Good morning, everyone. My name is Tess Palmer, and I'm the Group Director, Investor Relations and External Communications at Atlas Arteria. I welcome you to Atlas Arteria's 2026 annual general meetings. The meetings are being held as hybrid meetings, which means we have security holders and proxy holders attending both in person and online. As a result, there are a few important housekeeping matters to cover before we start. First, for those attending in person, if the building fire alarm sounds or you are advised that there is an emergency in the building, please follow the directions of the warden. The exit will be by the stairs next to the lifts. The bathrooms are located in the halls on either side of the lift well, and please turn your mobile phones to silent during these meetings. For everyone's information, due to Atlas Arteria's stapled structure, there will be two meetings taking place this morning, one for Atlas Arteria Limited, the Australian parent company that forms part of the Atlas Arteria Group, and one for its stapled entity, Atlas Arteria International Limited, the Bermudian parent company of the group. For today's meetings, you will hear from the Atlas Arteria Limited Chair, Debbie Goodin, the Atlas Arteria International Limited Chair, Fiona Beck, and Hugh Wehby, the CEO of Atlas Arteria. You will also hear from each of the directors who are being considered for re-election at today's meetings. In relation to the formal business of the meetings, voting on the resolutions is by way of a poll. To provide security holders and proxy holders with sufficient opportunity to vote, the chairs will declare the poll open on all items of business to be considered at the meetings after they formally open each meeting. I will provide further instructions on how to vote at today's meetings shortly. The proxy positions, including open proxies, were released on the ASX earlier today and will be shown as each resolution is introduced. The final results for all resolutions considered at the meetings will be released to the ASX after the end of the meetings. As mentioned in the notices of meeting, the chairs will vote all undirected proxies held by them in favor of the resolutions. At the conclusion of the meetings, we will invite those attending in person to join us for refreshments. Security holders, proxy holders, and corporate representatives may vote on the items of business once the polls are open. If you're here in person and entitled to ask questions and vote at today's meetings, you would have received a blue voting card. If you are entitled to ask questions but not vote at the meetings, you would have received a yellow card. If you haven't received a card and you think you should have, or you think you've not received the correct card, please go to the registration area where a Computershare representative will assist you. To vote on an item, please tick or mark the for, against, or abstain box for the relevant item. You must only mark one box for each item. You will be given time to vote on each item following the discussion on that item. For those attending online, when the chairs declare the polls open, a voting icon will appear on the screen and the items of business will be displayed. To vote, press the vote icon and the voting options will appear on your screen. You can then select your voting direction and a tick will appear to confirm receipt of your vote. There's no need to hit a submit or enter button as the vote is automatically recorded. You will receive a confirmation notification on your screen. You can change your vote up until the time I declare the voting closed. Security holders, proxy holders, and corporate reps, pardon me, corporate representatives may ask questions during the meetings. To ask a question in person, please approach the microphone when prompted and show your investor card to the Atlas Arteria representative. Once you have done this, state your full name and any affiliation you have. If you're unable to approach the microphone, please raise your hand so a microphone can be brought to you. We ask that you hold any questions on specific resolutions until we come to that item of business. Online attendees can submit questions at any time. To do so, select the Q&A icon, type your question into the text box, and press the send icon to submit. If you have a written question already prepared on any item of business, please submit it now so that as many questions as possible can be answered during the meetings. Please note that your questions may be moderated or, if we receive multiple questions on one topic, amalgamated together. To ask a question verbally, please follow the instructions shown below the broadcast window. Please state your full name before asking your question and limit your questions to one to two at a time to allow others to ask questions. If you are experiencing any technical issues, please call the helpline within the online meeting guide. With all that, I'll hand over to Debbie Goodin, the Chair of Atlas Arteria. Thank you, Tess, and welcome to Atlas Arteria's 2026 annual general meetings. My name is Debbie Goodin, I am the chair of Atlas Arteria Limited. I am advised that there is a quorum present, I declare the meeting of Atlas Arteria Limited open. I will open the polls now so you can commence voting. Firstly, I would like to acknowledge the Wurundjeri people, who are the traditional owners and custodians of the land on which I am presenting today. I would also like to pay my respect to the elders past and present of the Kulin Nation. We respect and value the importance of preserving our traditional owner's cultures and customs. We are an Australian-listed staple group with operations over three continents, I wish to acknowledge the traditional owners of all those lands. Most of you will know the relationship between the two companies, it is set out on the screen for ease of reference. This morning, I will refer to the Australian entity as ATLAX, the Bermudian entity as ATLIX, and the group as Atlas Arteria. In addition to chairing ATLAX, I am also a director of ATLIX. The chair of ATLIX is Fiona Beck, who joins us today from Bermuda. Hello, Fiona. Good morning, everyone. I would like to extend a warm welcome to all investors and other visitors and reiterate Debbie's thanks to you for joining us and support today. Debbie and I are also joined by our fellow ATLIX directors, Kiernan Bell here in Bermuda, and Andrew Cook in the U.K. I now declare the 2026 annual general meeting of the security holders of Atlas Arteria International Limited open, and on advice declare that we, too, have a quorum. I also confirm the polls for the ATLIX items of business are now open, so you can commence voting. While I will chair the ATLIX meeting today, I have asked Debbie, as a director of ATLIX, to assist with the running of the meeting to make the process smoother. I will now hand back to Debbie. Thank you, Fiona. I would now like to introduce the ATLAX directors. Joining me in Melbourne today are Hugh Wehby, our Managing Director and CEO; David Bartholomew, Chair of our People Remuneration Committee; John Wigglesworth, Chair of our Audit and Risk Committee; Ken Daley; and Danny Elia. Attending online are Jean-Georges Malcor, who is in France, and Laura Hendricks, who is in the United States. You can see Jean-Georges and Laura on the screen. Joining me on the stage are Daniel Krutik, Group Director, Legal, and Tess Palmer, who you heard from earlier. Tess will be assisting me in the meetings by reading out any written questions. Joining us in the audience are Geraldine Leslie, our Group Executive, People and Culture; Sam Vorwerg from Deloitte, our Auditor. Also with us online are Vincent Portal-Barrault, our Chief Financial Officer, joining from Luxembourg, and Amanda Baxter, our Chief Commercial Officer, joining us from the U.S. Finally, Michael Hutchinson of Computershare, our share registry, who will be the Returning Officer for today's meetings. One final point before I move to my Chair address. A number of directors are up for re-election at today's meetings, and they will address security holders briefly when we come to those agenda items. I will now move to my Chair's address. There is significant interest in the hostile takeover offer that was announced by IFM two weeks ago. The independent directors of Atlas Arteria recommend that security holders reject the offer, and I will address that shortly. However, I wanted to start today's meeting by sharing some details on the significant progress achieved across the business in 2025. 