AGM Statement

Seeing Machines Limited
28 February 2006

28 February 2006



                             Annual General meeting



                    Seeing Machines Limited (the 'Company')



The Company is pleased to announce that at its annual general meeting held today
all proposed resolutions were duly passed.


Set out below are the Chairman's and CEO's addresses that were given at this
meeting.





Enquiries:


Seeing Machines Limited            Insinger de Beaufort            Parkgreen Communications
Nick Cerneaz, CEO                  Simon Fox                       Justine Howarth /

                                                                   Victoria Thomas
[phone]                [phone]            [phone]
www.seeingmachines.com


                              Chairman AGM Address



Welcome everyone to the first AGM of Seeing Machines as a listed public company.
The 2005 financial year and the first half of 2006 have seen significant
milestones in the company's development.



I will talk a little about this and then hand you over to Nick Cerneaz the CEO
to present the CEO report.  At the end of this report we will be happy to answer
any questions that you may have.



Firstly I would like to introduce you to the other directors of Seeing Machines
most of whom are here in person or on the phone.


Alex Zelinsky                    Appointed 18 December 2000
Trent Victor                     Appointed 18 December 2003
Rob Sale                         Appointed 22 May 2004
David Gaul                       Appointed 24 August 2004
Tony Kinnear                     Appointed 28 September 2004
Nick Cerneaz                     Appointed 6 October 2005



During the year we have also seen a change of CEO with Tony stepping down in
September and Nick moving into that role having joined the company to run the
glaucoma project in April 2005.



The significant areas that I will comment on are:



  • Funding;
  • Financial Performance;
  • Product Development; and
  • Staff



Funding



In April and May 2005 the company successfully raised funds of $1.1 million from
existing and new shareholders including a number of staff.  These funds were
raised to support the business and fund the planned IPO.



In June 2006 the company changed from a proprietary company to a public company
in preparation for the IPO.



In July 2005 the first IPO marketing trip to London was undertaken by Alex, Rob
and Tony but due to the market conditions at the time we did not get the IPO
away in July as was initially planned.



In October 2005 Alex, Rob and Nick again went to London to get the IPO away and
this time the float was successful in raising £1.65 million/$3.9 million in
funds.



At this point I would like to thank all of the shareholders in Seeing Machines
who  have supported the company since it was founded in 2000.  A number of you
have supported the company in a number of fund raising rounds and this has been
a very important ingredient in us achieving one of the original goals of being
able to IPO the company within 5 years of its founding.



I would also like to thank all the directors for their dedication and patience
through the IPO process and particularly thank those directors involved in the
marketing trips to London.



The success of last year's capital raising both the April/May round and the IPO
has provided the capital required to progress many of our key development
projects.



Financial Performance



I just wanted to make a remark or two regarding the company's performance in
2004-2005, the year to which the Annual Report and this AGM relates and also
points about performance during the first half of the 2005-2006 financial year.



Revenue for 2004-2005 was $1.61 million an increase of 28% over 2003-2004.  This
was largely as a result of increased faceLAB sales and R&D contracts.



Expenditure also increased over the previous year to $2.7 million largely due
to:



  • Continued strong expenditure on R&D including the commencement of the
    project to develop a glaucoma diagnostic device;
  • Development of the Noah basketball system;
  • Increased costs of goods sold because of the increase in faceLAB sales;
  • Increased travel and other costs associated with capital raising.



The company made a loss of $1.082 million compared to $805,754 in 2003-2004.



The company's goal is to try and reach profitability in the 2007 financial year.



We are currently in the middle of a review of the accounts to December 31 2005
and the results for the first half year will be announced in March.



One important point to make about the first half of 2005-2006 performance is the
strong sales of faceLAB which is significantly higher than for the corresponding
period in 2004-2005.



Order intake has been particularly strong every month from October 2005
including the normally quiet months of January and February.  At this point I'd
like to acknowledge and commend Nick Langdale-Smith for his efforts in achieving
this result.



Product Development



faceLAB



We continued to develop and support faceLAB which currently provides the bulk of
our revenue.



A number of releases were made during the year and as I've already mentioned
sales performance has been particularly strong which is very pleasing given the
costs we are going to incur progressing other projects and diversifying revenue
streams.



Glaucoma



We commenced this very important project in the first half of 2004-2005 after
signing a development and licensing agreement with ANU.



In December 2004 we were awarded a Biotechnology Innovation Fund grant of
$250,000 to support the work on the project.



We are in the process of submitting a new grant application to assist with the
costs of the project over the coming 2 years as the current BIF grant comes to a
close.



With our partners at ANU namely Dr Ted Maddess and Dr Andrew James we have made
significant progress to the point where, we have conducted a number of
scientific trials and the first clinical trial, the science underpinning the
device has been proven.



The second clinical trial is about to commence at the Canberra Eye Hospital and
we are on track to have a device on the market in early 2007.



Automotive



The automotive market has been a key focus for Seeing Machines since its
inception.



