
group based in Bern has given us a European profile and we
Revenues from serum-free media continued to increase with
will build and further develop our relationships with university
sales of our protein-free medium for CHO cells increasing more
and institute-based medical scientists in Switzerland. We plan
than 80% over the past year. During the year, we strengthened
to affirm our position as the industry partner of choice for
our product portfolio by launching new serum-free media for
Australian and now Swiss medical research scientists in our
virus production - tailored specifically for HEK 293 cells. We are
area of technology focus.
also making significant progress in development of new serum-
CSL ANNUAL REPORT 7
YEAR IN REVIEW CONTINUED
free and protein-free media designed for specific hybridoma cell
strain (type 1b). The unique cellular antigen extract formulation
lines and fusion partners as well as for virus production.
of Bronchicine® CAe strengthened that brand’s position as the
As a result of our added capability this year to produce dry
largest selling injectable kennel cough vaccine in the USA.
powder media formulations in our small volume media program
Launched in 2000, our sales of Parachek® have now grown
branded as ImMEDIAte Advantage™, revenues from this service
to a significant position in the Johne’s disease testing market.
have grown to the point where almost half of these orders are
coming from serum-free media modifications. The development
of serum-free and animal protein-free media for protein
production will remain our core research and development focus.
Construction of a new leptospiral vaccine facility at our
Omaha site in Nebraska is well advanced with validation
and commissioning scheduled to commence in the second
half of 2002.
JRH Biosciences is strengthening global production, sales and
distribution capabilities. A major manufacturing expansion
In Australia, the growth trends of the past five years have
program is under way at our Andover plant in the United
continued with a 12% increase in sales. There was a particularly
Kingdom to provide liquid media for developers of human
strong performance from the rural market sector with sales
biopharmaceuticals in Europe - a significant and rapidly growing
of our cattle, sheep and pig vaccines benefiting from generally
market. From Australia, JRH Biosciences Pty Ltd (previously
good rural conditions and our strong position in these markets.
Filtron Pty Ltd) is establishing infrastructure to service the Asia
Our canine and feline vaccines also contributed to growth
Pacific region including liquid media manufacturing capabilities
in the companion animal sector.
which are being expanded at this plant.
Gudair* (in-licensed from CZ Veterinaria SA), a new vaccine
JRH continues to increase technical support services. We have
against Johne’s disease in sheep, was registered and launched
several agreements in place with key biopharmaceutical
in Australia during the year and contributed to the growth in
developers to design and optimise media, and have a growing
sheep vaccine sales. The relaunch of our equine range in new
list of proprietary products to launch. We remain well positioned
packaging was well received in the market. Next year, the range
for future growth through providing enabling products and
will be enhanced with the addition of Equity® and EquiGen*
services for the global cell culture market.
(in-licensed from Bresagen Limited). Equity® is a novel vaccine
for the control of oestrus in mares that incorporates CSL’s
Animal Health
patented Iscomatrix® adjuvant technology. EquiGen* is an equine
Animal Health’s underlying growth of 10% this year came from
somatotropin product.
strong sales of key products in US, Australian and European
markets resulting in sales revenue of $60.9 million.
Following on from the recent successful registrations of Gudair*,
Equity® and Bovigam® TB, improved leptospiral vaccines for the
Our position in the US animal health market has been further
consolidated by increased market shares for bovine and canine
vaccines and bovine diagnostics.
US and a vaccine against pestivirus for the Australian market
will be available in the near future. Animal Health is committed
to developing new products for key global markets. By
The sales of Surround cattle vaccines were driven by a
strengthening our US-based team, we are also realising
marketing campaign focussing on the unique bovine diarrhoea
significant synergies with our Australian operations.
®
8 CSL ANNUAL REPORT
ZLB Plasma Services
The Year Ahead
ZLB Plasma Services commenced operations in September
2001 following the acquisition of 47 US-based plasma
collection centres and the associated laboratory facilities from
Nabi. Through a number of pre-existing plasma supply
agreements, ZLB Plasma Services recorded strong sales
of $282 million. Results were consistent with expectations
at the time of acquisition including improved plasma collections
and the successful integration of ZLB Plasma Services into
CSL Group operations. Through ZLB Plasma Services, we have
secured long term plasma supplies essential for the growth
of ZLB Bioplasma.
CSL's major corporate objectives for the year ahead are:
> To improve returns as a growing international company;
> To continue growing our globally competitive plasma
products business;
> To invest in innovative, globally competitive activities;
> To entrench the Australian market position for our
Pharmaceutical and Bioplasma businesses and grow
through selective internationalisation;
> To continue to develop our Animal Health and JRH
Employee Share Scheme
At CSL’s next Annual General Meeting we will be seeking
shareholder approval for a new employee share plan to replace
Biosciences activities as specialised international businesses;
> To create an environment for growth, development
and achievement.
the current employee share scheme. The Board believes this
revised plan will recognise the need to facilitate consistent
Our Thanks to Management and Staff
remuneration offers to all employees across our extensive
Through a period of integrating our various businesses across
international operations.
the globe, the commitment and work of our people has been
even more important than in the past. The Company’s continued
success has been due to the ongoing hard work of management
and staff alike which the Board recognises with appreciation.
Peter H Wade
Chairman
* See inside back cover flap
Brian A McNamee
Chief Executive
CSL ANNUAL REPORT 9
ZLB Bioplasma research and development technician, Anita Mischler performs a quantitative polymerase chain reaction (PCR) virus detection test.
MAJOR PLASMA PRODUCTS MARKETED BY ZLB BIOPLASMA
IMMUNOGLOBULINS
TM
FOR TREATMENT OF:
Carimune
RedimuneTM
Sandoglobulin*
®
Panglobulin
Infections and autoimmune diseases
IMMUNOGLOBULINS
FOR PREVENTION OF:
Rhophylac
®
Haemolytic disease of the newborn
PLASMA VOLUME EXPANDERS
FOR TREATMENT OF:
Albumin
Acute blood loss
(emergency trauma situations)
and severe burns
CLOTTING FACTOR
FOR TREATMENT OF:
Factor VIII method M
Bleeding disorders
such as haemophilia
10 CSL ANNUAL REPORT
CarimuneTM is distributed by ZLB Bioplasma Inc. in the USA.
RedimuneTM is distributed by ZLB Bioplasma AG in Switzerland.
®
Panglobulin is distributed by the American National Red Cross.
*Sandoglobulin: see inside back cover flap
HUMAN HEALTH
ZLB Bioplasma AG, based at Bern in Switzerland, is one of the largest manufacturers
of plasma products in the world with major markets in the USA and Europe.
At Bern, ZLB operates the only fully licensed
manufacturing facility outside the USA accredited by
the US Food and Drug Administration to supply America
with plasma products. The American National Red Cross
is a key ZLB toll fractionation customer.
ZLB manufactures approximately 20% of global
requirements for intravenous immunoglobulin, a product
for which the USA is a major market. From Los Angeles
in California, ZLB Bioplasma Inc. distributes plasma
products manufactured at our Bern facility.
For more information about our business,
see our web sites at: www.zlb.com
and at www.zlbusa.com
CSL ANNUAL REPORT 11
®
Phuong Tang is one of the haemostasis operators who will work in the new CSL Bioplasma Biostate manufacturing facility when the plant becomes
®
operational late in 2002. Biostate is for the treatment of bleeding disorders such as haemophilia.
MAJOR PLASMA PRODUCTS MARKETED BY CSL BIOPLASMA
CLOTTING FACTORS
FOR TREATMENT OF:
AHF (HP)
®
Biostate
®
MonoFix - VF
Bleeding disorders
such as haemophilia
IMMUNOGLOBULINS
FOR TREATMENT OF:
®
Intragam P
VI-IMIG
Infections and autoimmune diseases
(product given intravenously)
Infections
(product given intramuscularly)
People born deficient in Factor VIII and Factor IX experience severe bleeding
into their joints and muscles which causes extreme pain as well as long
periods of impaired mobility. Treatment with clotting factors minimises
bleeding episodes and allows people to lead active lives.
®
Intragam P is an intravenous immunoglobulin used to treat people with
congenital or acquired deficiencies which make them susceptible to
®
recurrent infections. Intragam P can allow these people to live healthier
lives as active members of the community.
