Welcome to the Scheme Meeting of Domain Holdings Ltd, which has been convened pursuant to an order of the Supreme Court of New South Wales dated the 30th of June 2025. My name is Nick Falloon, and I am the Chairman of the Domain Board, and I'll be chairing today's meeting. Before we begin today, I'd like to acknowledge the traditional custodians of the land, the land on which we meet, the Gadigal people of the Eora Nation. We pay our respects to them, their cultures, to their elders past, present, and emerging. It is now past 10:00 A.M., the designated time for the meeting, and I'm advised that the necessary quorum is present, and I therefore declare the Domain Scheme Meeting open. On behalf of the Domain Board and the management team, I would like to welcome our shareholders and thank you all for attending today. I am joined by the Domain Board members, Diana Eilert, Greg Ellis, Geoff Kleemann, Matt Stanton, Mickie Rosen, and Peter Tonagh. Representatives of Domain Share Registry, MUFG, and Corporate Markets are also present to assist in the poll process of the Scheme Meeting. Also present are our legal and financial advisors in relation to the scheme, Gilbert + Tobin in UBS. The purpose of this Scheme Meeting is for shareholders to vote on a proposed scheme of arrangement, which I will refer to as the Scheme, which under CoStar Group, Inc, I will refer to as CoStar, will acquire through its indirect wholly owned subsidiary Andromeda Australia Sub Pty Ltd, which I'll refer to as Bidder Sub, all of the shares in Domain held by Domain shareholders other than members of the CoStar Group, who are described as excluded shareholders. This meeting has been called under the Notice of Scheme of Meeting dated the 30th of June 2025, included in the Scheme Booklet sent to Domain shareholders and which can be accessed on the ASX website and on Domain's shareholder website. I now table the Notice of Scheme Meeting, which I will take as read. Before we proceed with the Scheme Meeting, I have a couple of quick housekeeping points. In the unlikely event of an emergency or evacuation, please follow the green exit signs to evacuate, as displayed on the screen. I also remind everyone that this is a shareholders' meeting and only Domain shareholders, appointed proxies, corporate representatives, and attorneys have a right to speak at the meeting. For those joining us today in person, if you have not already done so, I would appreciate it. If all mobile phones could be switched to silent, recording devices and cameras must not be used during the meeting. I will first outline certain procedural matters, including the logistics of the meeting, then provide an overview of the scheme before moving to the formal business of the meeting, which is the scheme resolution. There will also be an opportunity to ask questions relating to the scheme resolution later in the meeting. Today's meeting is being held as a hybrid meeting. This allows Domain shareholders who are unable to join us in person to attend the meeting virtually via the online platform. All attendees can watch a live webcast of the meeting. Those attending in person would have received an attendance card at the time of registration. Shareholders and shareholders' attorneys, proxy holders, and corporate representatives holding a yellow card may vote by paper and also are entitled to speak. Non-voting shareholders holding a blue card are not entitled to vote but may ask questions and make comments. Visitors holding a red card may not speak or vote. If you believe you have an incorrect admission card, please see your MUFG staff at the registration desk for assistance. At the appropriate time, Domain shareholders and their proxies, attorneys, or representatives may ask questions. Those who are in the room can address the meeting directly, and those who are online can ask questions via the platform by clicking the Ask a Question button. The process for submitting a written question or asking an audio question is shown on the screen. As shown on the left-hand side of the screen, for those wishing to ask a written question, please select the category Approval of Scheme of Arrangement in the Regarding section and click Submit Question once you have entered your questions. As shown on the right-hand side of the screen, for those wishing to ask an audio question, please click on Go to Web Phone, type in your name, hit the green call button, and select Start Call to enter the meeting. You may press Star one on the keypad to raise your hand to ask a question or make a comment, and Star two to lower your hand. When it is time to ask your question, the moderator will introduce you and promote you to speak. If you have also joined the online webcast from another device, please mute the webcast audio to avoid feedback or similar issues. If you need to return to these guidelines during the meeting, you can refer to the online program guide included in the Scheme Booklet. If you experience any difficulties, the helpline number is displayed at the top of the web page, the number is 1800 990 363. As a courtesy to all present, I ask that questions and comments be limited to the scheme resolution, which is being put to this meeting, and be submitted in an orderly fashion. As Chairman, I reserve the right to rule out of order all questions not pertaining to the scheme. I will now briefly summarize the voting procedures which apply to this meeting. As outlined in the Notice