2025 was a positive year for Atlas Arteria. This was Hugh's first full year as CEO. The boards are very pleased with Hugh and the rest of the Atlas Arteria team and what they have achieved during the year. Hugh has swiftly built strong relationships with our partners and investors, refreshed the company's vision and strategy, and reorganized the leadership team. Against the backdrop of a complex external environment, including political and regulatory uncertainty in several of our markets, our businesses were resilient and traffic performance remained steady in 2025. Toll revenue grew at each of our businesses, and Atlas Arteria's proportional EBITDA was up 9.3% on the prior year. We continued to deliver distributions of AUD 0.40 per security in line with guidance. This was achieved despite the impact of the French government's temporary supplementary tax, the TST, which was levied on large French businesses in 2025. The TST has subsequently been extended to 2026. In 2025, we also introduced greater clarity for investors on our approach to capital allocation. First, we established a clear distribution policy to pay 90%-110% of free cash flow to investors. At the same time, we refined our definition of free cash flow to better align with operations at our businesses. We set out a capital allocation framework, which explains how we think about the deployment of cash flows between distributions, reinvestment, and additional investor returns. We have given 2026 distribution guidance of AUD 0.40 per security, as well as confirmed our target to maintain distributions of at least AUD 0.40 per security. We know that distributions are extremely important to many investors, and these changes provide transparency over future distributions. As always, our distribution guidance statements remain subject to continued business performance, changes to current taxes, movements in foreign exchange rates, and other future events. In 2025, we reshaped our strategy around three clear priorities to optimize business performance and drive growth. Hugh will expand on these. I want to be clear that optimizing the performance of our existing businesses remains key. As we do every year ahead of the AGM, we have engaged with our investors on this strategy. The feedback has been supportive. Our strategy is the foundation from which future investor returns will be generated. Atlas Arteria has a unique but effective governance structure. We have two boards and a combination of independent nominee and executive directors. I want to assure all investors that your interests are being represented by a group of individuals with deep corporate, financial, operational, and toll road experience. We work well together to protect and enhance investor value. I also want to emphasize that the two IFM nominee directors, Danny Elia and Ken Daley, have been actively involved in shaping Atlas Arteria's strategy and the way we communicate it to investors. We find the criticism we are receiving from IFM on the strategic direction of Atlas Arteria perplexing. The contributions of Danny and Ken, managed under the Director Representation Agreement entered into with IFM in August 2024, have been constructive and valuable. That agreement is aligned to the ASX's corporate governance principles and recommendations, and importantly includes the requirement for Atlas Arteria to have independent chairs and a majority of independent non-executive directors. Today, four independent directors are standing for re-election, each with the unanimous support of all other directors. John Wigglesworth and I are standing for re-election to the ATLAX board. Fiona Beck, Kiernan Bell, and I are standing for re-election to the ATLIX board. You will hear from each of us later in the meeting. In early April, as a part of the notice of meeting, I confirmed that this will be the last time I stand for re-election to either board, having joined ATLAX as an independent non-executive director in 2017. I do not plan to serve out my full three-year term. This means that ATLAX will be seeking a new chair in due course. I am committed to supporting an orderly succession process. I have spoken with many of our partners and investors in recent weeks regarding the planned chair succession process. There is a strong shared view that a well-planned transition is important for the ongoing stability and independence of the boards. Ensuring an orderly process is even more important now that we are facing a hostile takeover bid from our largest investor. Of course, in line with the Director Representation Agreement, any future chair would continue to be independent. Moving to remuneration. Our framework is appropriately structured to support remuneration decisions and outcomes that deliver against Atlas Arteria's vision. We are confident the remuneration framework is fit for purpose. I note that all four major proxy advisors have recommended a vote for all resolutions tabled at today's meeting, including the remuneration report. I am pleased to say that prior to this meeting commencing, we have received sufficient votes in favor of all items to indicate that each resolution will pass. This says to us that our investors, absent IFM, support our stated strategy and understand the need for our boards to remain stable and independent as we respond to IFM's takeover offer. We thank our investors for their support, especially given the significant noise in the market and the media. Turning to the IFM takeover offer. On Monday, 27th of April, we received an unsolicited and highly conditional takeover offer from our largest investor, IFM. There was no prior communication from IFM to Atlas Arteria before the takeover offer was announced, or in fact before the bid was reported in the media. However, your boards were well prepared for this possibility. We have been working with management and our advisors focused squarely on one issue: maximizing value for all investors. ATLAX has set up an independent board committee which excludes the IFM nominee directors and includes Hugh. That committee, along with the independent non-executive directors of ATLIX, has considered the IFM offer. After detailed consideration, the independent directors unanimously recommend that investors reject the offer on the base that that is too low, is opportunistic, and highly conditional. This was detailed in a release made to the ASX on Wednesday, the 6th of May. The independent directors intend to reject IFM's offer in relation to their Atlas Arteria securities. To reject IFM's offer, simply ignore all correspondence from IFM. We note that IFM dispatched their detailed bidder statement on Monday, the 11th of May. We are preparing our target statement, which will set out the independent director's formal recommendation and the detailed reasons for it. The target statement will also include further information to assist investors in assessing the offer, including an independent expert's report. The target statement is expected to be released to the ASX on 26th of May. There are some things, however, that we already know. The offer is too low, opportunistic, and highly conditional. Under the creep provision, IFM has increased its stake in Atlas Arteria from 19.2% in October 2022 to 34.5% in April 2026. Against this backdrop, the independent directors believe the offer is intended to accelerate IFM's creep towards effective control without paying an inadequate control premium. The offer represents a premium of less than 10% to the last closing price prior to its announcement, which is well below the premium typically observed in control transactions. The offer materially undervalues Atlas Arteria. It fails to adequately reflect the value of Atlas Arteria's high quality global toll road portfolio and growth opportunities. It is clear that IFM is seeking control of Atlas Arteria without paying a fair price to other investors. The offer is subject to an extensive list of conditions that may never be satisfied or waived, and some conditions are already incapable of being satisfied. These conditions expose investors who accept the offer to potentially prolonged uncertainty without commensurate value. We are also concerned that IFM's conditions may constrain management from the day-to-day running of our business. We will take appropriate action to ensure that we continue to run the business and maintain and grow value in the best interest of all security holders. The offer is opportunistic. It comes at a time characterized by volatility in global equities, foreign exchange, and interest rates. I do want to acknowledge that our security price has been disappointing recently, and we share your frustration. As infrastructure owners, we take a long-term view of both challenges and opportunities, and are focused on executing our strategy in order to create long-term value. We do not believe that selling below fundamental value is the right reaction to current security price performance. The months ahead are likely to be eventful. While we recognize the interest in our response to the IFM offer, the boards have reinforced to management the importance of continuing to execute on the strategy and delivering the distribution, and management is committed to that task. We are focused every day on creating value for all of our investors. I want to assure you we will continue to be transparent with you through this process, and as always, remain available to receive your feedback on any aspects of Atlas Arteria's business. Thank you for your continued investment in Atlas Arteria and for your support. I will now hand you over to Hugh. Well, thank you, Debbie, and good morning, everyone. It's great to be here with you today. While it's my second AGM, 2025 marked my first full year as CEO, and it was certainly a productive year from Atlas Arteria as we repositioned the business and started to build momentum on our plan to generate long-term value for our investors. During the year, we launched our new vision, refreshed our strategy, and restructured our team. As well as clear direction and alignment on our ambition, we now have the right people in the right roles. Our new executive team took effect in November, with experienced leaders running broader and more connected portfolios to enhance decision-making and execution capability. We also made two high-quality CEO appointments at our U.S. businesses. These changes have simplified how we work and sharpened our accountability. They are a big part of why I'm confident that we'll be able to deliver on our objectives. 