®
IMMUNOGLOBULINS
FOR PREVENTION OF:
Rh(D) Immunoglobulin
Haemolytic disease of the newborn
PLASMA VOLUME EXPANDERS
FOR TREATMENT OF:
Albumex
®
12 CSL ANNUAL REPORT
Acute blood loss (emergency trauma
situations) and severe burns
Albumex is human serum albumin, a plasma volume expander used in
patients suffering severe blood loss and undergoing surgical procedures.
HUMAN HEALTH
CSL Bioplasma is one of the largest manufacturers of plasma products in the Southern
Hemisphere with a state-of-the-art facility in Melbourne that uses chromatographic
production technology.
CSL Bioplasma maintains strong relationships with
Blood Transfusion Services in Australia and throughout
our region. We are the preferred provider of plasma
products in Australia, New Zealand, Singapore,
Malaysia and Hong Kong.
We make products for treating bleeding disorders
such as haemophilia, for emergency trauma situations
such as severe burns and shock due to acute blood
loss, for congenital or acquired deficiencies which
make people susceptible to recurrent infections, and
for protecting the newborn from haemolytic disease.
CSL Bioplasma works closely with the Australian Red
Cross Blood Service and similar blood services in our
region to provide safe, high quality plasma products.
Our strategy for growth is underpinned by the more
direct mainstream presence we are creating in
regional markets and by the development of
commercial plasma products business in attractive
international markets.
For more information about our business,
see the Bioplasma section of CSL's web site
at: www.csl.com.au
CSL ANNUAL REPORT 13
Mark Parker is the CSL Pharmaceutical product manager for Tramal (tramadol) used to treat moderate to severe pain. CSL's marketing program for the sustained
release dose form (Tramal SR) won the Australian Journal of Pharmacy Award for best ethical product and was joint winner of the Diana Award for introduction
of an outstanding new ethical product.
MAJOR PHARMACEUTICAL PRODUCTS MARKETED BY CSL
VACCINES
®
Fluvax
Pneumovax*
Tripacel*
®
ADT
®
Tet-Tox
H-B-VAX II*
PedvaxHIB*
Vaqta*
Varivax II*
Orochol*
®
Q-Vax
14 CSL ANNUAL REPORT
FOR PREVENTION OF:
Influenza
Pneumococcal infection
Diphtheria, tetanus and
whooping cough
Diphtheria and tetanus
Tetanus
Hepatitis B infection
Haemophilus influenzae B
Hepatitis A infection
Varicella
Cholera
Q-Fever
ANTI-INFECTIVES
®
FOR TREATMENT OF:
Flopen
®
Moxacin
Fucidin*
Severe staphylococcal infections
Bacterial infections
Bacterial infections
OTHER PRODUCTS
FOR TREATMENT OF:
Tramal*
Flomax*
Antivenoms
Daivonex*
Advantan*
Severe pain
Benign prostatic hyperplasia
Envenomation
Psoriasis
Inflammatory dermatoses
* See inside back cover flap
HUMAN HEALTH
CSL Pharmaceutical manufactures and markets biological products for human use.
Our activities range from funding early stage research in universities and research institutes
to selling products worldwide through major international organisations.
Vaccines manufactured by CSL are used by UNICEF to
protect children against diphtheria, whooping cough and
other serious childhood diseases.
The international demand for CSL’s influenza vaccine
continues to grow as the benefits of protection from this
life-threatening disease become more widely recognised
around the world.
In Australia and New Zealand, CSL represents
international companies by providing services
encompassing registration, pharmacoeconomics,
pharmacovigilance, marketing, selling and distribution
of vaccines and pharmaceutical products. The vaccines
protect against a range of adult and paediatric diseases.
There are also vaccines to protect international travellers
against diseases such as cholera and typhoid.
Pharmaceutical products include treatments for infections
and severe pain.
CSL supplies pharmaceutical products to hospitals and
provides a cold chain network for vaccines on behalf
of several Australian State Health Departments.
We manufacture a range of antivenoms and supply them
to hospitals around Australia under contract to the
Australian government.
For more information about our business,
see the Pharmaceutical and Human Vaccines
sections of CSL's web site at: www.csl.com.au
CSL ANNUAL REPORT 15
CSL research and development scientist, Peter Karampetsos works with state-of-the-art equipment (Biacore 3000) for the detection and analysis
of biomolecular interactions. At CSL, the equipment is being used to evaluate potential therapeutic candidates and for developing analytical assays.
HUMAN HEALTH PRODUCTS BEING DEVELOPED BY CSL
PRODUCTS
CURRENT STATUS
CSL'S R&D PARTNERS
ACADEMIC
CORPORATE
Vaccine to prevent
Cervical Cancer
and Genital Warts
Phase III clinical
development
The University
of Queensland
Vaccine to treat
Cervical Cancer
Phase I clinical
development
The University
of Queensland
Melanoma/Tumour
Immunotherapy
Phase I clinical
development
Ludwig Institute
for Cancer Research
Vaccine to treat
Hepatitis C
infection
Phase I clinical
research
Chiron Corporation
Hepatitis C (HCV): a major international public health problem.
We are working with scientists at Chiron Corporation to develop
an immunotherapeutic to treat patients with chronic HCV infection.
Haemostatic
Dressing
Late stage research
American National
Red Cross
Haemostatic Dressing: this product is designed to prevent blood
loss following trauma or during major surgical procedures.
Treatment of
stroke with rHDL
Late stage research
16 CSL ANNUAL REPORT
Merck & Co. Inc.
Cervical Cancer and Genital Warts: human papillomaviruses are
associated with a range of clinical manifestations including tumours
and warts.
Cervical Cancer: some human papillomaviruses are the primary
cause of cervical cancer. Cervical cancer is one of the most common
causes of death from cancer in women, with about 35% mortality.
Melanoma and Tumour Immunotherapy: targeting the human
immune system to recognise and kill cancer cells is an attractive
approach to reduce tumour burden, increase quality of life, and
potentially cure patients with various forms of cancer.
University of Naples,
National Stroke
Research Institute,
Howard Florey Institute
Stroke: reconstituted high density lipoprotein (rHDL) developed
by our colleagues at ZLB Bioplasma AG may be used to reduce
the size of the brain lesion following vascular occlusion.
HUMAN HEALTH
New Product Development activities are focussed on maintaining CSL's status as
Australia’s leading investor in biopharmaceutical research. We develop biological products that
act on or through the immune system.
Our future novel products will arise from proprietary
Developing additional high value products from plasma
platform technologies in which we have international
is a strategic imperative for the Company. To this end,
intellectual property and skills. Prime product concepts
scientists at both CSL and ZLB are improving our
include vaccines and immunotherapeutics for treating
Intravenous Immunoglobulin (IVIG) product range, exploring
infectious diseases and cancer.
reconstituted high density lipoprotein (rHDL) for stroke
Leveraging our biopharmaceutical research and
and developing a Haemostatic Dressing for major trauma.
development capabilities in Melbourne and Bern enables
We will maintain our position as the commercial partner
us to take late stage research ideas through product
of choice for the Australian and Swiss-based medical
development, including clinical trials, to support our
research community, within our focussed areas of product
product registration submissions and market entry.
development interest, and pursue international research and
development collaborations with major industry partners.
Operator Paul Smrdelj at work in CSL's facility for the production of candidate vaccines (and other biologicals) for clinical trials. CSL is the only
Australian biopharmaceutical company with in-house facilities and skills necessary to take new products through every stage from research and
development to manufacture and marketing.
For more information about our projects,
see the R&D section of CSL's web site at:
www.csl.com.au
CSL ANNUAL REPORT 17
JRH Biosciences' Technology and Compliance Manager, Paddy Iyer, verifies a chart recorder as part of the validation requirements under the code of Good
Manufacturing Practice. JRH's technical group has been expanded to meet increasing international regulatory and compliance demands for biological components.
MAJOR CELL CULTURE PRODUCTS MARKETED BY JRH BIOSCIENCES
BIOTECHNOLOGY PRODUCTS USED IN CELL CULTURE
BIOTECHNOLOGY SERVICES USED IN CELL CULTURE APPLICATIONS
Serum-Free Media
Classical Media
Sera
Growth Factors
Supplements
imMEDIAte Advantage™
Program for quick delivery of small volumes of customised media, either
in liquid or dry powder form, preferred by scientists in research and
product development.
For use in the production of vaccines,
monoclonal antibodies and
recombinant proteins. Sera, media
and growth factors are also
extensively used in research and
diagnostic laboratories.