The demand for products which can address problems of driver fatigue,
distraction and inattention is growing and we believe that Seeing Machines
technology can be a significant player in the next generation of driver safety
products.



We have developed a strong relationship with Hella who can be a key partner for
us in automotive markets and our joint project with them for a major European
automotive manufacturer is going very well.



We have also reached agreement with Schlumberger to conduct a trial of the
fatigue product in a number of their trucks.  This trial is going to start next
month.



We are participants in the AutoCRC which includes Holden and we are also working
with NICTA on a driver fatigue research project.



New Markets



Progress has been made in a number of new markets including sports with the Noah
Basketball project and it's the model used for this project where we obtain
royalties from end product sales that use our core technology that we are aiming
for more of in future.



Staff



Seeing Machines is fortunate in having a wealth of talent developing the core
technology and driving the key projects that are going to deliver future revenue
growth and profits.



We are focused on retaining our talented staff and continuing to attract the
brightest to the company and I'd like to thank all of the current staff for the
contributions each and every one of them make to the business.



Today we have 24 staff with a number of significant additions following the IPO.
  By the end of March we should have around 28 staff working to deliver our
important projects.



Lastly let me acknowledge the excellent work of the CEO Nick Cerneaz who has led
the team with enthusiasm and commitment since taking on the position in
September.  Nick leads a talented team who are committed to delivering the
projects that will grow the company and increase its value delivering a return
on your investment.  He has excellent support from Belinda as our Operations
Manager and Company Secretary.



I'll now handover to Nick to deliver the CEO report.





                             CEO Address - 2005 AGM



Thank you Fulton, and good evening.  As Fulton has mentioned the 2005 financial
year has indeed been a tremendous year for the company and that has provided a
solid foundation for our progress in the first half of 2006.



I would like to elaborate a little on Fulton's overview, particularly in regard
to the major business units and projects we have underway.



Perhaps the most significant event in the company's corporate history to date
has been the recent successful listing on the AIM market in London.  Achieving
this milestone late last year (1 December 2005) was in significant part due to
the good financial performance of the company over the preceding financial year
and the solid technology foundation that has been established over the years
since inception.  Clearly the on-going support of key investors in the company
over the preceding years was instrumental in facilitating the company's path to
the IPO and in projecting a justifiable image of a solid company with real
opportunity.  Our gratitude to those early stage investors cannot be
understated.



Through FY2005 our revenue increased 28% over the previous year to $1.6 million
and can be largely attributed to increased sales of faceLABTM ($1.3 million) and
a number of R&D contracts.    Combining these operational revenues with the
private equity funding of $1.1 million and a further $644 thousand from grant
income we were able to responsibly guide the company through a period of heavy
investment in core research and development activities for our faceLABTM and
automotive businesses and to initiate new activity in the glaucoma and Noah
basketball product lines, ending the year with a net loss of approximately $1.1
million.



That investment in faceLABTM precipitated the release of Version 4.0 of the
product at a number of international trade shows commencing in August 2004.
This version was a radical improvement over previous versions and was a
tremendous success in the market, going on to generate $1.3 million in sales for
FY2005.  Since that time continuing investment in this core product, funded
principally from reinvested operational and AusIndustry grant income has seen a
number of key developments culminating in the release of versions 4.1 and 4.2
during the 2005 calendar year.



A new tool in the faceLABTM suite is expected to be released within the next 6
weeks that adds a 'Scene camera' capability to the product - an ability to embed
a live video-feed of the subject's actual view into the data feed from the
device.  This feature is in great demand for those users with dynamic viewing
scenes, for example, in in-car research and testing where the motion of the
vehicle means that the view of the subject is changing from moment to moment.



To provide continuing support to our growing user base a number of ancillary
support tools have been developed that will make the user's task of analyzing
the data stream generated by faceLABTM somewhat easier.  In response to requests
from that user base we have also embarked on development of a major new feature
that will greatly expand the field of view of the device by allowing just about
any configuration and space to be monitored. This development will address a
major competitive issue and will greatly shore up the world leading reputation
of the faceLABTM product.



Coupled with the developments mentioned previously we expect sales of faceLABTM
to continue to be strong throughout FY2006.  Fulton has mentioned the strong
sales figures during the first half of this new financial year.  These results,
to be announced in detail in March, are due in no small part to the diligent
efforts of our engineering, sales and support teams.  Despite the ever growing
complexity of the product our teams have continued to build a quality product
and to embrace and support the customer in their use of it to the point that we
have never yet had a single product returned.   I would certainly like to take a
moment to thank each member off our team that has contributed to that success
and we all look forward to building on that foundation going forward.



