I understand the that we dropped out earlier, so we will reconvene the meeting from where it dropped out. We will endeavor to answer all relevant questions from holders during today's meeting. However, the Chairman reserves the right to rule questions not pertaining to the general meeting out of order and to take questions on notice. In order to ensure that all holders have a reasonable opportunity to comment and ask questions, we re-request that holders do not ask more than two questions at a time. The order of taking questions will be first from any holders using the teleconference facility by voice and thereafter from any holders who have asked a question online in text format. I will now ask Simon to commence formal proceedings again. Thank you, Carl. Good morning, ladies and gentlemen. My name is Simon Cheong, and I am the Chairman of AVJennings Limited. I welcome you to this general meeting of AVJennings Limited, which is being held as a virtual meeting, and thank you for your attendance. I note that a quorum is present, and I declare the meeting open. We are meeting today because the company received a second strike on its remuneration report at the 2022 annual general meeting. This was followed by shareholders voting in favor of a spill resolution. The board acknowledges and respects the voting right results of last year's AGM. It is disappointing that this occurred as no shareholders have expressed any specific concerns regarding their remuneration report. The strike against the remuneration report was achieved despite 54% of votes cast in favor of the report and only 23% of the issued capital voted. The subsequent spill resolution saw a narrow majority with 53% of votes in favor. Only 23% of the issued capital was voted. AVJennings is therefore required to convene this spill meeting in compliance with Section 250V of the Corporations Act 2001 to consider the reelection of Directors. Before proceeding with the business of the meeting, I would like to introduce my fellow Directors who are all joining us today. They are Mr. Jerome Rowley, Deputy Chairman, Mr. Bobby Chin, Mr. Bruce Hayman, Mr. Lai Teck Poh, Mrs. Lisa Chung, Mr. Mak Lye Mun, and Mr. Philip Kearns, who is the Managing Director and Chief Executive Officer of AVJennings. Before proceeding with the formal agenda, as set out in the notice of meeting, I will outline the procedures for today's meeting. Voting on items one to seven will be conducted by a poll. By virtue of the virtual meeting platform, all polls will remain open until the conclusion of today's meeting. Shareholders and proxy holders who have registered their attendance for this meeting may select the Get Voting Card option on the navigation page. By following the prompts on the screen, you can cast your vote at any time during the meeting until closure is announced. I do encourage shareholders who have questions to submit them as soon as possible. For each item of business, we will endeavor to address as many questions as possible prior to putting the motion for the item to the meeting. There may not be sufficient time available to address all questions raised, and individual responses will not be sent to shareholders. Shareholder Julie Stokes of Link Market Services Limited. The company's share registry has examined and prepared the summaries of proxies received, will act as Returning Officer in relation to the poll. The result of the poll can be obtained today, later today by visiting the company's website or the ASX. Carl, are there any question logged online prior to the meeting? Simon, there are two questions to you as Chair relating to the share price discount to net tangible assets, as well as to low return on equity and measures to address this and to the company's plans for future growth. Thank you, Carl. The board is very conscious of shareholder concerns in relation to, firstly, share price discount to NTA. Secondly, the company's ROE performance. Thirdly, AVJennings' future growth. These are matters which continuously occupy the board and management attention all the time. To say that the board is sympathetic is an understatement. Without fail, every board gathering, formally or informally, topics on ROE, NTA, share price are vigorously discussed. Ladies and gentlemen, since the business of this meeting is the re-election of Directors, therefore this is not a proper forum to address these questions. However, may I alert shareholders that tomorrow morning our CEO, Phil Kearns, will present the company's first half fiscal year 2023 results and will be available to answer questions. Phil will address matters relating to the NTA discount and ROE performance and the company's future growth. I therefore request patience until tomorrow, where these matters will be discussed, and if there are any questions still, they can be asked at the meeting with the benefit of you all having heard and seen the latest results. Carl? Simon, there was also a question addressed to the auditors pertaining to their views on the company's reserves and its net asset valuation. Thanks, Carl. The auditors are not present at this meeting as they are not required to be present. While I do not claim to speak for the auditors, I do note that the company's last full year account for fiscal year 2022, which dealt with these matters, was signed off by the auditors. I will now proceed with the formal items of business. I am pleased to advise shareholders that an overwhelming majority of proxy votes have