2025 was a year of solid financial performance across our businesses, reflecting steady traffic growth, supported by CPI-linked toll increases. On the sustainability front, we continued to make good progress. Particularly, we're embedding a strong safety culture across all of our businesses. It's a non-negotiable that our people get home safely to their families. We also know how important safety is to the customers and communities serviced by our roads. Providing a safe customer experience reinforces both our value proposition and our ability to work in trusted partnership with governments. We are confident in our strategy and the priorities we're focusing on to optimize business performance and drive growth. We are positive about how it all comes together to generate value for you, our investors. Before I walk you through the detail of this, I'd like to share some of my observations after my first full year as CEO. If I could distill Atlas Arteria's strengths to three things, they would be performance, partnerships, and resilience. Firstly, our business is made up of highly capable people who are driven by performance. Building and optimizing a world-class portfolio for the long term is at the core of what we do each and every day. Progressing strategies to unlock value in our existing businesses is a priority for everyone across the organization. This focus is led by our boards, as you heard from Debbie, continually driving performance and value. In the past year, the boards have played a significant role as management has reshaped the vision, outlined the value creation pillars, and restated our strategic priorities. Their involvement in these processes and ultimate support of management strategy has been crucial and helps assure our investors that strong governance will remain a foundation of the board's approach over the long term. We particularly value the strength of our partnerships. At last year's AGM, I referenced a specific and powerful change to our vision statement, partnering to deliver world-class road experiences. We recognize that high-quality partnerships can create opportunities for Atlas Arteria, opportunities that we could not capture on our own, and we understand that investing in partnerships strengthens our competitive position. Thirdly, resilience. Despite global macroeconomic uncertainty and political disruption, our portfolio has continued to deliver. Diversity across our businesses, spanning multiple geographies, regulatory environments, and currencies underscores this resilience. Which brings me to our strategy. As I said, our strategic priorities aim to optimize business performance and to drive growth. As we seek to strengthen our portfolio for the long term, it's important to emphasize that we start with a focus on the businesses we own. Overall, we think about enhancing our portfolio in three ways. First, unlocking value from our existing businesses in terms of operational performance and cash flows. Our multifaceted approach at Dulles Greenway to get the business out of lockup is a good example here. Next, we are focused on opportunities for organic growth at or around our existing footprint. For example, progressing the A412 opportunity and preparing for a wave of major motorway concessions in France. Finally, we also explore new sources of value beyond our current portfolio. I want to be clear that optimizing our current businesses and pursuing growth are not mutually exclusive activities. We can do both well and at the same time. In fact, it's crucial that we do because standing still is not an option given our ambition to deliver sustainable distributions over the short, medium, and long term. One initiative we have progressed with the aim of unlocking value from our existing portfolio is to consider the option of selling the Chicago Skyway. Prior to receiving IFM's takeover offer, the boards, including our IFM nominee directors, approved and issued a Right of First Offer or ROFO in respect of our stake in Skyway to our partner, Ontario Teachers' Pension Plan. If they were to accept the ROFO, we must sell our interest to Ontario Teachers. If not, we may offer our stake to third parties. In the context of the Chicago Skyway ROFO and to address recent market speculation, I confirm that we are not currently involved in any live acquisition processes. Moving on to APRR, our largest business and biggest contributor to cash flows. While we continue to face political complexity in France, the long-term outlook for toll road operators remains positive. France's major motorway concessions begin expiring from 2031. The government is currently considering the framework that will apply to our future concessions. So far, we're hearing that concessions could be shorter, geographically smaller, and potentially subject to stricter regulation. It is unlikely we will get clarity on the final model before the presidential election in 2027 at the earliest. As renewal processes approach, the stability, clarity, and certainty of concession and tax settings will be important inputs into any bidding decisions. The strength of our partnerships definitely come into play as we consider the opportunity set in France. We jointly control APRR with our partner, Eiffage, with whom we've built a strong working relationship over the past 20 years. APRR itself benefits from experienced management, deep stakeholder relationships, a solid balance sheet, and significant operational capability. All of this places us in a strong position to participate in the opportunities we see before us in France. Now on to what we're doing to optimize latent value at the Dulles Greenway. We know that getting this business out of lockup is one of the most significant levers we can pull to generate incremental value from our current portfolio. We submitted our latest rate case in December 2025, and this time we've taken a different, more collaborative multi-stakeholder approach. We are working closely with the regulator, the SCC, to facilitate their discovery process ahead of public hearings in August. In March this year, we obtained a positive legislative change for both Atlas Arteria and the SCC. The Commonwealth of Virginia ultimately adopted a bill to allow the SCC to approve multi-year toll rate increases. They also set a procedural deadline for review of our toll rate case applications. Now that the bill has been approved, it allows us to move towards a more regular cadence of potential toll rate increases at Dulles Greenway. As Debbie has mentioned, the IFM takeover offer, in addition to being hostile, opportunistic, and highly conditional, is too low. It does not provide adequate premium for investors for the control that IFM will effectively gain, nor does it reflect the potential value upside from the strategic initiatives that I've just discussed. We need time to crystallize the value of these options, and we want all investors to benefit from the value they can generate. The independent directors continue to recommend that you reject the bid. I'd now like to share a very brief update on year-to-date operational performance. During the first quarter, we saw limited impact from the current macroeconomic factors and rising fuel costs. Overall, toll revenue was up by 0.1% or 1.6% including the impact of foreign exchange movements. Since the end of March, fuel prices have continued to rise. Our traffic data for April shows continued weakness in light vehicle performance at APRR, while heavy vehicle traffic has remained very stable. At Chicago Skyway, the trends from the first quarter have also continued, with relative strength observed in light vehicle performance and relative weakness in heavy vehicles. At Dulles Greenway, we continue to see strong traffic growth. While price shocks can certainly have an impact on traffic in the short term, over the long term, traffic data has demonstrated relatively low elasticity to fuel prices. It is also worth noting that most of our roads have CPI-linked toll regimes providing protection to Atlas Arteria in any inflationary environments. In closing, I'd like to say that we have set a firm foundation and clear direction to grow value in this business, and we look forward to the opportunity to continue to do so. We will do this by continuing to deepen our partnerships and by managing our capital efficiently. Importantly, our strategy and priorities continue to be based on the delivery of our AUD 0.40 per security distribution guidance for 2026. I want to take this opportunity to thank our people for their ongoing dedication and commitment. We achieved a lot together during 2025, and our entire team and our boards are committed to our strategy and to delivering compelling returns for you. We have the high-performing people, partnerships, and resilience to make that happen. Thank you, and back to Debbie. Thank you, Hugh. We will now move on to the formal business for today. The formal proceedings involve the 2026 annual general meetings for both ATLAX and ATLIX, which are being held concurrently as permitted by the constitutions of each company. I now table the notices of the annual general meeting for ATLAX and ATLIX and propose they be taken as read. As we indicated earlier, I will chair the ATLAX AGM and Fiona Beck will chair the ATLIX AGM. For the efficient running of the meetings, the ATLAX board has agreed that I will take security holders through all agenda items. For the purpose of questions and to assist with the efficient running of the meetings, we will group resolutions related to the same subject matter together. I will answer, or if appropriate, redirect any questions to my colleagues, and may respond to a number of questions together if they cover the same subject. If it is not practical to respond to all questions, we will review the written questions submitted and seek to ensure that those read out are representative of the questions submitted. I ask that your questions be kept to the resolutions