In cell culture, media are used to grow cells in vitro (in the laboratory): media
are combined with sera, growth factors or other supplements to grow cells
and produce proteins. Growth factors are a synthetic source of protein used
to stimulate cell growth.
Bulk Liquid Media System
Customised liquid media handling system designed to facilitate raw material
transfer in cell culture laboratories.
Media Customisation and Optimisation
Development of media formulations specific to customer cell lines and
applications, focussed on improving productivity and efficiencies.
Regulatory Support
Product and testing definition to meet customer and government
requirements for licensing issues.
Analytical Support
Biochemical analyses that aids cell culture product development
and optimisation.
18 CSL ANNUAL REPORT
JRH BIOSCIENCES
JRH Biosciences develops, manufactures and markets cell culture reagents including dry
powder media, liquid media and sera used to manufacture vaccines, biopharmaceuticals and
gene therapy products.
Through JRH Biosciences Inc., based at Lenexa near
Kansas City, CSL is an international leader in cell culture
reagents. From manufacturing facilities in the USA,
Europe and Australia, JRH distributes reagents to key
world markets. Continuing growth in successful
commercialisation of new biopharmaceuticals is driving
the demand for our media products.
JRH Biosciences Pty Ltd operates a cell culture media
manufacturing facility at Brooklyn in Melbourne which
produces media for Australian, New Zealand and
Asian markets.
Our cell culture markets in the United Kingdom and
Europe are serviced by JRH Biosciences Limited from
Andover in the United Kingdom.
For more information about our business,
see our web site at: www.jrhbio.com
CSL ANNUAL REPORT 19
®
Animal Health research and development scientist, Dan Penka, examining Leptospira hardjo cultures. Developed at CSL, Spirovac vaccine containing Leptospira
hardjo has proven to be the most effective cattle vaccine of its kind. Our Animal Health R&D teams in Australia and the USA are developing a range of
differentiated viral, bacterial and immunocontraception vaccines for the global market.
MAJOR ANIMAL HEALTH PRODUCTS MARKETED BY CSL
VACCINES
Glanvac
FOR PREVENTION OF:
®
®
Ultravac 7 in 1
®
Scabigard
®
Canvac
®
Bronchicine CAe
®
Fevac
®
Rhinopan
®
Equivac
®
Longrange
®
Ultravac 5 in 1
Gudair*
®
Surround
®
HerdVac
20 CSL ANNUAL REPORT
Cheesy gland and clostridial
diseases, selenium deficiency and
vitamin B12 deficiency in sheep
Leptospirosis and clostridial diseases
in cattle
Scabby mouth in sheep
Viral and bacterial diseases in dogs
Kennel cough in dogs
Viral diseases in cats
Viral and chlamydial diseases in cats
Bacterial diseases in horses
Botulism in cattle
Clostridial diseases in sheep and
cattle
Johne’s disease in sheep
Viral and bacterial diseases in cattle
Viral and bacterial diseases in cattle
DIAGNOSTIC PRODUCTS
FOR DIAGNOSIS OF:
®
Bovigam
®
Parachek
Bovine tuberculosis
Johne's disease in cattle
®
®
®
Note: Bronchicine CAe, Surround and HerdVac are marketed
only in the USA.
* Gudair: see inside back cover flap
ANIMAL HEALTH
Animal Health develops, manufactures and markets vaccines for the prevention of disease
in livestock (sheep, cattle and pigs) and companion animals (horses, dogs and cats), and a range
of diagnostic products.
Animal Health maintains research and development,
manufacturing and marketing capabilities in the
USA and Australia as well as manufacturing facilities
in New Zealand.
In Australia, CSL is the market leader in vaccines for
sheep, cattle, pigs and horses, and a major supplier
of vaccines for dogs and cats. In the USA, the largest
animal health care market in the world, our business
continues to grow through Biocor Animal Health Inc.,
based at Omaha in Nebraska.
Our research and development activities are focussed
on developing differentiated biological products that
deliver international business growth and enhance the
development of our major animal health markets.
For more information about our business, see
the Animal Health section of CSL's web site at:
www.csl.com.au
And also our Biocor Animal Health Inc. web site
at: www.biocorah.com
CSL ANNUAL REPORT 21
At work in the ZLB Plasma Services Coral Gables Centre in South Florida (left to right): Samira Sabagh (Quality Assurance), Madline Etienne (Centre Manager)
and Danny Gomez (Biomedical Technician).
ZLB PLASMA SERVICES LOCATIONS
WA
MN
OR
WI
MI
PA
UT
OH
IN
CO
VW
KS
MO
KY
TN
OK
AZ
SC
NM
TX
LA
FL
States with ZLB Plasma Services Centres
22 CSL ANNUAL REPORT
> Arizona (AZ)
> Colorado (CO)
> Florida (FL)
> Indiana (IN)
> Kansas (KS)
> Kentucky (KY)
> Louisiana (LA)
> Michigan (MI)
> Minnesota (MN)
> Missouri (MO)
> New Mexico (NM)
> Ohio (OH)
> Oklahoma (OK)
> Oregon (OR)
> Pennsylvania (PA)
> South Carolina (SC)
> Tennessee (TN)
> Texas (TX)
> Utah (UT)
> Washington (WA)
> West Virginia (VW)
> Wisconsin (WI)
ZLB PLASMA SERVICES
ZLB Plasma Services is one of the largest collectors of human blood plasma in the world,
operating 47 collection centres in 22 US states.
ZLB Plasma Services was established as a result of the
acquisition in September 2001 of the plasma collection
centres and an associated test laboratory from Nabi,
a US biopharmaceutical company.
The successful separation of the business from Nabi and its
integration has proceeded as planned resulting in a stable
new business, high quality facilities, and demonstrated
commitment of our staff to their future.
A secure source of plasma is critical for the manufacture
of life-saving products by ZLB Bioplasma AG. Our donors
and staff make possible the collection of this strategically
important resource.
We will continue to optimise the business and to ensure
that our facilities and systems meet the stringent standards
of this highly regulated industry. Our growth will match the
needs of ZLB Bioplasma AG in Switzerland.
ZLB Plasma Services Biomedical Technician, Gabriel Rios and
Teresa Garcia are plasma collection staff at the Coral Gables
Centre in South Florida.
For more information about our business, see
our web site at: www.zlbusa.com
CSL ANNUAL REPORT 23
Our people (left to right from top): Darryl Maher (CSL Bioplasma), John Montalto (CSL Pharmaceutical), Paddy Iyer (JRH Biosciences), Dan Penka (Biocor Animal
Health), Anita Mischler (ZLB Bioplasma), Kriscindra Irvine (CSL New Zealand Limited), Rachael Elhay (Corporate Human Resources), Samira Sabagh (ZLB Plasma
Services), and Paul Halliday (CSL Animal Health).
ACHIEVEMENTS THIS YEAR
>
Completed the 2001-2004 CSL Enterprise Agreement for all Australian sites;
>
Integrated more than 1500 ZLB Plasma Services employees into the CSL Group;
>
Carried out our first Global Employee Opinion Survey across all CSL companies. This global survey gauged employee
perceptions of their working environment, leadership within the Company and broader strategic considerations;
>
Completed the fourth and final module of the Australian leadership development program "Leading for
Competitive Advantage";
>
Implemented our Performance Management System across all CSL Group companies worldwide.
24 CSL ANNUAL REPORT
OUR PEOPLE
Building and strengthening relationships in our increasingly diverse international workforce has been
a major focus for the CSL Group this year, with many of our people now regularly working across
geographic and cultural boundaries.
The integration of more than 1500 ZLB Plasma Services
Enhancing learning and development opportunities for
employees into the CSL Group and the ongoing development
all our employees continues to be an important priority.
of the European operations of ZLB Bioplasma AG have been
Through the global development of our employee
key tasks.
performance management system and associated learning
Open channels of communication across the CSL Group
are critical to the achievement of our business objectives,
the integration of our businesses and the involvement of
our people. Results from a global opinion survey that CSL
conducted this year confirm that our employees are being
and development strategies, we build and strengthen the
capabilities of individuals and the organisation. We also
continue to focus on aligning the development of people
with business priorities and improvements in our capacity
to identify and track learning and development requirements.
given opportunities to become involved in planning
processes and have a clear understanding of business
direction and strategy.
At CSL Bioplasma in Melbourne, receptionist Maria Verga greets Markus Kalousek from ZLB Bioplasma AG in Bern. Markus is R&D Project
Manager for Haemostatic Dressing, a major project involving our scientists in both Bern and Melbourne.