been cast in favor of Resolutions one to seven to be considered by shareholders today. Agenda item one is my re-election as Director of the company. I will thus ask the Deputy Chairman or our Deputy Chairman, Mr. Jerome Rowley, to chair the meeting for this agenda item. Jerome? Thank you, Simon. Good morning, ladies and gentlemen. Simon Cheong has been a Director of the company since 20 September 2001. He's Chairman of the board and the Investment Committee, and a member of the Remuneration and Nominations Committees. Details of Simon's qualifications and experience are provided in the notice of meeting. Simon is a valuable member of the board and provides strategic commercial guidance to the board and the company as Chairman and as member of special board, various board subcommittees. In particular, he has been instrumental in introducing new business and financing partners to the company through his extensive business connections, and the company has benefited from the strengths, and his strength of the skills and business acumen, experience, and commitment Simon brings to the role as Chairman. The other members of the board unanimously support the re-election of Simon Cheong and recommend that shareholders vote in favor of the resolution. The company has received the following votes in relation to this resolution. 245.4 million votes in favor of the motion, 23.9 million votes against the motion, and 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from the holders participating by telephone. Thank you. Are there any further questions from phone participants? If no further questions, are there any questions on this agenda item from holders watching online? Yes, there is one question from Roger Flynn. He's question is, what do you understand to be the main reason for the vote strike, and what changes will the board be making? The remuneration that was contained in the 2022 annual report was full and explicit and reflected the many years of prior work up to that point in setting out a remunerations policy and process. We continue to believe in that. However, we have in the last 12 months, engaged with external advice to update that policy to make it more germane to the present environment. Are there any other questions from those online? There are no further questions, no. Thank you. As there are no further questions, I now move that Mr. Simon Cheong be re-elected as a Director of the company. I will now hand back to Simon to chair the rest of the meeting. Thank you, Jerome. Agenda item two is the reelection of Mr. Jerome Rowley as a Director. Jerome has been a Director of the company since March 2007. He is Deputy Chairman of the Board and is also Chairman of the Risk Management Committee and a member of the Audit, Investment and Nominations Committee. Details of Jerome qualifications and experience are provided in the notice of meeting. Jerome has made significant contributions to the board and the company during his years of service as a Director. With his extensive business and financial experience, he adds considerable value and leadership to the committees on which he serves, particularly to the Risk Management Committee, of which he is Chairman. The Risk Management Committee, headed by Jerome, was instrumental in overseeing the company's management of COVID-19 disruptions and efforts to mitigate associated business risks. The other members of the board unanimously support the reelection of Jerome Rowley to the board and recommend that shareholders vote in favor of this resolution. The company has received the following votes in relation to the resolution. 234.8 million votes in favor of the motion, 34.5 million votes against the motion, and 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on the agenda item from phone participants? There are no questions from holders participating by telephone. Are there any question of this agenda item from holders watching online? There are no questions from holders online. There are no further questions, I now move that Mr. Jerome Rowley be reelected as a Director of the company. Agenda item three is the reelection of Mrs. Lisa Chung, AM, as a Director of the company. Lisa has been a Director of the company since 1st June 2021. She is a member of the Risk Management and Remuneration Committee. Details of Lisa's qualifications and experience are provided in the notice of meeting. Lisa brings invaluable commercial, legal, and industry expertise to the company as it redefines its business and financial models to meet the challenges that lie ahead. Her extensive business experience, both in her legal career and as a non-executive Director, adds to the board's strong mix and depth of skills, knowledge, and experience. The other members of the Board unanimously vote support the reelection of Ms. Lisa Chung as a Director and recommends that the shareholders vote in favor of the resolution. The company has received the following vote in relation to the resolution. 