at hand. We will have an open Q&A session at the end of the meeting. During this open session, we can take questions regarding the business' operation, strategy, and the takeover offer. You may also ask questions of our auditors, Deloitte. You will now see on the screen all the agenda items which form part of the business to be conducted at today's meeting. I will introduce each item of business in turn and then show the proxy position on that item before moving to questions and voting on them. I note that we release the proxy voting results for each item to the ASX prior to the meeting opening. I will start with the items on the audited financial statements. As required by the Corporations Act, I now table the financial report, directors' report, and auditors' report for ATLAX for the financial year ended 31st of December 2025. On behalf of the ATLIX chair, I also table the 31st of December 2025 audited financial statements of ATLIX. The financial reports are included in the 2025 Atlas Arteria annual report, which is available on our website. There is no formal resolution required to approve the financial accounts and reports. Instead, this item of business provides security holders with an opportunity to ask questions in relation to the accounts. Our auditor, Deloitte, has not received any written questions in relation to the content of its report or the conduct of the audit. Sam Vorwerg of Deloitte is here today and will be able to address any questions that you may wish to put to him. If you are attending in person and would like to ask a question, please approach a microphone and state your full name and your affiliation. If you're unable to approach the microphone, please raise your hand so that one can be brought to you. Are there any questions on the item from those attending in person? Tess, were there any written questions for our auditor or are there any questions online? Chair, there are no online questions in relation to this item. Do we have any audio questions? Chair, there are no audio questions. We turn to the resolutions dealing with the re-election of directors. We will start with my re-election to the ATLAX and ATLIX boards and then move on to the other re-elections. I now hand the conduct of the meetings to Fiona for these items. Thank you, Debbie. Item 2a of the ATLAX AGM and 3c of the ATLIX AGM deal with Debbie's re-election as a director of ATLAX and ATLIX respectively. Debbie was appointed to the board of ATLAX in September 2017 and to the board of ATLIX in November 2020. Further, Debbie's re-election to the ATLAX board aligns with the Atlas Arteria cooperation deed, which contemplates that the ATLIX board includes an ATLAX director to facilitate and promote cooperation and consultation between the ATLIX and ATLAX board. Debbie's biography was included in the meeting materials that were circulated to security holders. Debbie is regarded as independent by both boards. The directors of ATLIX and ATLAX, with the exception of Debbie, unanimously support Debbie's re-election to the ATLAX and ATLIX boards. We will now hear from Debbie on her proposed re-election. Thank you, Fiona. This will be the final time I seek re-election of both the ATLAX and ATLIX boards. It has been an immense privilege to represent security holders for the past nine years. I will not go through my skills and experience and committee roles, as these are set out in my biography included in the annual report and the notices of meeting. I will say I am proud of the company's achievements during my tenure. Atlas Arteria now has a high quality global portfolio with significant opportunities and a clear strategy to maximize value for all security holders. Should security holders approve my re-election to the boards, it would be my privilege to work with my fellow directors, Hugh and the executive team, to continue to drive value for all of you. Thank you, Debbie. The status of the proxy votes in relation to these resolutions are displayed on the screen. Do we have any questions or comments in relation to these items from those attending in person? Tess, you have to answer. Sorry, sorry. We have one question online from Stephen Mayne. Does the outgoing Chair, Debbie Goodin, now concede that the Chicago Skyway acquisition hasn't added value, and it was inflammatory to pursue it against the wishes of our emerging largest shareholder, IFM, at the time? If Debbie had her time again, what would she have done differently in relation to the Chicago Skyway? Also, assuming IFM doesn't achieve control in the short term, does she believe that her successor as chair is currently serving on the board, or are we looking outside for a new independent chair? Tess, I think I'll take it in two parts, if I can. The question is around the acquisition of the Chicago Skyway. I believe the acquisition of the Chicago Skyway was a very good acquisition at the time. We, you know, the directors acquired the Chicago Skyway at a time where we were looking for geographical diversification of our portfolio, and that was around the financial opportunity and the geographical opportunity that would provide for us by acquiring the Chicago Skyway. In addition, the Chicago Skyway provides a much longer extension of our concession period for Atlas Arteria, and that was a key driver for the decision we made at the time. Since the time we've acquired the Chicago Skyway, there has been material changes in our macroeconomic environment. The strategy at the time from the board, my view, is that that was an appropriate decision at the time to expand the portfolio of Atlas Arteria by acquiring the Chicago Skyway. I also believe that when we look at the strategy today and what we want to deliver, as outlined by both Hugh and I in our AGM addresses, that this is the appropriate time to explore exiting Chicago Skyway, which is why we have issued a ROFO to Ontario Teachers. The other question was around my succession? Yes. Prior to the IFM offer, the notice of meeting was sent out to security holders. At that time, as I outlined in the and it was published in the notice of meeting, and as I've outlined today, I advised both boards that it was not my intention to stand for re-election and to work through an orderly succession process. This has also been discussed with a range of our investors who are very supportive of that approach. With the IFM bid on foot, that succession will continue to be considered, but of course the board needs to maintain stability as we go through this very active period of time. Thank you, Debbie. Tess, are there any other questions online in relation to this issue? No, there are no further questions, Chair. Thank you. Do we have any audio questions on the line? Chair, there are no audio questions. Thank you. Thank you. I'll now hand back to Debbie. Thank you, Fiona. Next, we turn to the remaining director re-elections. Item 2b of the ATLAX AGM addresses the re-election of John Wigglesworth. Items 3a and 3b of the ATLIX AGM address the re-election of Fiona Beck and Kiernan Bell. The biographies of the directors standing for re-election were included in the meeting materials that were circulated to security holders. The respective boards of ATLAX and ATLIX have considered the qualifications and experience of each of the candidates standing for re-election. The directors of ATLAX unanimously support the re-election of John as a director of ATLAX. The directors of ATLIX unanimously support the re-election of Fiona and Kiernan as directors of ATLIX. John, Fiona, and Kiernan are each regarded as independent by the relevant board. I would now like to invite John to address the meeting. Good morning, ladies and gentlemen. My name's John Wigglesworth, and I'm really honored to address you today as a member of the ATLAX board. I joined the board in January of 2023 when I assumed the role of Chair of the Audit and Risk Committee. In 2024, I also joined the newly convened Safety and Sustainability Committee. By way of background, I completed a 37-year career with KPMG in 2021 when I had the opportunity to work closely with a very large and diverse group of ASX-listed and leading global companies. I also have over 15 years experience serving as a director on a number of listed private and public sector boards. That's given me a really strong understanding of the practices and behaviors that underpin an effective and high-performing board. I firmly believe that my career journey equips me to continue to make a meaningful contribution to Atlas Arteria, and I also confirm that the other roles I hold outside ATLAX don't in any way limit my capability or desire to serve the ATLAX board for another term. With your support, I look forward to continue to serving both Atlas Arteria and its security holders. Thank you, John. We now move on to the re-election of Fiona Beck, and we'll play a pre-recorded video address from Fiona. Good morning, everyone. My name is Fiona Beck. It is a privilege to have the opportunity to speak with you today and to have served on the board of ATLIX since 2019 and as Chair since 2023. I am a New Zealander and have been a resident of Bermuda for over 25 years. I'm a chartered accountant and member of Chartered Accountants Australia and New Zealand. Prior to joining ATLIX, I was the CEO of Southern Cross Cable Network, a submarine fiber-optic highway connecting Australia and New Zealand to the U.S. I held this position for 14 years. I have extensive technology and infrastructure experience. I believe technology helps frame and support great investment. More recently, I have expanded my experience into the ESG space with a focus on sustainability and cybersecurity. I am especially proud of the uplift in