Good morning, everyone. My name is Trent Czinner, and I am the Group Executive, Legal and External Affairs, and Company Secretary. I will be assisting with the procedural matters for today's meeting. I would like to begin by acknowledging the Gadigal people of the Eora Nation, the traditional custodians of this land on which we meet today. I pay my respects to their elders, past and present, and extend that respect to all Aboriginal and Torres Strait Islander peoples joining us today. We acknowledge the contributions of Indigenous Australians and the rich history and diversity of this land. I will provide shareholders with information about how to vote and how to ask questions prior to the resolutions being presented to the meeting. I would now like to ask TPG Telecom's chairman, Mr. Canning Fok, to formally open the meeting. Good morning, ladies and gentlemen. I am Canning Fok, the chairman of TPG Telecom. It is my pleasure to welcome you to TPG Telecom's Annual General Meeting for 2024. TPG is pleased to be holding an in-person AGM this year, and we thank you for coming along today. I also welcome shareholders and guests who are viewing the AGM via our live webcast. I have confirmation that a quorum is present, so I therefore declare the meeting open. Before proceeding with the business of the meeting, I would like to introduce my fellow board members. Sitting on the stage with me are Pierre Klotz, Arlene Tansey, Robert Millner- Morning. ... Serpil Timuray, and then to my left is, Iñaki Berroeta, our CEO and Managing Director, and Dr Helen Nugent, Tony Moffatt, who is seeking for reelection today, and Jack Teoh, who is also seeking for reelection today. My colleague, Frank Sixt, is unable to join us in Sydney for today's meeting, but he will join us online. He is also seeking reelection today. I also welcome other members of the TPG executive team, Trent Czinner, who has already addressed the meeting, and our other executive members sitting in the front row. John Boniciolli, Group CFO; Vanessa Hicks, the Group Executive at Customer and People Experience; Kieran Conley, Group Executive, Consumer; Jonathan Rutherford, Group Executive, Enterprise, Government, and Wholesale; and Giovanni Chiarelli, Group Chief Technology Officer. Mark Dow from PricewaterhouseCoopers, TPG Telecom's external auditors and representatives from our legal advisor, are also in attendance. The agenda for today's meeting is as follows: First, I will ask Trent to explain the meeting procedures. Then, I will then present my address. I will then invite Iñaki to present his address. We will then proceed with the formal business and the seven resolutions to be put to the meeting while answering questions from the shareholder. Computershare will then conduct poll once all resolution has been presented to the meeting. I will now hand over to Trent. Thank you, Chairman. Ladies and gentlemen, the notice of meeting and notice and access letter was lodged on the ASX and distributed to shareholders, and I will take them as read. When you registered this morning, you will have received a registration card. For attendees with blue cards, this card entitles you to vote and ask questions today. For attendees with yellow cards, this card entitles you to ask questions, but this is a non-voting card. For attendees with white cards, this is a visitor card and does not entitle you to vote or ask questions today. If you have not received your card or you do not have the correct colored card, please see Computershare at the registration area. I'll now move to voting procedures. In accordance with the Company's constitution and governance best practice, and as set out in the notice of meeting, the chairman has determined that voting on each of the resolutions will be conducted by a poll. The results of the poll will be released to the ASX and will be available on the company's website as soon as possible after the meeting. Voting on each of the resolutions will commence when the chairman opens the poll, after all resolutions have been presented to the meeting and will be facilitated by Computershare. Before the poll is opened, the proxies for each resolution will be displayed on the screen. These figures are at the closing time for receipt of proxies, which was 10:00 A.M. Sydney time on Wednesday, 1 May 2024. As set out in the notice of meeting, the chairman will vote all directed proxies in accordance with the directions provided by shareholders and will vote all open proxies in favor of all resolutions. This includes proxy votes held by the chairman, which will be voted in favor of Item 2 on the adoption of the remuneration report, and Item 6, Grant of Equity to the CEO and Managing Director, unless specifically directed otherwise. We welcome your questions today. Shareholders and proxies with blue or yellow registration cards may ask questions during the meeting. All shareholders will be given a reasonable opportunity to ask questions, and we request that shareholders limit questions to two at a time. If you would like to ask a question, please proceed to the microphone located in the aisle... If you're unable to make it to the microphone, we also have a roving microphone available, so please raise your hand and someone will come to you. When you ask a question, please introduce yourself or ask a representative from Computershare to introduce you. The chairman will either answer your question or pass it to the most appropriate person. Questions not related to the business of the AGM, the management of the company, or those that are out of order may be ruled out. We will endeavor to answer all questions. Finally, in the unexpected event of an emergency, venue staff will guide attendees through the appropriate procedures. I will now hand back to the chairman. Thank you, Trent. My address and Iñaki's address and presentations have been lodged with the ASX prior to the AGM commencing. I would like to extend my thanks to our shareholders for your support and investment in TPG Telecom. 