of Scheme Meeting included in the Scheme Booklet, the vote on the scheme resolution will be conducted by a poll. I now declare that poll open. You may submit your votes at any time until I close the poll. I will provide notice before closing the poll. The result of the poll will be declared and released to the ASX later today. As Chairman of today's meeting, I will vote all available proxies in favor of the scheme resolution. Shareholders participating via the online platform may vote during the meeting using the Get a Voting Card button. Instructions on how to do this are displayed on the screen. Please note that if you cast a live vote at today's Scheme Meeting, any vote by proxy previously submitted will be overridden. If you have previously appointed a proxy when logging in to the live webcast of the Scheme Meeting, you will have been presented with an option to either revoke your proxy or view the Scheme Meeting as a non-voting shareholder. If you revoke your proxy when logging in, you'll be able to participate in the meeting and vote at the Scheme Meeting. However, if you did not revoke your proxy, then you'll only be able to view the live webcast of the Scheme Meeting and ask questions. You will not be able to vote on the scheme resolution. Shareholders and their appointed attorneys, proxies, and corporate representatives who are entitled to vote on the scheme resolution and are attending today's meeting in person have received a yellow admission card. On the reverse of your yellow admission card, this is your voting paper, and instructions are shown on the screen. Proxy holders attached to their admission card are a summary of proxy votes, which details the voting instructions for the scheme resolution. By completing the voting paper when you are instructed to vote in a particular manner, you are deemed to have voted in accordance with those instructions. In respect of any open votes, a proxy holder may be entitled to cast, please mark a box beside the resolution to indicate how you wish to cast your open votes. Proxy holders should refer to the summary of proxy votes form attached to their admission card for further information. Shareholders are entitled to mark a box beside the resolution to indicate how you wish to cast your votes. When you have finished filling in your voting paper, please lodge it in the ballot box to ensure your votes are counted. Before we move on to the scheme resolution, I'd like to say a few words about the proposed scheme of arrangement. On the 9th of May 2025, Domain announced that it had entered into a scheme implementation deed with CoStar Group, Inc. and Bidder Sub, under which Bidder Sub agreed to acquire all of the shares of Domain other than held by excluded shareholders pursuant to a scheme of arrangement. CoStar is a U.S.-based global leader in real estate, information analytics, online marketplaces, and 3D digital twin technology, and is publicly listed on NASDAQ. A detailed Scheme Booklet, including a copy of the Independent Expert Report prepared by Grant Samuel, was sent to shareholders in accordance with the orders of the Supreme Court of New South Wales made on the 30th of June 2025. I will take these documents as read. If the scheme is approved and implemented, Domain shareholders will receive $4.43 cash per Domain share held at the scheme record date, less the amount of the special dividend determined and paid by Domain. This morning, the Domain Board determined to pay a fully franked special dividend of $0.088 per Domain share prior to the implementation of the scheme, subject to the scheme becoming effective. The Domain scheme of $4.43 per Domain share represents a 42% premium to the undistributed trading price of Domain shares on the 20th of February 2025. Prior to Domain's announcement, they had received an unsolicited non-binding indicative proposal from CoStar to acquire Domain. If the shares become effective, Domain shareholders will receive a fully franked special dividend of $0.088 per Domain share prior to the implementation of the scheme. Certain Domain shareholders may be able to realize the benefit of up to $0.0377 of franking credits per Domain share that will be attached to that special dividend. The Domain Board appointed Grant Samuel as the Independent Expert to assess the merits of the scheme. The Independent Expert has concluded that the scheme is fair, reasonable, and therefore in the best interests of Domain shareholders other than excluded shareholders, in the absence of a superior proposal. The independent expert assessed the underlying value of Domain shares to be between $4.06 and $4.46 per Domain share on a fully diluted basis. The scheme consideration of $4.43 per Domain share is close to the top of the Independent Expert's range. The Domain Board unanimously recommends that the Domain shareholders, other than excluded shareholders, vote in favor of the scheme in the absence of a superior proposal, and the Independent Expert continuing to conclude that the scheme is in the best interests of Domain shareholders other than excluded shareholders. At the time of this meeting, no such proposal has emerged, and the Domain directors are not aware of any superior proposal that is likely to emerge. The Independent Expert's conclusion also has not changed. Domain shareholders should have regard to the interests of the Domain directors when considering the recommendation of the Domain directors. These interests are