Atlas Arteria's safety and sustainability maturity in recent years as the inaugural Chair of the Safety and Sustainability Board Committee convened in late 2024. Our development in this area can be seen in our 2026 annual report, which for the first time brings together our financial and sustainability reporting in the same cohesive document. Another significant proof point is our strong performance in the various ESG benchmarks, including our MSCI ESG rating, which was lifted from double A to triple A last month, marking Atlas Arteria as a leader in the transportation industry. I currently serve on the board of two other publicly listed companies, Oakley Capital Investments Limited, a private equity company with a focus on digital business models in Europe, and IBEX Limited, a provider of tech-enabled customer lifecycle experience solutions for multiple Fortune 500 companies. I confirm I have the capacity and desire to serve the ATLIX board for another term. My governance and business expertise, in particular my skills in linking technology and infrastructure, is relevant to Atlas Arteria as we look to build and optimize a world-class portfolio in a sustainable way. With your support, I look forward to continuing to serve on the ATLIX board. Thank you, Fiona. We now move on to the re-election of Kiernan Bell, and we'll play a pre-recorded video address from Kiernan. Good morning, ladies and gentlemen. My name is Kiernan Bell. I am joining you from Bermuda. I am honored to address you as a member of the ATLIX board, a board that I joined in September of 2023. I am a lawyer by training and profession, qualified as a barrister in England in 1994. I retired from the partnership of Appleby, a global offshore law firm, in 2017, having served during my tenure as the head of dispute resolution, as well as the Managing Partner of the Bermuda office. During the course of my professional practice, I've regularly advised boards of public and private companies on complex restructuring, legal and governance matters. Many of those companies and clients were law companies, with offices and operations in multiple jurisdictions. Over the past 20 years, I have been privileged to serve as an independent director on a variety of boards, both corporate and nonprofit, and I've served in that capacity on audit and risk committees, governance committees, and latterly remuneration committees. I am on the panel as well of Assistant Justices of the Supreme Court of Bermuda, and I have completed recently a term as an independent senator on the Senate of Bermuda, serving as the Vice President of the Senate. Since my appointment to the ATLIX board in 2023, I have endeavored to provide objective, independent, and meaningful oversight, particularly with regard to Bermuda law matters and governance, but also through my membership of the People and Remuneration Committee. I currently serve as well as a non-executive director of an LSE-listed company, Oakley Capital Investments, and I also serve as a director on several unlisted Bermudan companies. I confirm I have the capacity and the energy to continue to serve on the ATLIX board for another term, and with your support, I look forward to continuing to serve on the ATLIX board. Many thanks. Thank you, Kiernan. The ATLAX and ATLIX boards, with the exception of the respective directors in relation to their own re-election, unanimously recommend the re-election of John, Fiona, and Kiernan. The status of the proxy votes in relation to these resolutions are displayed on the screen. Do we have any questions or comments in relation to these resolutions from those attending in person? Can you get through? Yeah. That's all right. There you go. Thank you. My name is Mike Muntisov. I'm a Volunteer Company Monitor from the Australian Shareholders' Association. We advocate for transparency and fairness for retail shareholders. As a reminder, Atlas Arteria has about 20,000 retail security holders. First, I want to make the comment and thank you for continuing to hold your AGMs as hybrid meetings, which really maximizes shareholder engagement. My question is to Kiernan Bell. Atlas Arteria has a minimum security holding policy for directors that requires them to hold the equivalent of 100% of their annual fee within three years of their appointment. Ms. Bell has a very small holding and is well short of that requirement. I'd like to ask her, what commitments she can make, to satisfy security holders that she will maintain this policy, bearing in mind she only has, according to the policy, four or five months to get her security holding up to the policy requirement. Thanks, Mike, and thanks for coming today. We enjoy the engagement with the ASA. This is where we see if the technology really works, 'cause we're gonna go to Kiernan, who I hope has heard the question appropriately and is prepared to provide the answer. Yes. Thank you. Thank you, Debbie, and thank you for the question. Yes, I absolutely intend to meet the policy within the timeframe. I'm ready to go when the next trading window opens. Will buy the securities as allowed when the trading window opens and of course, keeping into consideration any requirements from the unsolicited offer from IFM. As a matter stand, yes, absolutely, I intend to comply with the policy well within the timeframe. Thank you. Okay. Thank you very much. Could I just ask a follow-up question then? This is for the Chair. I'm not sure whether it's you, Debbie, or Fiona. What would be the consequence to Ms. Bell if she fails to achieve that commitment? Yeah. It's always an interesting thing about the, you know, shareholding policy, right? In that it crosses both directors and management. It would be considered in a recommendation for re-election by the other directors if a director had not met their policy requirements. I have a commitment from all the directors on the ATLIX and ATLIX board that they will meet their policy requirement. What I would say is we have a trade, trading windows for ATLIX are closed a lot of the time, particularly with the activity that has been going on with regard to our strategy and now more recently with the IFM bid. When it opens up, you'll see that the trading does occur. It would be enforced through recommendations to the AGM. Thank you. Tess, are there any questions online in relation to these items? Yes, Chair. I have a question from Mr. Stephen Mayne. In her formal address, the Chair described the behavior of the IFM nominees on the Board as perplexing. Could John Wigglesworth, as one of the Australian-based Directors on the ground, please provide his perspective on this he said, she said situation? Is he also perplexed? What does he think explains this situation? Before I pass over to John, I wanna clarify exactly what I did say in my AGM address. What I did say in the AGM address is that the strategy of Atlas Arteria is supported by all of our board directors, including the IFM nominee directors. What I said was perplexing is a criticism we are getting from IFM itself regarding our strategy. They are two different entities. Can I make it clear, we see IFM in two parts. We see our directors, Danny and Ken, that sit on our board as our IFM nominee directors on the board. Our IFM nominee directors are bound by the Director Representation Agreement, the conflicts of interest protocol, and also by their requirements of their fiduciary duties under the corporations law. We have, at no time, questioned the integrity or the contribution of our IFM nominee directors on the board. We support them wholeheartedly, and we have value, and we continue to value their contribution. What I see separately is IFM HQ. They are the shareholder who is responsible for the bid, and that is when I refer to the perplexing narrative that we are getting regarding our strategy, it is coming from our IFM shareholder rather than our IFM nominee directors. With regard to what John can clarify, and I think with the he said, she said, is I can confirm that the IFM directors have been fully involved in all board deliberations regarding our strategy, and that strategy has been provided to the market as a part of our public presentations. As those public presentations are also signed off by the board, of which they are party of that decision-making. Maybe if I can leave it, John, you've had time to think of your response. Stephen Mayne, thank you for the question. Look, the only thing I'd like to add to Debbie's comments is, I think both Danny and Ken are making a tremendous contribution as directors of the Atlas Arteria board. It, at all times, I've observed them working very hard to continue to act in the best interests of the company as they should do. I have no examples where I've, sitting in the room, have felt like they're sitting in the room as IFM representatives. On the contrary, they're working very hard not to do that. I'm extremely comfortable with how they're behaving. The Director Representation Agreement was a very important stage in our process and gives us a great framework which allows us to work closely with them. It helps us understand how to deal with issues around conflicts of interest, and it's working very effectively. Thanks, John. Tess, do we have any more questions online? Chair, there are no further online questions. Do we have any audio questions on the line? There are no audio questions. Thank you, Chair. Next, we will consider item 2 of the Atlas Arteria AGM. This item of business relates to the reappointment of Deloitte Touche Tohmatsu as the auditor of ATLIX from the conclusion of the meetings. All companies to which the Companies Act 1981 applies are required to appoint auditors at each annual general meeting to