During FY2005 we commenced an ambitious project to bring to market the world's
first non-contact objective device for detecting and managing glaucoma.
Glaucoma impacts 2-3% of the global population and is the leading cause of
blindness in the developed world.  The financial cost to society of this disease
is significant, estimated at $10billion/year in Australia alone, and a very
significant market exists for devices capable of assisting clinicians to detect,
diagnose and manage the disease.   Seeing Machines is bringing together our core
face and pupil tracking technology with licensed intellectual property from the
Australian National University to build a technologically superior device with
the potential to become the new gold-standard for clinicians managing this
disease.



Through the 18 months to December 2005 we have completed a series of scientific
and clinical trials that demonstrated the viability of the fundamental
technology, that is that it could detect glaucoma in patients with known disease
(September 2005) and then showed that the technique could discriminate between
those patients with and without glaucoma (early January 2006).  These trials
also identified a number of key opportunities for further refinement of the
technology that will lead to a significant performance boost.  Consequently we
remain very confident of reaching our initial goal of building the world's very
best objective visual field device and are excitedly working towards realizing
that ambition.  We remain on track to launch of the product in early 2007.



In preparing for that deliverable, we will launch the next major clinical trial
of the technology in March, to be conducted in partnership with colleagues from
the Research School of Biological Sciences at the Australian National University
and the Canberra Eye Hospital.  That trial will evaluate the performance
improvements that have been incorporated into the device following the trials of
last year, and capture the necessary clinical data to support the US FDA
application for marketing clearance.   Once again, we remain on track to meet
the previously stated timelines in this regard.



As many of you will be aware, a long standing objective of the company has been
to develop a business based on computer vision based products for automotive
applications, particularly regarding driver fatigue and situational awareness.
I am pleased to report that FY2005 has seen very significant advances toward
meeting these objectives, and through calendar 2006 we will continue to see
significant progress.



The advances have been on a number of related fronts including a collaboration
with the German Tier-1 supplier Hella for the development of a commercial grade
fatigue detection device for delivery to the OEM auto industry; a partnership
with the oil field services company Schlumberger to trial the driver state
sensing systems in their transport fleet with a view to establishing the
usefulness of the devices/technology prior to a wider roll-out across their
fleet; a research project with National ICT Australia (NICTA) to develop
suitable measures for driver drowsiness, and involvement in the CRC for Advanced
Automotive Technology (AutoCRC).



The relationship with Hella began almost a year ago following an international
search for suppliers capable of meeting exacting specifications for fatigue and
distraction systems required by the OEMs.  Following extensive rounds of
evaluation of competing vendor technology and product offerings, Hella and
Seeing Machines were declared to be preferred suppliers and entered into
collaboration agreements to progress the final development and commercialization
of the technology.  We are very satisfied with the development of this work to
date and the improvements to our own base technology that have arisen.  I am
very pleased to report that we filed a new patent application in November 2005
for technology developed in this program by Dr Dennis Tell, Mr Grant Grubb and
Dr Jochen Heinzmann that relates to robust tracking of subjects wearing
eye-glasses.   Our partnership with Hella will continue through this year as we
collectively work toward realizing the commercial objective of delivering this
product into OEM serial-production.



Whilst we have continued to fund this development work with the assistance of
government grant income and in pursuit of a specific target market we are also
in a position to leverage the fruits of that labour in other market segments.
For instance the technology described in the recent patent filing just mentioned
will be a welcome addition to the faceLABTM product in due course.  Such
synergies between our product families are a reflection of the shared core
technology foundation that our products are built on.



That shared core technology foundation provides great business development
opportunities for Seeing Machines as it is a basis upon which we can quickly
develop new applications and illustrate solutions to specific issues faced by
our customers.  With that insight into a potential solution it is much easier
for a prospective partner/customer to see the benefits of incorporating our
technology into their product offering, leading to a partnership that creates a
licensing or royalty based business for access to our technology.



We have used this model to create a new business through FY2005 with Pillar
Vision, a US based manufacturer of basketball training devices.  Incorporating
our technology for advanced image segmentation and object tracking into their
Noah Select product has lead to a more stable and robust product and given them
a significant boost in establishing their market for this unique product.



There are a number of other opportunities we are pursuing based on this same
business model of licensed access to our technology.  Internally, we have
recently expanded our team in both the engineering and business development
support services to capitalize on this opportunity and it is likely we will
further bolster our team in the short to medium term as we mature both our
product offering and client list.



Seeing Machines has had a tremendous year through 2005 and a great start to
2006.  Our success is built on a dedicated team producing truly world class
products with great back up and customer support.  As I mentioned earlier we
have to date never had a product returned to us by an unsatisfied customer and
that is a record we are very keen to maintain.  Our partnerships with major
industry players such as Hella, Schlumberger and Volvo; the tremendous research
progress to date in our glaucoma work and the successful launch of licensing
based opportunities such as Pillar Visions' Noah basketball all bode well for
the future.  We are on a sound financial footing to support our on-going
engineering and business development activities as we pursue our objective of
becoming profitable in 2007, and we very much look forward, as I am sure all our
shareholders do, to that eventuality.



Thank you.

Nick Cerneaz


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