Good afternoon, ladies and gentlemen. My name is Andrew Reitzer, and I'm the Chairman of SG Fleet Group Limited. On behalf of the board and management, I would like to welcome you to the 2024 Annual General Meeting of the company. This AGM is being held virtually via the Lumi platform. All attendees can watch a webcast of the meeting online. In addition, shareholders and proxies have the ability to ask questions and submit votes. It's now just past 3:00 P.M. I'm advised by the Company Secretary that there is a quorum present, and I now declare the meeting open. Before we commence the formal business of today's meeting, I would like to introduce the directors and management who are participating in the meeting today. We have Robbie Blau, our CEO, Kevin Wundram, our CFO, Cheryl Bart, Non-Exec Director, Edwin Jankelowitz, Non-Exec Director, Peter Mountford, Non-Executive Director, Tex Gunning, Non-Executive Director, and our Company Secretary, Tawanda Mutengwa. You can read full details of the directors' background in the 2024 annual report. Also in attendance is Joshua Pearse, representing the company's auditors, KPMG. I would now like to turn to the formal items of business of the meeting. The minutes of the Annual General Meeting held on 17th October 2022 were signed and are tabled for the information of shareholders. The purpose of this meeting is to consider and vote on the resolution set out in the notice of meeting dated 5 September 2024. The notice of meeting has been sent out to all shareholders in accordance with the Corporations Act. I will take the notice of meeting as read. Online attendees can submit questions at any time. To ask a question, select the Messaging tab at the top of the Lumi platform. At the top of that tab, there is a section for you to type in your question. Once you have finished typing, please hit the arrow symbol to send it. If shareholders are attending the meeting via telephone, they will also have an option to ask the question via telephone by pressing star one on their phone keypad to raise their hands. Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Please also know that your questions may be moderated, or if we receive multiple questions on one topic, amalgamated together. Finally, due to time constraints, we may run out of time to answer all your questions. If this happens, we will answer them in due course via email, or posting responses on our website. Voting today will be conducted by way of poll on all items of business. In order to provide you with enough time to vote, I will shortly open voting for all resolutions. At that time, if you are eligible to vote at this meeting, a new Voting tab will appear. Selecting this tab will bring up a list of resolutions and present you with voting options. To cast your vote, simply select one of the options. There is no need to hit the Submit or Enter button, as the vote is automatically recorded. You do, however, have the ability to change your vote up until the time I declare voting closed. I will now ask our CEO, Robbie Blau, to present to the shareholders. Thank you, Mr. Chairman. Good afternoon, everybody. My name is Robbie Blau, CEO of SG Fleet. Thank you for taking the time to participate in our 2024 Annual General Meeting. I'll start with an overview of our performance during the 2024 Financial Year, and we'll then go into more detail on our various businesses. I will also briefly talk to you about our performance since the end of the reported period and how the operating environment has evolved since I last presented to investors in August. This has been an exceptional year for us, with underlying profit after tax growing close to 20%. Orders and deliveries again achieved new highs, and both the corporate and the novated funded fleet grew materially. During the year, we were anticipating a drop off in used vehicle values as supply and deliveries improved, but as the months passed, we did not see that occur as early or as materially as expected. The increase in revenue generated by the strong deliveries more than offset the modest adjustments in end-of-lease disposal income. While we are confident earnings will remain strong, lower used vehicle values, in combination with a couple of other factors, will see us return to what I would call a more normal environment and revenue profile in the current financial year. With the LeasePlan integration on track, this will, of course, be followed by the extraction of the associated synergies. Our confidence in the continued success of this model and our growth potential was evidenced by the decision to declare a special dividend of $ 0.15 per share, bringing the total dividends for the year to $ 0.3393 per share, more than double that of the 2023 Financial Year. Our business development teams in the corporate channel were extremely busy, and the structural demand drivers that have had a positive impact in previous years remained present. This brought more organizations to outsource fleet management or funding for the first time, often via sale and leasebacks in the case of financed assets. Helped by improving stock availability, this drives strong growth in deliveries in this channel. While for some models, we still have orders to fulfill that date back two years, we are gradually clearing the supply challenges of the past few years. In line with that, extensions and inertia started to drift lower. We also continued to make good progress with widening our products and services offering take-up by our customers. Take-up by our customers was very encouraging. In the 2020 Financial Year, we reported that about 42% of our customers took two or more products from us. Four years later, this has become the norm in the SG Fleet book, with