hold office until the close of the next annual general meeting. Deloitte has confirmed its independence in our Audit and Risk Committee, and the Boards are satisfied with its independence. The status of the proxy votes in relation to this resolution are displayed on the screen. Do we have any questions or comments in relation to this resolution from those attending in person? Tess, are there any questions online in relation to this item? Chair, there are no online questions in relation to this item. Do we have any audio questions on the line? Thank you, Chair. There are no audio questions. The next item of business is item 3 of the ATLAX AGM, the adoption of the ATLAX 2025 remuneration report. The ATLAX 2025 remuneration report has been circulated to security holders, including a covering letter which explains Atlas Arteria's remuneration philosophy and framework, the outcomes of executive remuneration in 2025, and the annual fees paid to directors. The report and the covering letter can be found in the 2025 annual report and are available on our website. Voting restrictions apply to this resolution and are set out in the ATLAX notice of meeting. The status of the proxy votes in relation to this resolution are displayed on the screen. Do we have any questions or comments in relation to this resolution from those attending in person? Tess, are there any questions online in relation to this item? Chair, there are no online questions in relation to this item. Do we have any audio questions on the line? Thank you, Chair. There are no audio questions. I now turn to items 4 and 5 of the ATLAX AGM, which seek approval for the grant of performance rights and restricted securities to the Managing Director and CEO, Hugh Wehby. Details of the terms and conditions of the grants and the reasons for the grants are contained in the remuneration report and the ATLAX notice of meeting. Voting restrictions apply to this resolution and are set out in the ATLAX notice of meeting. The status of the proxy votes in relation to these resolutions are displayed on the screen. Do we have any questions or comments in relation to these resolutions from those attending in person? Tess, are there any questions online in relation to these items? Chair, there are no online questions in relation to these items. Do we have any audio questions online? Thank you, Chair. There are no audio questions. The next item of business are item 6 of the ATLAX AGM and item 4 of the ATLIX AGM, which seek approval to increase the non-executive director fee pools for ATLAX and ATLIX. The reasons for the proposed increases are outlined in the notices of meeting. The status of the proxy votes in relation to these resolutions are displayed on the screen. Do we have any questions or comments in relation to these resolutions from those attending in person? Tess, are there any questions online in relation to these items? Chair, there are no online questions in relation to these items. Do we have any audio questions online for these items? Thank you, Chair. There are no audio questions. Thank you. That is the last of the resolutions. I will now take any general questions on the company's operations, strategy, or the takeover offer from the floor and online. Are there any questions from those attending in person? I'd like one. Well, first if you wanna come up to the microphone and we'll go first. You've gone. Chair, thanks for your presentation. I just a couple questions if that's all right. Sorry, your name? Oh, sorry. Mark Tofy, representing Bellissa SuperFund, a shareholder. Could you come closer to the mic? Oh, sorry. Is that better? Yeah. Your introduction again. Sorry. Mark Tofy representing Bellissa SuperFund. A longstanding shareholder. First question just around the toll roads and your comments about reduction in traffic. Maybe it's early, are we seeing any detection of EV vehicles, i.e. BYD use that we're now seeing in Australia, on some of the toll roadways to start to replace some of the diesel vehicles which might be being taken off the roads? Yeah. Thank you. Right. Is that on, Hugh? Over to Hugh, please. Yeah. Sorry. Thanks very much for the question. In relation to our traffic performance, we're still seeing growth across the portfolio. In fact, very strong growth in Virginia. Slightly weaker performance in heavy vehicles in the Chicago Skyway and light vehicles in France, but overall growth. In relation to the penetration of electric vehicles generally, a much higher take-up of electric vehicles in Europe than we do see in Australia. That is not the same trend as we're seeing in the U.S. It's a very high proportion on the APRR network in France, but still relatively low on our U.S. networks. Great. Thank you. Just a second question in terms of French politics, a little hard to speculate on French politics, in terms of even the cost of living pressures that we're seeing right across Europe, and the political landscape in France, how does that kind of frame the discussion around what might happen on setting future if this situation prevails into the future, sort of costs and feeding into the political background, if you like? It is incredibly difficult to speculate on French politics, but the budget is a challenge. What we have seen in the last couple of years, which Debbie referenced in her address, is a temporary tax called the temporary supplemental tax or TST, which has impacted our cash flows. We expect that to be temporary, albeit we expect the budget challenges to remain. In terms of what that means for the future opportunities and challenges in France, we have a 2027 presidential election. It is very uncertain who will prevail in that election and whether they have a balance of power to be able to implement their policies. One thing is quite clear though, is we won't get clarity on the new concessions prior to that presidential election. What we have heard though from the bureaucrats after the conference that was held on this very matter last year, private sector involvement going forward beyond the current concessions, continuation of the concession model, but perhaps smaller geographic boundaries and shorter terms than we've seen historically. To put that in context, I think it's important, our current network is 2,000 km, so smaller geographic boundaries doesn't mean small, it just means smaller than they are today. The current concession was around 60 years. Again, shorter doesn't mean short, it means shorter than 60 years. We're quite buoyed by the framework law that's been proposed for concessions, but we won't have certainty for another at least a year. Then just lastly, if I could, a little perplexed, I guess, on the Chicago, the timing of the discussion around the sale of your interest. Also could you confirm there's no provisions or the carrying value, sorry, to go back to financial accounts, in relation to that asset and how it's being held in your accounts. Can you confirm there's no contemplation of provisioning against that asset value? I might take the first part. The decision to issue a ROFO, and indeed was made by all of the directors, that's the first very important thing, as part of our strategy. The other important part of it is that we issued our ROFO five days before we received the takeover bid from IFM, which we did not know about. The other part of this question was around? Around the accounts. The accounts. That's right. The accounts around the accounts. First of all, the ROFO is included in our accounts, and I might just ask John just to make a reference to, as the Chair of our Audit and Risk Committee, it's in our accounts. Maybe just take the accounting question, John, and then in summary. Yeah. In terms of the carrying value, I guess we're, as you might imagine, spending a lot of time looking at fair values of assets in the portfolios at the moment. We do run a very conventional, but I think very sophisticated process in the lead up to each reporting date around impairment. There's kind of two phases to that. We look for indicators of impairment first, and if they're present, then we would do a full-blown test of the fair value of the asset. Those processes haven't occurred yet because we're sitting here in May, and our half year is 30 June. There's nothing on the table at the moment that would have any, you know, warning lights going off in relation to the carrying value of the Skyway. Very good. Thank you for answering my question. My pleasure. My name is Boo. Okay, hang on a minute. Yes. Yeah. Thank you. My name is Boo. I'm a Corporate Representative. My question is with regard to this hostile takeover. Have you given any thought of, should it succeed, what happens to those who have voted not in favor of the hostile takeover? First of all, our recommendation to all our security holders is that you reject the offer. That's been set out very clearly. What I would tell you is that on the 26th of May, we will be releasing a very detailed target statement, and that target statement will provide much more detailed information from the company. It will also provide an independent expert's report, and therefore you will be able to be much more fully informed about your decision at that time. Hang on a minute. Following that, the bid must stay open for a further two weeks. It could be extended for longer. To be clear, the current offer before you is at AUD 4.75. That is less than the current trading price, okay? I can't recommend you more than that, but I point out the current bid is AUD 4.75. I'm not asking for your recommendation... Yeah. Okay. ...with regard to my personal thing. I'm asking with regard in general. What happens, let us say in six months time, this takeover offer