2023 was a strong year for TPG Telecom as we delivered the foundation of our strategy to create Australia's best provider of telecommunication service. The TPG Telecom Group continued to grow across key financial metrics, delivering total service revenue growth of 4.3% to AUD 4.632 billion, and achieving our EBITDA guidance with growth of 7.6% to AUD 1.93 billion. Our confidence in the medium-term business outlook enabled the board to declare a final dividend of AUD 0.09 per share. This make total 2023 dividend of AUD 0.18 per share and a payout ratio of 57%, which compares favorably with our policy to pay out at least 50% of our adjusted net profit after tax. The performance of our mobile business was standout for TPG Telecom, outpacing the rest of the industry, with service revenue increasing by 9.3%. This was driven by continued subscriber growth and successful plan refreshes across our premium postpaid products. In fixed broadband, the continued expansion of our fixed wireless offering help us grow margins while attracting new customers. Our value leading offer in this segment has now positioned us as Australia's largest provider of fixed wireless services. Our enterprise, government, and wholesale business continue to secure customer wins through our on-net fast fiber and NBN Enterprise Ethernet solutions. 2023 was also an important year for our sustainability ambitions, as we met a significant milestone to become Australia's first telco to have its net zero emission targets validated by Science Based Targets initiative. We remain committed to powering our operation with 100% renewable electricity from 2025, which will put us in a strong position to achieve our Scope 1 and Scope 2 targets. We have also begun working with our partners and suppliers to achieve our Scope 3 targets. TPG Telecom's transformation program to remove complexity from the business and enhance our customer offerings and brands is well underway. In 2023, we laid the foundations to create a more agile business and enable our brands to target new market segments and drive greater value for customers and long-term sustainable growth for shareholders. Our mobile network continues to improve with the upgrade of TPG's national mobile network, continuing at pace and 5G now installed across 3,000 sites or more than half of the mobile network. Recently, we signed an innovative regional network sharing agreement with Optus to extend TPG Telecom's 4G and 5G mobile network to reach to 98.4% of the Australian population. This is an important agreement for TPG Telecom and will deliver Vodafone and our other mobile brands into thousands of regional communities we have never accessed before. Pending regulatory approval, we expect the regional network sharing agreement to be active at the beginning of next year. We are excited about the new chapter. This will open TPG Telecom, our customer, and our shareholders, and look forward to update you as we progress towards the implementation. I will now hand over to Iñaki, who will share more details about his network sharing arrangement and provide an operational and financial update. Thank you again for your continuous support of TPG Telecom. Thank you, Chairman. I'd like to begin by acknowledging and thanking our shareholders for their continued support. I would like also to thank our people at TPG Telecom for their achievements of the last year and their commitment to making your company Australia's best telco. In 2023, we delivered a strong operating profit in a high inflationary environment, while continuing to invest in our network and in simplifying and optimizing our operations for the future. Total service revenue increased 4.3% to AUD 4.632 billion. This was driven by significant growth of our mobile business, which added 170,000 subscribers and increased revenue by 9.3% to AUD 2.155 billion. This very strong result was delivered in a year of significant transformation work and execution of planned refreshes for our premium brand, Vodafone. In Fixed, our broadband business focused on improving profitability through our diverse range of competitive services across NBN and our own infrastructure. We were pleased to see the continued demand for our fixed wireless services has not slowed. At the end of 2023, more than 227,000 subscribers had signed up with our brands, making TPG Telecom Australia's leading provider of fixed wireless services. Growing our fixed wireless base is an important part of our commercial strategy, particularly at a time when affordability and increasing NBN prices mean consumers are looking for high-value alternatives. In NBN, despite a net decline in total subscribers, we were pleased to maintain our position as the second nation's largest retailer. In enterprise, government, and wholesale, we have continued to grow revenue and gross margin despite challenging market conditions. Notwithstanding our solid operating profit results in fiscal year 2023, we recognize the current cost environment and higher interest rates have weighed on our share price performance. This has been disappointing, but we are committed to creating long-term value for the business and our shareholders. TPG Telecom is currently at a high point in the investment cycle. This has led to increase in both CapEx and OpEx as we complete the rollout of our 5-year upgrade and modernize our IT systems to deliver a step change in customer experience. Such investments are critical to ensuring we have the operating resilience required to grow within an increasingly challenging market. As noted at our fiscal year 2023 results announcement, while these investments place constraints on the cash earnings in the short term, cash earnings will improve from fiscal year 2025 onwards and accelerate thereafter as we complete these investment programs. As the chairman mentioned, we recently announced a regional network sharing arrangement with Optus, which is an important part of our plans to drive growth and create additional value in the business. This 11-year multi-operator core network agreement will more than double the geographic footprint of our mobile network and deliver 4G and 5G coverage to 98.4% of the Australian population. For the first time in our history, it will mean our customers will be able to travel from the cities to the bush, knowing our network will have them covered. This is not just a monumental development for TPG Telecom and our family of brands, it's a win for regional Australia and will bring true competition and choice to thousands of towns