about 85% of customers taking multiple products. In the legacy LeasePlan book, that figure stands at 47%. As LeasePlan's SAP platform creates some limitations to upsell in that book, completing the system migration will instantly free up significant potential to increase product penetration across a significant part of our combined customer book. The performance of the novated channel during the year confirmed novated leasing has remained front of mind for, as a product for both drivers and employers. Employees are increasingly recognizing its financial appeal, and employers see that novated leasing is a must-have employee benefit that can conveniently be provided and managed by a third party. As a consequence, we were able to sign up a large number of new employers. Overall, leads again grew significantly over the previous period, and orders grew throughout the year. Customers new to novated leasing accounted for a significant portion of that growth. Further, new business opportunities continued to arise at a significant pace. While the EV incentives have undoubtedly attracted attention to this product, we saw increased driver interest across all vehicle types. The incentives also led to significantly greater interest in plug-in hybrids. Including hybrids, low and zero-emission vehicles accounted for the majority of novated orders in the second half of the 2024 Financial Year. Orders for internal combustion engine vehicles, however, remained strong. New Zealand. New New Zealand's economic fortunes were mixed during the year. Although this was reflected in slowing vehicle registrations, particularly in the passenger segment, these conditions had little impact on our business. New business developments and tender activity remained strong during the period. We saw one particular competitor in this market acting fairly irrationally in terms of pricing. Nevertheless, we were successful in retaining existing customers that went to tender, and we picked up additional wins across a range of sectors. In some cases, as part of Trans- Tasman arrangements. We have a firmly established presence in the government sector in New Zealand, and this again allowed us to present a number of additional solutions to existing customers in that segment, including sale and leasebacks. In the U.K., the mood turned more positive as the year went on. There was definitely a feeling that things were settling down and investment picked up again. Car registrations increased on the back of that. Our business there stayed on a steady course we have seen for a few years now, and we saw a healthy stream of opportunities. We signed up new accounts for both our trade and for novated lease, and extended a number of sole supplier arrangements for multiple year periods. At the same time, upsell within existing customers continued at a steady pace. Short-term hire solutions, in particular, attracted strong interest. I'll now turn into business activity since the start of the current financial year. By and large, the trends we were seeing in the final quarter of the 2024 Financial Year have continued into the current period. In Australia, our business development teams continue to be as busy as ever, and the opportunities pipeline remains very full. The environment remains muted in New Zealand, but as was the case in the second half of the 2024 Financial Year, we continued to maintain our position in that market. In the UK, the gradual improvements in the economic environment we flagged in August has continued. We have registered a number of further wins, and new business activity is definitely picking up over there. New vehicle supply across all three countries continues to improve, albeit with some remaining shortages in certain vehicle types. This has allowed us to maintain elevated delivery levels. Despite this, the order pipeline in the corporate channel remains elevated at about 3.2 x what we would consider normal levels. In Novated, we've progressed a bit further, and we are at about 2.5x normal levels. In other words, the catch-up will continue for some time yet. As to used vehicle values, the pre-COVID seasonality has returned to pricing, and we saw some softening over the final quarter of FY 2024, but prices were higher again in the first quarter of the current financial year. Overall, values have continued to come down, albeit to a limited extent, so disposal profits continue to be well above the levels seen pre-COVID. The LeasePlan system migration remains on track. We completed the New Zealand leg of the migration successfully and on time, and we are now entirely on one single platform over in New Zealand. We are taking the learnings of this successful process and are now focusing entirely on the Australian SAP migration. Shareholders will recall that we flagged about $ 20 million in pre-tax run rate synergies from the LeasePlan acquisition back in 2021. Over the past three financial periods, we were able to deliver about $ 5 million in synergies. We confirm that we will deliver an additional $ 20 million in pre-tax run rate synergies post the SAP migration. In other words, we expect to deliver the $ 20 million in addition to the synergies already achieved over the past few years. We would also like to reiterate that we remain comfortable with the UNPATA guidance provided at the FY 2024 results announcement. That concludes my review. Thank you for your attention. I will hand back to the Chairman now. Thank you, Robbie. We will now move on to the items of business that are set out in the notice of meeting. As this is a shareholders meeting, only shareholders, their proxies, attorneys, and authorized company representatives are entitled to speak or vote at this meeting. Details of valid