CSL ANNUAL REPORT 25
On site at CSL's Parkville headquarters in Melbourne, Neil Dine (Corporate Health Safety and Environment/Risk Manager) with Rachael Elhay
(Corporate Environmental Compliance Auditor).
HEALTH, SAFETY AND ENVIRONMENT POLICY
The CSL Group maintains management systems for health, safety and the environment that are consistent with
internationally recognised standards to help ensure that:
>
Our facilities operate to the highest safety and environmental standards to help protect our employees, contractors,
neighbours and the environment;
>
Policies, procedures and instructions are widely communicated and carried out;
>
We consult and cooperate with our employees and their representatives on health, safety and environment matters;
>
We provide appropriate training and resources so that people are equipped to work safely and to maintain
incident-free workplaces.
26 CSL ANNUAL REPORT
CORPORATE CITIZENSHIP
Our continuing aim is to ensure that CSL’s business operations are carried out in workplaces that
are safe and healthy for our employees, for the community and for the environment.
The CSL Group achieves this aim though sound health,
safety and environment (HS&E) practices and
procedures, from risk management through to audit,
and by supporting progressive initiatives.
CSL's success in providing safe and healthy
workplaces has been demonstrated by another year
in which there have been no reports of significant
health, safety and environmental incidents.
By being pro-active in our workplaces on HS&E issues
and through a centrally controlled management system,
we continue our work to reduce the potential for
serious incidents. All CSL Group workplaces throughout
the world are required to meet the same stringent
corporate requirements.
Global security has been independently reviewed for
all CSL facilities, following the events of 11 September
2001 in the USA and the recommendations arising
from this review are being implemented.
Technical Officer and health and safety representative, Kriscindra Irvine,
checks noise levels in the plant room at CSL's Animal Health viral vaccine
manufacturing facility at Upper Hutt in New Zealand.
CSL minimises the environmental impacts of its
operations by recycling waste paper and other
materials, and by the responsible management and
disposal of all product packaging.
CSL ANNUAL REPORT 27
CONTROLLED ENTITIES
CSL LIMITED
JRH Biosciences
Pty Ltd
CSL (New Zealand)
Limited
CSL International
Pty Ltd
Iscotec AB
CSL Finance
Pty Ltd
CSL US Inc
CSL UK
CSL Denmark ApS
ZLB Bioplasma
Belgium sprl
CSL UK Holdings
Limited
JRH Biosciences
Limited
ZLB Bioplasma UK
Limited
All subsidiary companies
shown in this chart are
wholly owned by the
parent company except
Cervax Pty Limited
in which CSL has a
majority shareholding.
JRH Biosciences Inc
28 CSL ANNUAL REPORT
Biocor Animal
Health Inc
ZLB Bioplasma Inc
Cervax Pty Ltd
ZLB Bioplasma AG
ZLB GmbH
CSL Limited, based at Parkville in Melbourne, is a public
JRH Biosciences Inc. is a subsidiary of CSL US Inc. Based
company listed on the Australian Stock Exchange and parent
in Kansas in the USA, it is one of the largest manufacturers
company of the CSL Group. CSL’s business activities are carried
of specialised cell culture media in the world. JRH Biosciences
out through our Human Health, JRH Biosciences, Animal Health
Inc. has manufacturing sites in Kansas and Pennsylvania.
and ZLB Plasma Services operations.
Biocor Animal Health Inc. is a subsidiary of CSL US Inc.
JRH Biosciences Pty Ltd, based in Melbourne, is a subsidiary
Based in the USA at Omaha in Nebraska, Biocor manufactures
of CSL Limited that processes Australian animal serum used
and markets veterinary vaccines and is part of CSL's Animal
to produce cell culture media.
Health operations.
CSL (New Zealand) Limited, based in Auckland, is a
ZLB Bioplasma Inc., a Los Angeles based subsidiary of CSL
subsidiary of CSL Limited and is the New Zealand marketing
US Inc. is operationally part of ZLB Bioplasma AG. In the USA,
arm for Australian Bioplasma, Pharmaceutical and Animal
ZLB Bioplasma Inc. markets and distributes plasma-derived
Health business operations. CSL (New Zealand) Limited also
manufactures veterinary viral vaccines at a plant in Upper Hutt,
products and operates ZLB Plasma Services, a Florida based
plasma collection business.
near Wellington.
ZLB Bioplasma AG., based in Bern, Switzerland, is a subsidiary
Iscotec AB, a Swedish company, is a subsidiary of CSL
Limited that has technology to enhance the immune response
to vaccines.
Cervax Pty Ltd is a subsidiary of CSL Limited and is a
company formed to undertake a specific research and
development project. Cervax is 74% owned by CSL.
CSL International Pty Ltd is a subsidiary of CSL Limited
and the holding company for the international operations
of the CSL Group.
of CSL Denmark ApS. ZLB Bioplasma AG manufactures plasmaderived products and has major markets in the USA and Europe.
ZLB Bioplasma Belgium sprl, a subsidiary of CSL Denmark
ApS, is a sales and marketing company for plasma products
manufactured by ZLB Bioplasma AG.
CSL UK Holdings Limited, a subsidiary of CSL Denmark ApS,
is the holding company for the United Kingdom operations of
the CSL Group.
CSL Denmark ApS is a subsidiary of CSL International Pty Ltd
JRH Biosciences Limited, based in Andover in the United
and the holding company for the European subsidiaries of the
Kingdom, is a subsidiary of CSL UK Holdings Limited that
CSL Group.
manufactures cell culture media and is the European sales
and marketing arm of JRH Biosciences Inc.
CSL US Inc. is a subsidiary of CSL International Pty Ltd and
the holding company for the US operations of the CSL Group.
ZLB Bioplasma UK Limited, a subsidiary of CSL UK Holdings
Limited, is a sales and marketing company for plasma products
CSL Finance Pty Ltd is a subsidiary of CSL International Pty
manufactured by ZLB Bioplasma AG.
Ltd through which the CSL Group will be able to raise future
debt funding.
CSL UK is a subsidiary of CSL International Pty Ltd. This
company has commenced a members voluntary liquidation
ZLB GmbH, a German subsidiary of ZLB Bioplasma AG,
is a sales and marketing company for plasma products
manufactured by ZLB Bioplasma AG
and is in the process of being wound up.
CSL ANNUAL REPORT 29
FIVE YEAR SUMMARY
All figures in A$ million unless stated otherwise.
2001-02
2000-01
1999-00
1998-99
1997-98
Total revenue
1,350.2
854.8
504.3
424.9
366.7
Sales revenue
1,336.4
843.3
450.6
413.5
353.5
93.3
81.2
43.6
40.8
39.1
Profit from ordinary activities before income tax expense
156.5
106.1
80.6
70.3
60.9
Profit from ordinary activities after income tax expense
123.8
78.2
54.4
47.4
44.8
Profit from ordinary activities after income tax expense
before amortisation goodwill
163.6
102.4
54.4
47.9
44.8
82.9
60.9
37.2
39.0
21.3
Total assets at 30 June
2,312.1
1,771.8
946.5
561.5
523.8
Total equity at 30 June
1,273.1
876.0
793.6
414.9
390.3
Net tangible assets per share at 30 June ($)
1.79
1.36
5.32
3.15
2.97
Weighted average number of shares (million)
158.3
149.5
133.4
131.4
131.1
Basic earnings per share (cents)
78.2
52.3
40.8
36.1
34.2
Dividend per share (cents)
34.0
26.0
23.0
21.0
18.0
Research and development investment
Capital investment
$32.18
$47.70
$33.03
$13.04
$10.45
$8.12
$5.35
CSL Share price $2.95
CSL SHARE PRICE RELATIVE TO ALL ORDINARIES INDEX
CSL share price has grown 1287% since June 1994
All Ordinaries has grown 61% since June 1994
June
1994
30 CSL ANNUAL REPORT
June
1995
June
1996
June
1997
June
1998
June
1999
June
2000
June
2001
June
2002
EXECUTIVE MANAGEMENT GROUP
Dr Brian McNamee
Managing Director
Tony Cipa
Finance Director
Peter Turvey
Company Secretary and
General Counsel
Colin Armit
President
CSL Pharmaceutical
Peter Turner
President
ZLB Bioplasma AG
Paul Grujic
President
Animal Health
Dr Andrew Cuthbertson
Chief Scientific Officer
Paul Bordonaro
General Manager
CSL Bioplasma
Thomas Giarla
President
JRH Biosciences
Kelvin Milroy
General Manager
Human Resources
CSL ANNUAL REPORT 31
DIRECTORS’ PROFILES
PETER H WADE
BRIAN A MCNAMEE
Peter H Wade, FCPA, FAICD – (age 68)
Chairman
Finance, Management (resident in Victoria).