disclosed in section 9 of the Scheme Booklet. Prior to today's meeting, Domain directors who hold or control Domain shares have voted or procured the voting of all of their Domain shares in favor of the scheme. In reaching its recommendation, the Domain Board carefully considered and expected advantages and potential disadvantages of the scheme. These are set out in section 1 of the Scheme Booklet and are summarized on the screen. It also should be noted that Nine Entertainment Co Holdings Ltd, which I'll refer to as Nine, is Domain's controlling shareholder with a relevant interest of approximately 60% of Domain shares. Nine has confirmed that it intends to vote all of the Domain shares it holds or controls in favor of the scheme. This is in the absence of a superior proposal as determined by Nine and subject to the independent expert continuing to conclude that the scheme is in the best interests of Domain shareholders other than excluded shareholders. Having regard to the significant premium to pre-announcement trading, the certainty of value which will be delivered by the scheme consideration and the support of Nine, major shareholder of Domain, and the Domain Board considers the scheme to be in the best interests of shareholders. The scheme remains subject to a number of customary conditions which are set out in the Scheme Booklet, and your directors are not aware of any circumstances which would cause any of the outstanding conditions precedent not to be satisfied. These conditions primarily include Domain shareholders other than excluded shareholders approving the scheme resolution at Domain's Scheme Meeting, approval of the scheme by the Supreme Court of New South Wales. The scheme was subject to regulatory approval from the Foreign Investment Review Board, which has now been obtained. The scheme is also subject to other customary conditions precedent which must be satisfied, waived, or described as described in the Scheme Booklet. The indicative timetable for implementation of the scheme, if approved, is shown on the screen. If the scheme is approved by Domain shareholders today at the Scheme Meeting, Domain will apply to the Supreme Court of New South Wales for a court order approving the scheme. The court hearing to approve the scheme is scheduled for 9:15 A.M. on Wednesday, the 6th of August. If the court approves the scheme, a copy of the court orders will be lodged with ASIC following the scheme, at which the scheme will become effective, and Domain shares will be suspended from official quotation on the ASX. This is expected to occur on the 7th of August 2025. As announced this morning, the Domain directors have determined to pay, conditional on the scheme becoming effective, a fully franked special dividend of $0.088 per Domain share. It is expected that the special dividend record date for determining entitlements to the special dividend will be 7:00 P.M. on the 12th of August 2025, and the special dividend will be paid on the 19th of August 2025. The scheme is expected to be implemented on the 27th of August 2025, on which date Domain shareholders other than excluded shareholders will be paid the scheme consideration of $4.43 cash per Domain share held on the record date of 7:00 P.M. on the 20th of August 2025, less the amount of the special dividend paid by Domain. Each of these dates and times are in Australian Eastern Standard Time and are indicative only and are subject to change. Domain will announce any changes to the ASX. If the scheme is not approved by Domain shareholders or the court or any other outstanding conditions precedent are not satisfied or waived, the scheme will not proceed. Domain will continue as a standalone entity listed on the ASX, and Domain shareholders will not receive scheme consideration. I will now turn to the formal business of Domain Scheme Meeting. The sole item of business for consideration today is the scheme resolution as set out in the Notice of Scheme Meeting and shown on the screen. For the scheme to proceed, the scheme resolution must be approved by a majority in number of Domain shareholders other than excluded shareholders present and voting, including by proxy, at today's Scheme Meeting, and at least 75% of the total number of votes cast on the scheme resolution by Domain shareholders other than excluded shareholders. The excluded shareholders are not entitled to vote on the scheme resolution. As mentioned earlier, I am advised that Bidder Sub is the only excluded shareholder. We will now take questions in relation to the scheme and the scheme resolution. A reminder that this is a shareholders' meeting, so only Domain shareholders or their appointed proxies, attorneys, or representatives are entitled to ask questions. Our company secretary has advised that no questions have been submitted prior to the meeting. We will now take questions from the room and address the written questions that have been submitted during the meeting. I will either answer the questions or pass those questions on to the most appropriate person from Domain to answer, or I may take a question on notice if necessary. If you have any questions, please submit them now if you have not already done so. We will now take questions from the room. If you have a question, please raise your hand now. [audio distortion] [Stephen Wi], proxy holder. Regarding the special dividend of $0.088, that's a nominal figure because the final figure is coming up and down, and