proxies for each resolution will be displayed on the screen. As set out in the notice of meeting, the Chair intends to vote all available proxies in favor of each item of business. The first item of business is to receive and consider the financial report of the company and the reports of the directors and auditor for the Financial Year ended 30 June 2024. As there is no resolution required to be put to the meeting in respect of this item, I welcome any questions or comments on this item? Yes, there are none. So we will now move on to the next item. Item two relates to the adoption of the remuneration report for the Financial Year ended 30th June, 2024. The remuneration report is set out in the 2024 annual report. The Corporations Act requires listed companies to put a non-binding resolution to shareholders to adopt the company's remuneration report. In addition to my responsibilities as chairman of the company, I also chair the Nomination and Remuneration Committee. The main role of this committee is to assist the board in fulfilling its corporate governance responsibilities and to review and make recommendations in relation to the remuneration arrangements for its directors and executives. The matter of remuneration is a very important one, and accordingly, we adhere to strict principles when determining the nature and amount of remuneration. The objective of our reward framework is to ensure reward for performance is competitive and appropriate for the results achieved. The framework aligns the executive reward with the achievement of strategic objectives and the creation of value for you, our shareholders. It also conforms to market best practice for delivery of those rewards. The performance of the group depends on the quality of its directors and executives. Our remuneration policy is to attract, motivate, and retain high-performing quality executives. Our remuneration framework has been structured to be market competitive and complementary to the reward strategy of the group. As indicated at our full-year results announcement, the company is implementing a number of initiatives to build a stronger business going forward. Further detail on our remuneration practices are contained in the remuneration report sections on pages 37 to 50 of the 2024 annual report. I move that the remuneration report, which forms part of the directors' report for the Financial Year, 30 June 2024, be adopted. I welcome any questions and comments. Mr. Chairman, we have a question from Mr. Stephen Mayne, which is as follows: "Did any of the five main proxy advisors, ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, issue a voting report on our company as of today's AGM? If so, did any of them recommend to vote against any of today's resolutions, including on the remuneration report? If so, what reasons did they give, and will you disclose the proxy votes before the debate on each resolution so shareholders can ask questions about the reasons, if there have been any protest votes? If you could answer then. If I can respond on behalf of the chairman, we are not, we're not allowed to disclose these reports. These reports are made available to investors who pay for those services. If anyone wants to gain insight in those reports, they would have to approach the issuers of those reports. Thank you. If there are no further questions, I will now advise the position on the valid proxies. These are now shown on the screen. Votes for, 98.47%, against, 1.37%, and open, 0.16%. Please note that the voting exclusion, as described in the notices of meeting, applies to this item of business. We will now move on to the next resolution. Item number three relates to the reelection of Edwin Jankelowitz as a director of the company. Mr. Jankelowitz retired by rotation, and being eligible, offers himself for reelection as a director. Details of Mr. Jankelowitz's experience are set out in the notices of meeting. The directors, Mr. Jankelowitz, abstaining, recommend that shareholders vote in favor of the re-election of Mr. Jankelowitz as a director. Okay, I now move that Mr. Jankelowitz be re-elected as a director of the company, and I'd like to open the floor for questions. I believe we do have one. We have a question from Mr. Stephen Mayne, which is as follows: "How old is Edwin, and is he intending to serve a full three-year term, having first joined the board in 2015? Can he comment on the strength of his independence, and cite any examples in the boardroom where he stood up for minority shareholders? Does he have any history with either Region Group or our long-term chair, Andrew Reitzer, and what was the process that led to his appointment in 2015? Edwin, would you like to answer the first part? I'm 81 years old. I believe that my capacity is such that I could serve the full three-year term. Okay. In terms of the second part of the question, yes, Edwin and I, myself, have a long working history, although that didn't necessarily play any part in his appointment. When I was the CEO of Metcash, he was the CFO. As part of board succession and working through the skills in the board, I can't remember how many years ago. Five. About five years ago. No, no. 2015. 