Mr Wade was elected to the CSL Board in 1994 and became Chairman in 1999.
He had previously served CSL as a Commissioner and Director from 1985 to
1993 including a period as Acting Chairman during 1988. Mr Wade is a Director
of Tabcorp Holdings Limited, and former Managing Director, North Limited.
Brian A McNamee, MB, BS, FAICD – (age 45)
Managing Director
Pharmaceutical Industry, Medicine (resident in the USA).
Dr McNamee is the Chief Executive and Managing Director of CSL, and the
President of CSL US Inc. He is a Director of the Peter MacCallum Cancer
Foundation Limited. Dr McNamee completed Bachelor of Medicine and Bachelor
of Surgery Degrees at the University of Melbourne in 1979. Before taking up
his present position in 1990, Dr McNamee was Managing Director and Chief
Executive of Pacific Biotechnology Limited in Sydney, NSW (1988-89), General
Manager, Faulding Product Divisions, F H Faulding & Co Limited, Adelaide,
South Australia (1984-87), and International Product Manager, Dr Madaus & Co,
based in Cologne, West Germany (1982-84).
32 CSL ANNUAL REPORT
ELIZABETH A ALEXANDER
ANTONI M CIPA
Elizabeth A Alexander, AM, BCom, FCPA, FCA, FAICD – (age 59).
Accounting (resident in Victoria).
Miss Alexander was appointed to the CSL Board in July 1991. She was a Partner
of PricewaterhouseCoopers until April 2002, and is currently a Director of Amcor
Limited and Boral Limited. She is National President of the Australian Institute
of Company Directors, a Member of the Corporations and Securities Panel of the
Australian Securities and Investment Commission, a Member of the Financial
Reporting Council, past National President of the Australian Society of Certified
Practising Accountants, and a Member of the Council of the Australian Defence
Force Academy. She is Chairman of the Board of Advice to the Salvation Army
(Southern Command) and is Deputy Chairman of the Winston Churchill Fellowship
Trust. Miss Alexander is Chairman of the Audit and Risk Management Committee.
Antoni M Cipa, B.Bus (Acc), Grad.Dip (Acc), CPA, ACIS – (age 47)
Finance Director
Finance (resident in Victoria).
Mr Cipa was appointed to the CSL Board as Finance Director in August 2000.
Mr Cipa commenced his employment at CSL in 1990 as Finance Manager.
He was instrumental in the float of the Company in 1994 at which time
he was appointed Chief Financial Officer. Prior to joining CSL, Mr Cipa was
employed at large public companies where he had significant exposure
to mergers and acquisitions.
C IAN R MCDONALD
IAN A RENARD
C Ian R McDonald, BSc (Hons) – (age 69)
International Pharmaceutical Industry (resident in NSW).
Mr McDonald was appointed a Director of CSL in October 1992. Mr McDonald
was formerly Group Vice President, Pharmaceuticals, of Syntex Corporation,
President of Syntex Pharmaceuticals International Limited, Vice President Asia
Pacific of G D Searle & Co, and a former Director of Agen Limited Group. He is
a past Managing Director of Searle Australia Pty Ltd and Mead Johnson Pty Ltd.
Mr McDonald is a Member of the Audit and Risk Management Committee.
Ian A Renard, BA, LLM, FAICD – (age 56)
Law (resident in Victoria).
Mr Renard was appointed to the CSL Board in August 1998. He has for
many years practised in company and commercial law. He is a Director of AMP
Limited, AMP Bank Limited, Newcrest Mining Limited, and Hillview Quarries
Pty Ltd. Mr Renard is also Deputy Chancellor of the University of Melbourne,
Chairman of the Melbourne Theatre Company and a Director of Australian Major
Performing Arts Group Limited. Mr Renard is a Member of the Audit and Risk
Management Committee.
KENNETH J ROBERTS
ARTHUR C WEBSTER
Kenneth J Roberts, AM, BEc, FCPA, FAIM, FAICD, FRACP (Hon) – (age 64)
International Pharmaceutical Industry, Management, Marketing
(resident in NSW).
Mr Roberts was appointed to the CSL Board in February 1996. Formerly, he was
Chairman and Managing Director of Wellcome Australasia and Director of
Marketing Development for the Wellcome worldwide group. He is Chairman of
the Royal Australasian College of Physicians Research and Education Foundation,
Start-up Australia Pty Ltd, and ManageSoft Corporation Limited. Mr Roberts is
also a Member of the Boards of the Australian Genome Research Facility and the
University of Queensland Institute for Molecular Bioscience Com. He was a Council
Member of the National Museum of Australia until 28 June 2002. Mr Roberts
is Chairman of the Remuneration and Human Resources Committee.
Arthur C Webster, BVSc, DipBact (Lond) – (age 58)
Animal Health Industry, Commerce (resident in NSW).
Dr Webster was appointed to the CSL Board in March 1998. He is Chairman of
the Advisory Board for the Faculty of Veterinary Science at Sydney University and
also Chairman of three private Australian companies. He is a Director of Lifelearn
Inc. Canada, and a Council Member of both the Postgraduate Foundation in
Veterinary Science and the Veterinary Science Foundation, University of Sydney.
Dr Webster was formerly Technical Director then Managing Director of the animal
health company, Cyanamid Webster Pty Ltd, and a Member of the Board of
Governors, University of Western Sydney. Dr Webster is a Member of the
Remuneration and Human Resources Committee.
Peter R Turvey, BA/LLB, MAICD
Company Secretary
CSL ANNUAL REPORT 33
CORPORATE GOVERNANCE
This statement outlines the Company's main Corporate Governance practices,
all of which were in place throughout the financial year.
The Board of Directors and its Committees
The full Board comprises the Nomination Committee. In the
The Board is responsible for the corporate governance of the
event of the Nomination Committee inviting a person to become
Company including strategic direction, establishing operational
a director, that person will be subject to election by the
criteria and monitoring the achievement of objectives and
shareholders at the next general meeting in accordance with
conduct of operations. The Board delegates responsibility for
the Corporations Act (2001).
executive management of the Company to the Managing Director
The composition of the Board is determined based on the
who has regard to matters reserved for the Board, and who is
following principles:
accountable to the Board. The Board reports to the shareholders.
> Non-executive directors should be independent of the
The Board is responsible for the internal control framework
Company and its management;
and has developed a set of policies, procedures, practices and
various committees which set criteria and enable the Board to
monitor compliance with statutory, legal, stakeholder and best
practice requirements. This framework is regularly reviewed
in accordance with a program.
The Board delegates certain powers to committees which assist
it by examining various issues and making recommendations
to the Board. Committees of the Board are the Audit and Risk
Management Committee, Remuneration and Human Resources
Committee, Securities Committee and Nomination Committee.
The Board also delegates specific responsibilities to ad hoc
committees of directors from time to time.
Composition of the Board
Profiles of the directors of the Company, including details of their
qualifications, age and experience, are set out on pages 32 and
33 of this Annual Report.
The Managing Director and Finance Director are CSL's only
executive directors. The Chairman and all of the other directors
are non-executive and are independent. No director acts as
> The Chairman should not be a current or past executive
of the Company;
> The majority of the Board should comprise directors who
are non-executive; and
> The Board should comprise directors who represent a broad
range of expertise, qualifications and experience.
Criteria for selection of non-executive directors include ability,
experience and specific skills such as strengths in the
pharmaceutical industry, financial, legal, marketing or other
areas, including international experience. When a vacancy is
foreseen or where it is considered that the Board would benefit
from the services of a new director with particular expertise,
unless an obvious candidate exists, a panel of candidates with
appropriate skills and experience is considered. Appointees
should desirably be able to serve for at least eight years before
retiring from the Board.
Membership and performance of the Board is reviewed annually.
The composition of the Board is reviewed in relation to the
appropriate mix of skills and experience.
a nominee or representative of any particular shareholder.
Directors have adopted guidelines which, in addition to the above,
Nomination Committee
relate to the size of the Board and maximum length of service
The Nomination Committee is responsible for reviewing
on the Board (15 years). Procedures to bring about the retirement
the Board's membership and making recommendations
or removal of a director should there be less than adequate
on new appointments.
contribution to the Board are included in the guidelines.