there's a tax ruling that we have met there. Is the intent that assuming that 8.8% was approved and declared by the Board, does it mean that the franking credit on our books is zero? Sorry. All right. We are going to have a special dividend, $0.088. All right. I said it's nominal because it's subject to confirmation. Now, if that $0.088 or whatever the cents, whatever that figure is, is approved, does it mean that our franking credit on our books will be zero at the time of the handover of the sale? As we've tried to make to use the maximum amount of our franking credits, that's what's determined the size of the $0.088 per share. Are there any other questions in the room? No, if there's no more questions in the room, I'll now move to questions online. Yes, we have four questions online, all from [Steven Main]. The first question is as follows. The latest Domain annual report says that we have almost 12,000 shareholders. Stephen asks what sort of solicitation campaign we ran to get out the vote at today's Scheme Meeting. He asks if we are disappointed that only 739 of them or about 6.1% engaged with the proxy voting system before voting closed at 10:00 A.M. on Saturday. Steven ends by thanking us for disclosing the proxy data early to the ASX, along with the formal addresses to better enable a debate at this morning's meeting. Thank you, Steven, for your question. No, not disappointed at all. It's pretty much in line with what we would have expected. We went out and used the proxy solicitation firm, Georgeson, but no, not disappointed at all. Thank you. Thank you. Steven's next question is as follows. We're in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX dropping in 27 of the past 29 months for a net reduction of 211 or 9.2% to 2,083. There were a record 27 major takeovers above $100 million completed in 2024 to 2025, and now Domain is joining the Exodus. Steven's view is that there is a clear mispricing between public markets and private markets, but he asks if there is also a problem with the scrutiny and extra regulation of ASX-listed companies. Does the Chair agree that this is a problem for the nation? Look, as I said at the outset, Steven, this meeting is about this scheme alone, and I'll pass on answering that question today. Thank you. Moving on to the next question. As we farewell Domain from the public markets and into the belly of a bigger offshore player, it has a market capitalization this morning of $2.78 billion, which is 9% of REA's $30.74 billion market capitalization. The Chair has been involved with the Domain assets for over a decade. If you had your time again, would you have done anything differently to narrow the valuation gap with REA? Do you have any regrets now that Domain is becoming what Steven views is yet another branch office as an Australian outpost for a U.S. multinational? Thanks for your question, Stephen. I have no regrets. I think the team's done a great job of running Domain over the years. Clearly, as always, with the benefit of hindsight, you might do some things differently. As to CoStar being an international player taking over Domain, everything we've read about CoStar is they plan to invest and take the company forward. No regrets, and I'm very happy about the prospect for the staff and the team going forward. Thank you. Stephen's final question is as follows. In relation to the scheme of arrangement being approved today, Steven asks what contractual or legal constraints there are preventing the existing Domain directors or senior executives from joining REA as soon as the takeover completes. He asks which of our current directors and senior executives have committed to work with CoStar to assist with Domain's future growth as it competes with REA going forward. Are there any time-based gardening leave arrangements in place with CoStar? Oh, look, Steven, as you'd know, directors are not tied up and can make their own calls given their profiles. As to the management, the management staff have the normal contracts in place with the company, which will roll forward into CoStar, and it'll be a matter for CoStar and the employees going forward. Thank you. We have no further questions on the online platform. Are there any participants waiting to ask a question on the web phone? There are no questions on the phone line at this time. Thank you all for your questions. The details of the proxy results of the scheme resolution prior to the Scheme Meeting are shown on the screen. We will now proceed to vote. Please select for, against, or abstain next to the scheme resolution on your electronic voting card or your paper voting card. For those who are attending today's meeting in person, would you please indicate by raising your hand if you require more time to complete and lodge your voting paper? That completes the formal part of the meeting. I now declare the Scheme Meeting closed, subject to the finalization of the poll. The poll will remain open for a further five minutes to allow you to complete your voting. I'd like to take this opportunity to thank you all for your attendance today, as well as for your continued support of Domain. I'd also like to acknowledge my fellow Directors and the management team and all the employees for their commitment and support, including during the scheme process. For those attending in person, I invite you to join me and fellow Directors and Domain management for morning tea. Thank you very much, everyone.