2015, a vacancy opened on the board. We did a search, and, of all the candidates that we had, Edwin obviously came up with the strongest skills in terms of being able to fill that role and, taking over and acting as chair of the audit committee. In terms of the part of the question that says, acting on behalf of the minority shareholders, every single time, any discussion is had, that all directors participate, but specifically, Edwin, is very, very much in the interest of all shareholders. Without going into any details, I can guarantee you that. Thank you. I now, if there are no further questions? No. I advise the position of the valid proxies. For is eight... It's on the screen, for 89.1%, against 10.6%, and abstain 0.28%. We'll now move on to the next item. Item four relates to the reelection of Tex Gunning as a director of the company. Mr. Gunning retires by rotation, and being eligible, offers himself for reelection as a director. Detail of Mr. Gunning's experience are set out in the notice of meeting. The directors, Mr. Gunning abstaining, recommended that shareholders vote in favor of the reelection of Mr. Gunning as a director. I now move that Mr. Gunning be reelected as a director of the company. Are there any, are there any questions? Yeah, one question from Stephen Mayne. It is a bit unusual to have the CEO of Super Group, Peter Mountford, and CEO of LeasePlan, Tex Gunning, both serving on this board, along with our CEO. Do they have the time to attend to all board duties, and have they considered having someone else represent their organizations on this board? Could Robbie comment on what it is like to have two other industry CEOs sitting on this board? Yeah, I'll certainly take that one. So first, it's important to point out that Mr. Gunning is the retired CEO of LeasePlan, and he's no longer the CEO, and he's an independent. He's a non-executive director, and it's very helpful for me to have the kind of industry knowledge that Mr. Gunning has accessible to me from a global competitive perspective, from an industry perspective. And so, it's certainly brings very much value add to this board. Thank you. Wait a minute, did I get it? Okay, so the valid proxies are now shown on the screen. Votes for, 89.7%, votes against, 9.9%, and open, 0.28%. We'll now move on to the next resolution. Item five relates to the ratification of KPMG's appointment as company auditor. It is proposed that having received ASIC consent for EY to resign as auditor of the company, and KPMG having been nominated by a shareholder and consenting in writing to act in the capacity of auditor of the company, for the purposes of Section 327B and 327C of the Corporations Act 2001, and for all other purposes, shareholders ratify the appointment of KPMG as auditors to the company, and then the directors be authorized to fix the remuneration of the auditor. Further details relating to this resolution are set out in the notice of meeting. I now move that the appointment of KPMG is ratified. Are there any questions? Yes. I have a question from Mr. Stephen David Mayne, which is as follows: Did we conduct a full tender last year before deciding to replace Ernst & Young with KPMG for the external audit, who audits our South African parent company? And could new audit signing partner, Joshua Pearse from KPMG, offer up some observations as to why the $ 590 million in claimed net assets on the balance sheet, and at such a discount to the current market capitalization of $ 923 million? Do the Chair and CEO have a view about this as well? So, Kevin, will you answer the first part about the tender? The answer is we did not go to tender on the audit. We had, you know, previously done some market sounding a few years before that. Given our prior relationship with KPMG, we were comfortable with appointing them. We also benchmarked the proposed fees against what our peers pay and our historic audit fees, and we were comfortable with the fee proposal. On to the question in relation to Super Group, KPMG is also the auditors of Super Group, and that brings a lot of synergies across both parties in having the same auditors across Super Group and SGP. Now I'll throw to Josh to talk about the goodwill. Thank you, Kevin. In terms of the goodwill, we do look at the goodwill and perform procedures over that, along with all other assets and liabilities across the group, to determine the value of that and the recoverability of that. Based on the procedures that we had performed, we were comfortable with the value of the goodwill and the recoverability of it there, as obviously management use their models to predict the value of that, and we audit those models, and there was no issues or concerns from our perspective. I have nothing to add to that. Yes, 100%. Okay. The valid proxies are shown on the screen, 99.75% for, 0.02% against, and 0.23% open. I'll now move on to the next resolution. Item six relates to the granting of options and performance rights to the Chief Executive Officer. It is proposed that approval be given for all purposes, including ASX Listing Rule 10.14, to grant the company's Chief Executive Officer, Robbie Blau, options and performance rights to a maximum value of $ 770,769, as his long-term incentive award for the Financial Year ended 30 June 2024, under the company's equity incentive plan on the terms set out in the explanatory notes to the notices of meeting. Further details of this resolution are in the notices of meeting. I now move that the grant of the company to the company's Chief Executive Officer, Robbie Blau, options and performance rights to the maximum value of $ 770,769 as his long-term incentive award for the Financial Year ended 30 June 2024 be approved. Are there any questions? Wayne? There's a question from Mr. Stephen Mayne. Could the CEO summarize his past LTI grants as to whether they have vested or lapsed? Also, since the 2014 IPO, has he ever sold any ordinary shares in the company or bought any on market without relying on an incentive scheme to build his equity position in the company? Please don't say, "Look it up in the annual report and the ASX announcement." It's complicated, and the CEO could factually summarize the situation in 60 seconds. None of my options have elapsed. I have had options