34 CSL ANNUAL REPORT
These guidelines also contain a policy regulating the dealings by
Responsibilities of the Audit and Risk Management
directors in securities of the Company. The details of this policy
Committee
are set out in the section below on Securities Trading Policy.
The primary responsibility of the Audit and Risk Management
Independent professional advice may be sought by directors,
Committee is to assist the Board in fulfilling its responsibilities
at the Company's expense, to allow directors to carry out their
in relation to the:
duties. Prior approval of the Chairman is required. The director
> Integrity and quality of the interim and annual financial
should give reasons for the request, nominate the person from
reporting and disclosure;
whom advice is to be sought and obtain a quote. Independent
professional advice obtained this way will be made available
to the whole Board.
The composition of the Boards of controlled entities are subject
to the approval of the parent Board.
The functions, powers and authority of each controlled entity
> Identification and management of key business, financial
and regulatory risks;
> Compliance with relevant laws, regulations, standards and
codes; and
> Adequacy of the internal control framework.
is subject to the approval of the Company, exercised through
These responsibilities embrace the oversight of risk
its Board.
management processes, external audit and internal audit.
In accordance with the Corporations Act 2001, directors must
keep the Board advised of any interest that could potentially
conflict with those of the Company. As a general rule, if and when
To accord with best practice, regular meetings with both the
internal and external auditors are held without management
or executive directors present.
a potential conflict of interests exists, the director concerned
Independence declarations are now required from the
does not receive the relevant Board papers, and takes no part
external auditor and details of total remuneration of the external
in discussions at which the particular issue is considered nor
auditor, including details of remuneration for other services, are
exercises any influence over other members of the Board.
disclosed in the annual report. Care is taken to ensure that any
Audit and Risk Management Committee
other services provided by external auditors do not impinge
on audit independence.
The Audit and Risk Management Committee is comprised of
three to five non-executive directors appointed for terms of three
To further ensure the independence of the external auditor,
years, and it is chaired by a non-executive director who is not
the audit engagement partner will be rotated at least once
the chairman of the board. Membership is based on appropriate
every seven years.
expertise, and is confirmed annually. The names of current
In 2002, the Audit and Risk Management Committee, in
Committee members are included in the directors' profiles. The
accordance with its responsibility for proposing the appointment
external auditors, Managing Director, Finance Director, Company
of external auditors, oversaw and advised the Board of Directors
Secretary, and the Manager - Internal Audit, attend all Audit and
on the Board's appointment of Ernst & Young as interim auditor
Risk Management Committee meetings.
in place of Arthur Andersen who resigned as auditor effective
2 July 2002 (see note 29 of the financial statements).
CSL ANNUAL REPORT 35
CORPORATE GOVERNANCE CONTINUED
The procedures undertaken in relation to that appointment
The performance of the external auditor is reviewed by the Audit
included making proper enquiries to determine that the
and Risk Management Committee.
appointment was appropriate, that Ernst & Young would maintain
the quality and integrity of CSL's audit, and that Ernst & Young's
appointment was not in breach of any relevant laws, regulations
The role and responsibilities of the Audit and Risk Management
Committee are reviewed annually.
or standards. The Company's shareholders will be asked to
Remuneration and Human Resources Committee
approve the reappointment of Ernst & Young as the Company's
The Remuneration and Human Resources Committee is
auditor at the 2002 Annual General Meeting.
comprised of two non-executive directors. The Committee
In addition, the Audit and Risk Management Committee will:
meets four times a year in relation to the remuneration of the
Presidents and General Managers, to consider the remuneration
> Enable non-executive directors to maintain oversight of the
Company's finances and confidence in the financial reports;
> Review and recommend the adoption of the annual and halfyearly financial reports;
> Enhance the credibility and objectivity of financial reports
with other interested parties including shareholders,
regulators and creditors. In this regard, the Committee has
received assurances from management that the issues
recently raised by ASIC have been appropriately addressed
in this year’s financial reports. This has been confirmed
by the Company's external auditors;
> Provide an independent communication forum for directors,
management and auditors, both internal and external,
policies of the Company generally and broader human resource
initiatives where appropriate, including succession planning
methodology and senior executive option plans.
The Board retains responsibility for:
> Deciding the remuneration of non-executive directors in
accordance with Rule 88 of the Company's Constitution, the
remuneration of directors for extra services in accordance
with Rule 89 and the payment of reasonable expenses
incurred by directors in attending meetings of members,
the Board and of its committees or while engaged in the
business of the Company in accordance with Rule 90;
> Deciding the remuneration of the Managing Director
in accordance with Rule 100;
in relation to the financial affairs of the Company, and thus
maintain the independence of a strong audit function; and
> Deciding the terms of the service contract of the
Managing Director;
> Review risk management and report to the Board on
its effectiveness in safeguarding the Company's assets.
> Approving remuneration proposals from the Remuneration
and Human Resource Committee in relation to Presidents
A management committee of responsible executives carries
and General Managers; and
out the identification, quantification and management of risk as
they apply to systems, the environment, health, safety, product
liability, physical assets, security, disaster recovery, risk financing
> Approving and overseeing the operations of the Company's
employee share and option plans.
and compliance, and reports to the Audit and Risk Management
Executives are remunerated on the basis of a salary competitive
Committee on a regular basis. This process of risk assessment
with market rates and a performance-based incentive related
and management is reviewed periodically.
to individual, divisional and corporate performance during the
previous financial year. Where appropriate, the Remuneration
36 CSL ANNUAL REPORT
and Human Resources Committee considers independent
The compensation arrangements for the Managing Director
advice in establishing appropriate remuneration packages. The
in the form of salary and incentive awards are governed by
Company also has in place a Senior Executive Share Ownership
contractual arrangements with the CSL Group. In addition,
Plan ("SESOP") which was approved by shareholders in general
the Managing Director and Finance Director participate in
meeting, and a modified version of the SESOP which was
the SESOP II plan, as previously approved by shareholders.
approved by shareholders at a subsequent general meeting
("SESOP II"). Presidents, General Managers and certain key
executives participate in the two SESOP plans which give the
Further details of directors’ remuneration are set out in the
Directors’ Report of this Annual Report.
Board discretion to issue options over shares in the Company
Securities Committee
to participants. Options issued under those plans are subject
A Securities Committee, comprising at least any two directors,
to vesting periods and performance hurdles relating to the
is responsible for the allotment, registration and transfer of
Company’s performance and an individual’s performance that
securities, approving releases to the Australian Stock Exchange
must be met.
Limited ("ASX") and associated media, which are made in
The Board maintains a direct interest in succession planning
accordance with the Australian Corporations Act and ASX Listing
for senior managerial positions.
Rules, matters relating to the location of the Share Register
and any other formalities which may be required in relation
Remuneration of Directors
Non-executive directors' fees of an amount not exceeding
$1,000,000 in total are provided for in the Company's
Constitution. This sum can only be increased by the Company
at a general meeting. Non-executive directors' fees for 20012002 are contained in the notes to the financial statements.
to matters affecting the share capital.
Securities Trading Policy
Directors and employees are subject to the Corporations Act
restrictions on trading securities in the Company if they are
in possession of inside information, i.e. information that is nonpublic and, if it were public, that a reasonable person would
The Board proposes to implement a Non-Executive Directors'
expect to have a material effect on the price of the Company’s
Share Plan under which at least 20% of a directors' base fees
securities.
will be taken in the form of shares in the Company. The
implementation of that Plan is subject to obtaining shareholder
In addition, the Company has established a Policy on the Trading
in CSL’s Securities which applies to all directors and employees.
approval at the 2002 Annual General Meeting.
Some key aspects of the policy are as follows :-
Remuneration for any extra services by individual directors or the
> Directors and employees are encouraged to be long-term
payment of reasonable expenses incurred by the Directors may
holders of the Company’s securities, and discouraged from
be approved by the Board under Rules 89 and 90 from time to
any short-term trading;
time and are also disclosed in a note to the financial statements.