245.8 million votes in favor of the motion, 23.5 million votes against the motion, and 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from holders participating by telephone. Are there any questions on this agenda item from holders watching online? There are no questions from holders online. Thank you, Carl. As there are no further questions, I now move that Mrs. Lisa Chung be reelected as Director of the company. Agenda item four is the reelection of Mr. Bobby Chin as Director of the company. Bobby has been a Director of AVJennings since 18th October 2005. He is Chairman of the Audit Committee and a member of the Nominations Committee. Details of Bobby's qualifications and experience are provided in the notice of meeting. Bobby has made significant contributions to the board and the company during his years of service as a Director. With his extensive business, financial, and commercial experience, Bobby adds considerable value and leadership to the committees on which he serves, particularly to the Audit Committee, of which he is Chairman. The other members of the Board unanimously support the reelection of Bobby Chin as a Director and recommend that shareholders vote in favor of the resolution. The company has received the following vote in relation to the resolution. 234.2 million votes in favor of the motion, 35.1 million votes against the motion, and 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from holders participating by telephone. Are there any questions on this agenda from holders watching online? There are no questions online, Simon. As there are no further questions, I now move that Mr. Bobby Chin be reelected as Director of the company. Agenda item five is the reelection of Mr. Bruce Hayman as Director of the company. Bruce has been a Director of the company since 18 October 2005. He is Chairman of the Nominations Committee and a member of the Investment Committee, Remuneration Committee and Risk Committee. Details of Bruce's qualification and experience are provided in the notice of meeting. Bruce is a valuable member of the board, and Directors consider his skills and experience, particularly in marketing, sales, commercial management, to be a valuable addition to the board's existing skills and experience. The other members of the board unanimously support the reelection of Bruce Hayman as a Director and recommend that shareholders vote in favor of the resolution. The company has received the following proxies in relation to the resolution. 234.7 million votes in favor of the motion, 34.5 million votes against the motion, and 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from holders participating by telephone. Are there any questions on this agenda item from holders watching online? There are no questions from holders online, Simon. Thank you, Carl. As there are no further questions, I now move that Mr. Bruce Hayman be reelected as a Director of the company. Agenda item six is the reelection of Lai Teck Poh as a Director of the company. Teck Poh has been a Director of the company since 18 November 2011. He is Chairman of the Remuneration Committee and a member of the Audit and Investment Committees. Details of Teck Poh's qualification and experience are provided in the notice of meeting. Teck Poh is a valuable member of the Board, and the Directors consider his skills and experience, particularly his significant financial experience, to be a valuable addition to the board's existing skills and experience. The other members of the board unanimously support the reelection of Lai Teck Poh as a Director and recommend that shareholders vote in favor of the resolution. The company has received the following proxies in relation to the resolution. 245.3 million votes in favor of the motion, 23.9 million votes against the motion, and 480,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from the holders participating by telephone. Are there any questions on this agenda item from holders watching online? No, there are no questions on this item, Simon. As there are no further questions, I now move that Mr. Lai Teck Poh be reelected as Director of the company. Agenda item seven is the reelection of Mr. Mak Lye Mun as a Director of the company. Lye Mun has been a Director of the company since 15 October 2021, and as a member of the Investment Committee. Details of Lye Mun's qualification and experience are provided in the notice of meeting. The other members of the board believe that Lye Mun brings extensive financial and commercial expertise to the company. His extensive business experience, particularly in banking, finance, and capital markets, adds to the board's existing skills and experience. They unanimously support the reelection of Mak Lye Mun as a Director and recommend that shareholders vote in favor of the resolution. The company has received the following proxies in relation to the resolution. 234.9 million votes in favor of the motion, 34.4 million votes against the motion, 418,000 votes at the proxy's discretion. I intend to vote undirected proxies with the Chairman as proxy in favor of the motion. Are there any questions on this agenda item from phone participants? There are no questions from holders participating by telephone. Are there any questions on this agenda item from holders watching online? There are no questions on this item, Simon. As there are no further questions, I now move that Mr. Mak Lye Mun be reelected as Director of the company. Ladies and gentlemen, would you please now complete and submit your voting card in relation to all the items of business? I declare that the poll for all items will be closed five minutes after the meeting is formally closed. Results of the poll will be made available by an announcement on the Australian Securities Exchange later today. That brings us to the end of the formal meeting. Thank you for your attendance. That does conclude our conference for today. Thank you for participating. You may now disconnect.
Loading workspace