that never vested through the COVID period, I think, predominantly. I don't rely on the option scheme to build my position in the company. I held a significant position in the company pre its IPO, and I've never sold any of those shares to this day, 10 years later. Okay, thank you. I think that ticks off all the points of that question. Are any other questions? No. The valid proxies are shown on the screen, and they are for 98.75%, against 1.24%, and open 0.21%. I'll now move on to item number seven, which relates to the grant of options and performance rights to the Chief Financial Officer. It is proposed that approval be given for all purposes, including ASX Listing Rule 10.14, to grant the company's Chief Financial Officer, Kevin Wundram, options and performance rights to a maximum value of $ 289,655, as his long-term incentive award for the Financial Year ended 30th June 2024, under the company's equity incentive plan on the terms set out in the explanatory notes to the notices of meeting. Further details relating to the resolution are set out in the notices of meeting. I now move that the grant to the company's Chief Financial Officer, Kevin Wundram, options and performance rights to the maximum value of $ 289,655, as his long-term incentive for the Financial Year ended 30th June 2024, be approved. Are there any questions? No. The valid proxies are shown on the screen. Votes for, 98.78%, votes against, 1.01%, and votes open, 0.21%. We will now hold the poll on all items for resolution. The voting tab will soon appear. Please submit your votes at any time. I'll give you a warning before I move to close the voting. Can we carry on? Okay. As all items of resolutions have been dealt with, I will now declare the poll closed. After the votes have been counted and reviewed by KPMG, the results of the poll will be released to the ASX and will be published on the company's website. I would now like to invite any general questions in relation to the company or its operations. Yes, question from Stephen Mayne. Congratulations on making it through ten years as an ASX-listed company and adding value after CHAMP Private Equity raised $ 188.5 million from public investors at $ 1.85 a share. Long-term investors have done well with the current price at $ 2.70, although clearly there have been capital raisings along the way, given our present market cap of $ 923 million. Nothing much seems to change as you please. As for the past ten years, we've had the same controlling shareholder, chair, and CEO. Is anything ever going to change? And how have communications with the Johannesburg based controlling shareholders evolved over the years? Now, I can try and answer that question. My perception is that a lot has changed over the years. So I think if we look at the company, its makeup, the business channels that have operated, and its geographic spread, at the time of listing versus today, there's a phenomenal amount that's changed, including two significant acquisitions and a very different mix of products and services that is provided. I think going along with that, the results have been more than satisfactory, and especially if you look at our last year, with healthy growth and, which resulted in the payments of the special dividend in addition to, the normal dividend. And in terms of relations with the major shareholder, they're. I think they're more than good. We have very healthy debates and interaction at the board meetings, and all feedback that we get in our annual board reviews are very positive. From time to time, I think there was a question about Edwin's appointment. From time to time, we're always looking at the skills and the makeup of the board, as it's required for the challenges and opportunities that we face, and we do make changes from time to time, but there's been no need to make significant changes. I don't know if anyone else would like to- I think probably on the board side, it's worth raising that, you know, as technology became a more important part of our world, we created a subcommittee on the board, a technology subcommittee, and hired a new person who is a significant tech investor in Silicon Valley and an expert in our space. And so we constantly trying to evolve both the executive and non-executive skill base, you know, according to kind of our growth strategy. One more question. One more question from Stephen. I think there was a second point from the CEO, Chair. On that question, so, So you think about change in the chairman, CEO? No, nothing on the horizon. A question from Stephen Mayne. "In reference, first to the re-election resolution. So with 10% protest votes against both directors, there is no secret ballot in Australian corporate voting, so you know who voted against. Was it Regal or Wilson to disclose substantial institutional investors? Did a proxy advisor trigger this? No need to name names, I'll supposedly cautious answer to the further question." Can I propose to answer that on behalf of the chairman? Yes. First of all, while indeed there is no secret ballot in corporate voting, it should be noted that very often beneficial owners votes get aggregated by the registered holder or the custodian account, so we do not necessarily know the breakdown of those votes. We have not been made aware by any specific shareholders that they intended to vote against, and nor do we know whether the proxy advisor has triggered this, given that this was not disclosed. Thank you. Any further questions? Nothing. Ladies and gentlemen, that concludes the formal business of the meeting. I'd like to thank you for your ongoing support, and I now close the meeting, and thank you for your attendance.
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