> Directors and employees must not trade in the securities of
A non-executive directors' retirement benefit plan was
the Company when they are in possession of price-sensitive
approved by shareholders in general meeting of the Company
and non-public information. Subject to this overriding
as a result of which directors have agreements with the
restriction, trading in the Company’s securities is permitted
Company which conform to the Constitution of the Company
for 60 days after the release of the Company’s annual
in respect of entitlements.
or half-yearly reports, or the Annual General Meeting;
CSL ANNUAL REPORT 37
CORPORATE GOVERNANCE CONTINUED
> Directors and employees who intend to trade in the
> Practical guidelines and scenarios establishing how
Company’s securities, or exercise their options over its
compliance may be achieved. For example, it prohibits
shares, must obtain prior approval from the Chairman
selective disclosure of material information about the
(in the case of directors) or the Company Secretary
Company (such as through analyst briefings or media
(in the case of employees).
releases) where that information has not previously been
Directors also have a statutory obligation to notify the ASX within
14 days after any dealing in the Company’s securities which
disclosed to the ASX;
> A requirement that directors and executives of the Company
results in a change in the relevant interests of the director in the
who, in the performance of their duties, become aware
Company’s securities. As contemplated by the ASX Listing Rules,
of information that may have a material effect on the price
each director has agreed to provide notice of such dealings to
of the Company’s shares, notify the Company Secretary
the Company within five business days of any such dealing to
as soon as they become aware of that information;
enable the Company to comply with its corresponding obligation
to notify the ASX.
> A requirement that it be a standing agenda item at
all Executive Management Group meetings and Board
Continuous Disclosure Policy
The Company has in place a Continuous Disclosure Policy
for the purposes of compliance with its continuous disclosure
obligations under the Corporations Act 2001 and the ASX
Listing Rules. It is the Company’s general policy that
shareholders be informed of all material developments impacting
on the Company.
meetings to raise and consider all information that
potentially requires disclosure.
Ethical Standards
All directors, executives, managers and employees are expected
to act with integrity and objectivity and maintain appropriate
ethical standards which are articulated in the Company's Code
of Ethical Practices.
The policy includes :-
It is the Company's policy to comply with the Code of Good
> An outline of obligations and requirements under the
Manufacturing Practice, the Code of Good Laboratory Practice
continuous disclosure regime and the consequences
and similar standards applicable to the pharmaceutical and
of non-compliance;
veterinary industries.
AUSTRALIAN SHAREHOLDERS BY DOMICILE AS AT 30 JUNE 2002
Australian Capital Territory
New South Wales
Northern Territory
Queensland
South Australia
Tasmania
Victoria
Western Australia
38 CSL ANNUAL REPORT
SHAREHOLDERS
% TOTAL SHARES
974
9,638
136
4,954
2,565
524
18,391
1,998
0.6
49.7
0.1
5.3
1.9
0.4
40.5
1.5
39,180
100.00
SHARE INFORMATION
CSL Limited
CSL ordinary shares have been traded on the Australian Stock
Exchange since 30 May 1994. Melbourne is the Home Exchange.
Issued Capital:
Ordinary shares: 158,470,491
Substantial Shareholders
See page 40 of this Annual Report.
Details of Incorporation
CSL's activities were carried on within the Commonwealth
Department of Health until the Commonwealth Serum
Laboratories Commission was formed as a statutory corporation
under the Commonwealth Serum Laboratories Act 1961 (Cth)
[the CSL Act] on 2 November 1961. On 1 April 1991, the
Corporation was converted to a public company limited by
shares under the Corporations Law of the Australian Capital
Territory and it was renamed Commonwealth Serum
Laboratories Limited. These changes were brought into effect by
the Commonwealth Serum Laboratories (Conversion into Public
Company) Act 1990 (Cth). On 7 October 1991, the name of
the Company was changed to CSL Limited. The Commonwealth
divested all of its shares by public float on 3 June 1994.
The CSL Sale Act 1993 (Cth) amends the CSL Act to impose
certain restrictions on the voting rights of persons having
significant foreign shareholdings, and certain restrictions
on the Company itself.
Voting Rights
At a general meeting, subject to restrictions imposed
on significant foreign shareholders and some other minor
exceptions, on a show of hands each shareholder present has
one vote. On a poll each shareholder present has one vote
for each fully paid share held.
In accordance with the CSL Act, CSL's Constitution provides that
the votes attaching to significant foreign shareholdings are not
to be counted when they pertain to the appointment, removal
or replacement of more than one-third of the directors of CSL
who hold office at any particular time. A significant foreign
shareholding is one where a foreign person has a relevant
interest in 5% or more of CSL's voting shares.
Significant Foreign Shareholdings
There are no significant foreign shareholdings
as at 30 June 2002.
DISTRIBUTION OF SHAREHOLDINGS AS AT 30 JUNE 2002
RANGE
HOLDERS
SHARES
% TOTAL SHARES
1 – 1,000
28,006
14,105,400
8.90
1,001 – 5,000
10,606
24,376,767
15.38
5,001 – 10,000
756
5.584,401
3.52
10,001 – 100,000
337
8.589,470
5.42
100,001 and over
72
105,814,453
66.78
39,777
158,470,491
100.00
478
6,383
Total Shareholders
Number of shareholders with less
than a marketable parcel of 16 shares
(based on the share price of 30 June 2002)
CSL ANNUAL REPORT 39
SHAREHOLDER INFORMATION
Share Registry
Separate shareholdings may be consolidated by advice
to the Share Registry in writing.
Computershare Investor Services Pty Ltd
Level 12, 565 Bourke Street
Melbourne Victoria 3000
Telephone: 1300 850 505
Facsimile: 03 9611 5710
Direct payment of dividends into a nominated account
may be arranged with the Share Registry. Shareholders are
encouraged to use this option by writing to the Share Registry
with particulars.
The Annual Report is produced for your information. However,
should you receive more than one or wish to be removed from
the mailing list for the Annual Report, please advise the Share
Registry. You will continue to receive Notices of Meeting and
Proxy.
GPO Box 2975EE
Melbourne Victoria 3001
1800 646 882 outside Melbourne
Shareholders with inquiries should telephone or write to the
Share Registry at the above address.
Change of address should be notified to the Share Registry
in writing without delay. Shareholders who are broker sponsored
on the CHESS sub-register must notify their sponsoring broker
of a change of address.
The Annual General Meeting will be held at the Function
Centre, National Tennis Centre, Melbourne Park, Batman Avenue,
Melbourne at 10:00am on Thursday 17 October 2002. There
is a public car park adjacent to the Function Centre which will
be available to shareholders at no charge.
CSL'S TWENTY LARGEST SHAREHOLDERS AS AT 30 JUNE 2002
SHAREHOLDER
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Chase Manhattan Nominees Limited
National Nominees Limited
Westpac Custodian Nominees Limited
Commonwealth Custodial Services Limited
Citicorp Nominees Pty Limited
Citicorp Nominees Pty Limited
AMP Life Limited
MLC Limited
RBC Global Services Australia Nominees Pty Limited
The National Mutual Life Association of Australasia Limited
Citicorp Nominees Pty Limited
Citicorp Nominees Pty Limited
Citicorp Nominees Pty Limited
Queensland Investment Corporation
NRMA Nominees Pty Limited
ANZ Nominees Limited
RBC Global Services Australia Nominees Pty Limited
Citicorp Nominees Pty Limited
RBC Global Services Australia Nominees Pty Limited
Cogent Nominees Pty Limited
ACCOUNT
CFS WSLE Imputation Fund
MTRAEF
CFS Imputation Fund
CFS WSLE Geared Share Fund
CFS WSLE Aust Share Fund
MTRBAL
CFS WSLE Industrial Share
IMPUTA
In addition, substantial shareholding notices have been received from the following:
Commonwealth Bank Group
Deutsche Bank Group
Merrill Lynch Mercury
Credit Suisse First Boston Group (as from 10 July 2002)
40 CSL ANNUAL REPORT
SHARES
%TOTAL SHARES
21,548,741
12,175,974
9,820,293
4,525,325
4,339,328
3,827,060
3,495,173
3,164,653
2,982,617
2,382,321
2,372,259
2,317,080
2,112,237
1,998,277
1,921,436
1,763,144
1,547,730
1,469,643
1,275,341
1,229,365
13.60
7.68
6,20
2.86
2.74
2.41
2.21
2.00
1.88
1.50
1.50
1.46
1.33
1.26
1.21
1.11
0.98
0.93
0.80
0.78
16,894,305
12,263,907
8,179,889
8,329,708
10.66
7.74
6.17
5.26
CSL BUSINESS ADDRESSES
CSL LIMITED
ABN 99 051 588 348
AUSTRALIAN ADDRESSES
CSL Limited
Registered Head Office
45 Poplar Road
Parkville
Victoria 3052
Australia
Telephone: +61 3 9389 1911
Facsimile: +61 3 9389 1434
CSL LIMITED DEVELOPS, MANUFACTURES AND MARKETS PHARMACEUTICAL PRODUCTS
OF BIOLOGICAL ORIGIN.