succeeds? There will be plenty who won't have voted for it. First of all, it's an academic question that I can't answer... Yes. ...right? Who knows what the situation could be in six months' time. All I can say for you is if I look at the current bid that's in front of you, it is opportunistic, and it's low value, and it does not represent fundamental value for the company, and I would encourage you to reject it. That's all I can say. I cannot predict what will be the situation in six months' time. Thank you. Mike, we should've got you standing closer to the microphone. Yes. That was a mistake, yeah. I just wanna follow up on the Chicago Skyway discussion and comments. You mentioned that that was the right strategy at the time of the acquisition. You mentioned that things have changed. It's not clear to me exactly what the strategic basis for now putting it up for sale. What is the strategy behind putting it up for sale? If you could outline that. Okay. so Hugh, do you wanna... I'm, yeah, I'm very happy to take it. Yeah. Yeah. Okay. Look, as Debbie mentioned, she's covered the strategy around the acquisition. In terms of the current portfolio across the board, not just Skyway, about 12 months ago, I'd been in the seat for six months, and we conducted a strategy session with all directors looking at optimization of the existing portfolio. When we looked at the Dulles Greenway, there were very clear and different approaches we were proposing to take on rates. We looked at APRR, very excited about network enhancements and then concessionary tenders. When we looked at Skyway, the biggest challenge we are facing is the delta between the market's view of value and analysts in particular, and what our view of value is, there weren't obvious short-term operational improvements to close that value gap. That value gap also exists in what we're seeing from IFM. As we look at it, after 12 months of consideration, we decided we would like to test the market. To test the market, the ROFO is a prerequisite. That is a binding offer to sell. If Teachers exercise it, we have to sell, as I said. If they don't, we then have the option to test the market. It's not a formal guaranteed sale process. We believe it is one of the key options to considering closing the gap between market perception of value and our perception of value. Okay, thank you. I've got a second question. Of course. If I could. I assume that you've met with some of the larger shareholders regarding the takeover proposal. If you have, is there anything you can share with us about those meetings and their views? Yes, I can confirm I've had lots of meetings with shareholders over the last few weeks. We have a normal cadence of meetings with our security holders. Leading up to the AGM, indeed before we received the offer, Fiona Beck and I were out on our pre-AGM chairman's roadshow, and in fact, we met with you at that time as well. We have well-established relationships with our shareholders. When we received the bid, we again contacted all of our security holders, our large investors, large investors and spoke to them about our holding position with regard to receiving the bid because we had not received any notice in relation to the bid, and we had an initial conversation, actually, you know, received some feedback from them. Subsequently, last Wednesday, we issued our ASX announcement recommending that investors reject the bid on the basis that it's too low, opportunistic, and highly conditional. What followed that is Hugh and I physically went and met, and if we couldn't physically meet, we met in person with all of our large shareholders. What I would say is the position that the board has taken is well supported by our largest investors. Okay, thank you. Is there any more questions from people attending in the room today? Tess, are there any general questions online? Yes, Chair. I have a question from Stephen Mayne. Could Danny Elia please comment on why IFM hasn't voted in favor of the chair's re-election today, whether IFM will abstain on all items in the poll like it did in the proxies, or is IFM planning another AGM floor vote like it has done at Atlas Arteria AGMs in the past? If Danny is not in control of the IFM voting today, who is making those decisions? Is it Kyle Mangini, who has been quoted in the press, or the IFM board? Thanks for the question, Stephen, and I will ask Danny to comment in a minute. As I was clear earlier, we look at IFM in two parts. We have our IFM directors, and as we've said, we believe the IFM directors are undertaking their roles on their board and acting in the best interest of all security holders. The IFM nominee directors voted in support of all of the resolutions. The four main proxy advisors recommended to investors in favor of all resolutions. IFM has taken the position to abstain. We find that disappointing given they have voted in favor of resolutions previously. We have no indication that the abstain vote will be changed. There's no indication that that vote will be changed today in the meeting. We also know that our IFM nominee directors have not participated in what IFM's view are on how they vote on these resolutions. Perhaps, Danny, given the question was targeted at you, as a question that you can just comment perhaps on your role in forming up the votes that IFM as a shareholder might make. Can you hear me okay? I'm delighted to say I have no information to report. I certainly as a director of the company don't take directions from IFM, and IFM doesn't take directions from me. We have really strict arrangements regarding information flow. People are often curious around this. It does get awkward at times. Ken and I are absolutely aligned with the board in many of the decisions that you've actually seen and spoken about today. We're quite proud of our contribution to the board, and that remains. We are not operating on the inside of IFM at all, any part of their deliberations or their strategies. We read the papers with as much curiosity as the rest of you 'cause that's all news to us. Thanks, Danny. Thanks. I have a related question, Chair, from Stephen Mayne. Could Danny Elia, who has been on our board since August 2024, please summarize who he has in the room at Dexus Tower for IFM today and exactly what he is playing at with this bizarrely structured hostile takeover and the Takeovers Panel action that he, as the global head of IFM Infrastructure, initiated yesterday? Also, exactly how did he not know about the recent engagement Atlas has had with Ontario Teachers around the Chicago Skyway asset when he is serving on this board and wasn't excluded from discussions? The Chair has today described his behavior as perplexing. What is his response? Sorry, Danny, just before you answer. First of all, what I wanna clarify is that yesterday IFM made an application to the Takeovers Panel in relation to, Atlas Arteria. The Takeovers Panel released a media release yesterday, that clearly sets out the nature of that application from IFM to the Takeovers Panel. We are unable to discuss that application under strict requirements from the Takeovers Panel's rules. What I would say is I know that Danny, and he will assure you, had no knowledge about the Takeovers Panel action, nor how the bid is being conducted by IFM HQ. The other thing is I wanna come back around the strategy of the organization, and indeed the decision to release the ROFO. All directors participated in the decision to issue a ROFO to Ontario Teachers, we see that in line with our strategy. I'm sure Danny will be able to comment that he was also a part of the decision to issue a ROFO. My comment around perplexing is that if you have your largest shareholder under a Director Representation Agreement that has two highly qualified directors on your board that work with you in forming the strategy of the company, then it is interesting, and as I said perplexing, that the shareholder who indeed appointed those two individuals then criticizes the strategy of the company. My comment around perplexing is for IFM HQ as a shareholder, indeed not to our directors. Danny, maybe if I can ask you to talk about the ROFO, and I'm sure you'll confirm that you didn't know about the bid or the Takeovers Panel. I can confirm that. I think it's really important, I mean, I think the word perplexing arises because you've got IFM nominees and you've got IFM as a shareholder. We don't do our homework together. When Ken and I look at a decision that's before the board, like the ROFO decision, and support it as we did, we did that work on our own in our capacity as directors acting on behalf of every security holder. That's where we arrived at. If IFM has arrived at a separate decision to that or a view to that, I could not give you any insight into that 'cause I have no color or no insight into that. The separation I cannot stress is incredibly strong, right down to minutiae like, what devices Ken and I actually put our information on. There's a very strong separation. Thanks, Danny. Do we have any more questions online, Tess? I have another question from Stephen Mayne. If we sell our 66% stake in Chicago Skyway, our business will be materially smaller. How would such a substantial reduction in our business intersect with Hugh's incentive arrangements? Also, how do the change of control arrangements work if IFM gets above 50% and seizes board control? I might comment on Hugh's incentive arrangements, and Hugh can think about how he wants to address the issue around change of control and how that interacts with Chicago Skyway. Hugh's incentive arrangements are very clearly set out in the remuneration report. He has STI criteria that he needs to meet under his KPIs, 70% balanced to financial criteria, 30% to non-financial criteria. That is clearly set out. The LTI also has clearly set out metrics about what needs to be achieved to satisfy in the normal course by the LTI testing and vesting. The change of control arrangements are also set out in our remuneration report, and they are there for all shareholders to review. I wanna point out that directors maintain discretion around how STI and LTI arrangements vest in the event of a change in control, and that is also clearly set out in the remuneration report. Hugh, I might refer to you around change of control in Chicago Skyway. Thanks, Chair. There is a put option in Chicago Skyway, and if I give a very brief background, when we bought Chicago Skyway, we bought into an existing business with an existing shareholders' agreement with change of control provisions. The change of control provisions were not able to be applied to a listed company, so there was a new put option. Practically what that means is that if we have a change of control, if a shareholder gets more than 50% of Atlas Arteria, our partner Ontario Teachers is able to sell their stake, their 33% stake in Chicago Skyway to us at fair market value plus 7.5%, so a premium to fair market value. That has been in existence and disclosed in the acquisition documents. It is valued and disclosed in our accounts as a potential financial liability with probabilities associated with it, but the trigger for that is 50%. I wanna stress that there's nothing before 50%. It still requires a decision of Ontario Teachers to sell their shares. There are a number of strategies as part of our value optimization that we have pursued in order to protect shareholders and protect value in the case of that being exercised. Thanks, Hugh. Tess, are there any other questions? I have another question from Stephen Mayne. Could audit signing partner Sam Vorwerg from Deloitte comment on whether he is getting involved in the decision-making process in deciding what information is made available to the two IFM nominees on the board? If the auditor is not involved, who from outside the board is providing the advice on where that line should be drawn? Could the Chair and IFM nominee, Danny Elia, both please comment on whether there has been any disagreement regarding the application of conflict of interest principles, the provision of information, and requirements for the IFM nominees to leave board and committee meetings? Tess, I think I'm gonna need you to break down 'cause it's, like, multiple layers in that question. Can you just give me a bit at a time? Sure. We'll start with the question, does the audit partner, Sam Vorwerg, get involved in the decision-making process in deciding what information is made available to the two IFM nominees? If it is not he who is involved, who from outside the board provides that advice? Sam, I'll get you to stand up at the microphone, but I can confirm that the auditor does not get involved on information that goes to the non-independent directors, being Danny and Ken. That is a decision that lies with me, and I have absolute control of that under the Director Representation Agreement and the conflicts of interest protocols. Sam, did you want to comment? That is correct. I have no involvement. Thank you. The next part. Could the Chair and Danny Elia both please comment on whether there's been any disagreement regarding the application of the conflict of interest principles? The conflict of interest protocols importantly apply to all directors, and I think that that's really important, so they're not specifically called out. We have the Director Representation Agreement, which effectively assists us in governing the arrangements between the IFM nominee directors and the board. I can't recall any conflicts or, I mean, I think we've, you know, we obviously have meetings that do not include the two IFM nominee directors. We have them in the normal course. We had them before we received a takeover bid. Since we have received the takeover bid, however, we have formed an independent board committee, which is a requirement, and the independent board committee of ATLAX excludes the two IFM directors, but does include the managing director. The independent board committee of ATLAX, together with ATLIX, are considering all items in relation to the takeover offer. Indeed, we do board deliberations that are defense-related or, you know, in relation to how we would prepare for defense that have excluded the two IFM directors. What I would assure you is if we're having a board meeting and that excludes the two IFM directors, I have the common courtesy to actually let them know that we're having that discussion. Danny, do you wanna comment any further? Not much. Ken, if you've got anything you'd like to add? It's really, I think, Debbie, just as you've said, and I think the other thing I'd just be really clear about, the dynamics of the board have been really constructive. It's awkward when you're sent out a room. You know, the dynamics have been really clear about that, and I think on all fronts. It's been a really high-functioning board, I think, and when the board's needed to kick us out, that's Debbie's call. We take no offense, and that's happened on a number of occasions. We have one final question from Stephen Mandelli. Okay. Why don't Ken Daley and Danny Elia resign immediately from the board? Surely it is untenable to remain on the board given what their nominating shareholder is doing. This is like a political leadership challenger staying in cabinet. You need to resign until the leadership challenge is resolved. Okay. First of all, I'm gonna Well, I'll hand over to Danny, and then I'll hand over to Ken. I mean, First of all, I think it's important that we actually reiterate that Danny and Ken are undertaking their roles in accordance with the fiduciary duties outlined in the corporations law. Those duties continue. We have the takeover offer, and we will continue to deal with the takeover offer with the independent directors. Separately, we've still got a company to run, and we are gonna run that business in the best interest of all security holders. We believe that Danny and Ken will continue to make contribution for all of our BAU decisions that we would have in the normal course of business. Danny? Yeah, look, no intentions to resign. I think there's a lot of opportunities in the company, and I look forward to contributing as I have. Ken and I have to work doubly hard, really to build trust at a board, which is a fundamental part of any board working. That's going to continue. IFM nominates me to the board, so that's their prerogative to do whatever they'll do, but I'll faithfully do my duties to the board until otherwise. Thank you. Ken? Look, very little to add. I completely agree with Danny's comment. I think I bring good operational experience across a long career in toll roads, and I'm very happy to work in the interest of all security holders. Thank you. We have one more question from the floor, of course. If you could just reintroduce yourself, please. Sorry, yes, Mark Tofy from Bellissa. SuperFund, which are my two daughters, so, given what I've sort of heard, in terms of what's going on. I guess conspiracy theories might say that IFM's seeking to put the company up for sale. Chair, could you confirm that you haven't solicited any higher bids, and/or had any discussions, which is disclosable, of course, in any event, but maybe some comments around that, whether you might see the companies or the whole entity is in actually in play? I, what I would say is a few parts. As we disclosed to the ASX last week, we believe the IFM bid is designed to accelerate their creep of Atlas Arteria. We are also suggesting that, and we are recommending to investors, to reject the offer. The offer is at AUD 4.75, and we recommend that you reject. How that plays out going forward, I haven't got a crystal ball, right? I can't say. What I can say to you is that we will be releasing a target statement on the 26th of May. That target statement responds to the bid statement that was released on Monday by IFM. It also will provide a high level of disclosure that I think will satisfy some questions that investors will continue to have. Importantly, we'll have an independent expert's report. You will also have that information to form your view. Tess, is there any more questions? No further questions, Chair. Okay. Do we have any audio questions online? Thank you, Chair. There are no audio questions. That concludes the Q&A section of the meeting. Online voting will remain open for the next two minutes to allow time for security holders and proxy holders to submit any final votes. For those attending in person, please complete your blue voting cards. Computershare staff are in attendance to collect the voting cards. Keypad's mine. I'm just gonna give a couple of minutes so that we get make sure I've completed mine. Thought I better clean, do my card while we're at it. Thank you. Has everyone now completed their voting card, or do you need more time? I declare the poll is now closed. There are no further business, I declare the ATLAX 2026 Annual General Meeting closed, and thank everyone for attending and for your continued support of Atlas Arteria. I also now declare the ATLIX 2026 Annual General Meeting closed. On behalf of the ATLIX board, I thank everyone for your support. We wish you a good day. The formal results of voting will be released to the ASX later today and posted on our website. With the meetings closed, we invite those attending in person to join us for refreshments. Thank you for your attendance, and I wish you a good day.