OUR BUSINESS IS HEALTH CARE:
>
Life saving products derived from human plasma;
>
Pharmaceuticals and diagnostics essential to health;
>
Cell culture reagents for the pharmaceutical industry;
>
Veterinary vaccines and diagnostics to protect livestock and companion animals.
CSL Bioplasma
189 Camp Road
Broadmeadows
Victoria 3047
Telephone: +61 3 9246 5200
Facsimile: +61 3 9246 5299
JRH Biosciences Pty Ltd
18-20 Export Drive
Brooklyn
Victoria 3025
Telephone: +61 3 9362 4500
Facsimile: +61 3 9315 1656
CONTENTS
Australian Sales
Offices
Victoria and Tasmania
45 Poplar Road
Parkville
Victoria 3052
Telephone:
Pharmaceutical:
+61 3 9389 1408
Animal Health:
+61 3 9389 1251
Facsimile:
+61 3 9389 1727
New South Wales
25-27 Paul Street North
North Ryde
New South Wales 2113
Telephone: (02) 9887 4433
Facsimile: (02) 9887 3171
Queensland
14 Dividend Street
Mansfield
Queensland 4122
Telephone: (07) 3849 6140
Facsimile: (07) 3849 6141
Cover: ZLB Bioplasma laboratory technician, Regina Meyer (purifying plasma proteins), CSL Bioplasma
haemostasis operator, Phuong Tang and CSL Pharmaceutical product manager, Mark Parker.
The Year in Review
INTERNATIONAL ADDRESSES
1
Controlled Entities
28
Human Health - ZLB Bioplasma
10
Five Year Summary
30
- CSL Bioplasma
12
CSL Share Price
30
- CSL Pharmaceutical
14
Executive Management Group
31
- New Product
Development
Directors' Profiles
32
16
Corporate Governance
34
JRH Biosciences
18
Shareholders by Domicile
38
Animal Health
20
Share Information
39
ZLB Plasma Services
22
Shareholder Information
40
Our People
24
CSL Business Addresses (Inside Back Cover)
Corporate Citizenship
26
Trademarks (Inside Back Cover flap)
South Australia and
Northern Territory
11 Coongie Avenue
Edwardstown
South Australia 5039
Telephone: (08) 8276 3200
Facsimile: (08) 8277 0556
Western Australia
293-297 Fitzgerald Street
Perth
Western Australia 6000
Telephone: (08) 9328 7322
Facsimile: (08) 9227 6196
CSL (New Zealand) Limited
CSL Pharmaceutical and
CSL Bioplasma
Level 4, Building 10
666 Great South Road
Central Park, Penrose
Auckland 6
New Zealand
Telephone: +64 9 579 8105
Facsimile: +64 9 579 8106
CSL (New Zealand) Limited
Animal Health
2-6 Shakespeare Avenue
Upper Hutt
New Zealand
Telephone: +64 4 527 9088
Facsimile: +64 4 527 9717
JRH Biosciences Limited
Smeaton Road
West Portway
Andover
Hampshire SP10 3LF
England
Telephone: +44 1264 333 311
Facsimile: +44 1264 332 412
ZLB Bioplasma UK Limited
Breckland House
St Nicholas Street
Thetford, Norfolk IP24 1BT
England
Telephone: +44 1842 755 025
Facsimile: +44 1842 755 174
JRH Biosciences Inc
13804 West 107th Street
Lenexa
Kansas 66215 USA
Telephone: +1 913 469 5580
US Toll Free: +1 800 255 6032
Facsimile: +1 913 469 5584
Biocor Animal Health Inc
2720 North 84th Street
Omaha
Nebraska 68134 USA
Telephone: +1 402 393 7440
Facsimile: +1 402 393 4712
ZLB Bioplasma AG
Wankdorfstrasse 10
CH-3000 Bern 22
Switzerland
Telephone: +41 31 344 4444
Facsimile: +41 31 344 5555
ZLB Bioplasma Inc
801 North Brand Boulevard
Suite 1150
Glendale
California 91203 USA
Telephone: +1 818 244 2952
Facsimile: +1 818 244 9952
ZLB Plasma Services
5201 Congress Avenue,
Suite 220
Boca Raton
Florida 33487 USA
Telephone: +1 561 981 3700
Facsimile: +1 561 912 3005
CSL Bioplasma (Hong Kong)
Suite 1805, Wheelock House
20 Pedder Street, Central
Hong Kong
Telephone: +852 2293 2317
Facsimile: +852 2588 3434
TRADEMARKS
CSL, CSL Biosciences, Bioplasma, and
JRH are all trademarks of CSL Limited.
® Registered trademark of CSL Limited or its affiliates.
TM
Trademark of CSL Limited or its affiliates.
* Trademarks of companies other than CSL and
referred to in this Annual Report are listed below:
Aventis Pasteur Limited
Leo Pharmaceutical
Products Limited AS
Tripacel
Daivonex
Fucidin
Merck & Co. Inc.
H-B-Vax II
PedvaxHIB
Pneumovax
Vaqta
Varivax
Schering AG
Advantan
Swiss Serum and
Vaccine Institute Berne
Orochol
Yamanouchi Europe BV
Flomax
Grunenthal GmbH
Tramal
Chiron S.p.A
Menjugate
Laboratories Lafon
Modavigil
Novartis AG
Sandoglobulin
CZ Veterinaria SA
Gudair
Bresagen Limited
EquiGen
CSL LIMITED ANNUAL REPORT 2001-2002
CSL LIMITED ANNUAL REPORT 2001-2002
Designed by Armstrong Miller + McLaren
OUR BUSINESS IS HEALTH CARE
TRADEMARKS
CSL, CSL Biosciences, Bioplasma, and
JRH are all trademarks of CSL Limited.
® Registered trademark of CSL Limited or its affiliates.
TM
ABOUT CSL LIMITED
The CSL Group develops, manufactures and markets biologically-based health care products that benefit
the community. Our products include human and veterinary pharmaceuticals (notably vaccines), products
derived from human plasma, diagnostics, and cell culture reagents.
Trademark of CSL Limited or its affiliates.
We continue to build CSL in ways that benefit our
CSL is firmly committed to research and
referred to in this Annual Report are listed below:
shareholders by:
development, quality assurance and the development
Aventis Pasteur Limited
> Meeting customers' expectations with quality
* Trademarks of companies other than CSL and
Leo Pharmaceutical
Products Limited AS
Merck & Co. Inc.
Schering AG
Swiss Serum and
Vaccine Institute Berne
Tripacel
Daivonex
Fucidin
H-B-Vax II
PedvaxHIB
Pneumovax
Vaqta
Varivax
Advantan
products and excellent service;
In Australia, we are a leading investor in
> Investing in development of new products - and
Flomax
Grunenthal GmbH
Tramal
Chiron S.p.A
Menjugate
Laboratories Lafon
Modavigil
Novartis AG
Sandoglobulin
CZ Veterinaria SA
Gudair
Bresagen Limited
EquiGen
pharmaceutical research and development, and one
introducing those products into domestic and
of the largest employers in the pharmaceutical
international markets;
manufacturing industry.
> Pursuing national and international collaborations
Our earnings are supported by established brands
that build on our scientific, manufacturing and
with strong market shares. We continue to achieve
marketing expertise;
improvements in profitability as the Company
Orochol
Yamanouchi Europe BV
of international product and marketing alliances.
expands its business nationally and internationally
> Developing a flexible, committed and skilled
workforce rewarded for excellence and innovation;
through products developed both by CSL and
in collaboration with partners.
> Ensuring our workplaces are healthy for
employees and the community;
> Striving for continuous improvement in all areas
of our business.
CSL LIMITED ANNUAL REPORT 2001-2002
VISIT OUR WEBSITES
CSL Limited – www.csl.com.au
ZLB Bioplasma AG – www.zlb.com ZLB Bioplasma Inc – www.zlbusa.com
CSL LIMITED ANNUAL REPORT 2001-2002
Designed by Armstrong Miller + McLaren
JRH Biosciences – www.jrhbio.com Animal Health – www.biocorah.com
OUR BUSINESS IS HEALTH CARE