and millions of Australians. Under the agreement, our customers across consumer, enterprise, government, and wholesale will gain full access to the entirety of the Optus network in Australia. That's 2,444 mobile sites outside of metropolitan area, a threefold increase on our regional network sites, delivering our voice, data, SMS, fixed wireless, IoT, and enterprise-grade service to millions of customers. Importantly, TPG Telecom will continue to operate its own core network, enabling differentiation of service for customers and independent control of our security and network resilience. While subject to regulatory approval, we expect this regional network sharing arrangement to create significant value over time for TPG Telecom, allowing us to compete for new customers in regional Australia, avoid the cost of building a duplicate network, and reduce both capital and operating costs being incurred today. As part of this agreement, we will also monetize our underutilized regional spectrum, allowing us to significantly offset the overall cost of the agreement. Net of spectrum receipts, our total estimated payment to Optus will amount to approximately AUD 1.17 billion over the 11-year term. This represents approximately one-third of the cost we would incur to build, operate, and maintain a similar 4G and 5G network in regional Australia. We also expect to avoid cumulative costs, cash costs of AUD 575 million-AUD 675 million due to the avoidance of capital expenditure and savings in operating expenses and lease payments over the 11-year term. This new agreement builds upon the existing passive equipment sharing joint venture between TPG Telecom and Optus, which includes around 3,500 sites in metropolitan areas and paves the way for potential expansion of sharing arrangements. Another of our strategic priorities has been our transformation program to simplify our business, rationalize brands and products, and modernize our IT systems to remove the constraints of legacy.... The merger of Vodafone and TPG united two strong companies in mobile and fixed telecommunications, creating a business of a scale better able to face industry challenges and compete with Telstra and Optus. Yet, the scale also revealed a significant duplication of processes and systems running TPG business, and complexity of carrying too much legacy, which would slow and hinder our ability to compete. Our simplification investments are designed to rectify this by modernizing our systems, simplify processes, decommissioning legacy systems, and removing duplication. For our customers, this will improve their experience and satisfaction, provide greater security and certainty, and develop frictionless digital experiences to better anticipate their needs and deliver maximum value. For TPG Telecom, this will set up a sufficient dynamic telco that can challenge industry incumbents while keeping costs low and passing value on to customers. This year, we are targeting a 50% reduction in our legacy back book plans and continuing to move more applications to the cloud to increase the security and resilience of our IT systems. We are also phasing out legacy consumer brands like Internode and Westnet to sharpen the focus of our value proposition on TPG and iiNet. Our target state is a clearer customer focus with less than 100 mass market plans and products, a significant improvement in the quality and reach of our digital interfaces, and enhanced cross-selling capabilities across products and services. Our other focus to unlock value for our business and shareholders is the ongoing strategic review into our fiber assets. These assets include our Vision Network wholesale business and extensive fiber networks we own and operate around the nation, the value of which is not fully reflected in the TPG Telecom share price. Following our decision to cease discussion with Vocus last November, we are continuing to explore value-optimizing options around these assets and will update the market as we fully explore this opportunity. We are confident the three strategic areas I have outlined here, increased network sharing, business simplification, and monetization of fiber assets, will help unlock value in the TPG Telecom and reflect the true potential of this business. I would like to close by reaffirming our fiscal year 2024 guidance. Assuming no material change in operating conditions, we continue to expect EBITDA for fiscal year 2024 to be between AUD 1.95 billion and AUD 2.025 billion, including transformation costs, but excluding any material one-off items. Impairments and one-off costs associated with the regional network sharing agreement would be excluded from the guidance definition of EBITDA as material one-off items. Due to the regional network sharing arrangement, we expect cash excluding spectrum payments to be now approximately AUD 1.02 billion, inclusive of any expected implementation costs for the MOCN, down from approximately AUD 1.05 billion. As we move through 2024, we are well positioned for long-term growth as we create a simpler, smarter company. We are delivering on strategic key priorities and remain committed to fulfilling our ambition to be Australia's best telco. Thank you. I will now hand back to the chairman. Thank you, Iñaki. We will now move to the formal business of the meeting. The first item of business is the receipt and consideration of the 31 December 2023 financial report for the company and the reports of the director and auditors. No vote is required on this item of business. A copy of annual report was released on the ASX and on the company's website. It was also sent to shareholder who requested a copy. I will take the financial statement and annual report as received. I now welcome any question in the room regarding this item or management of the company more generally. Good morning. Peter Gregory is my name from the Australian Shareholders Association. We are a group that is volunteer-led, independent, and not-for-profit, and we represent the interests of individual shareholders. Today, I have proxies from 42 shareholders, representing 260,000 shares. And I'd also like to acknowledge the engagement that we've had with TPG through this financial year, and in particular, thank Lead Independent Director, Helen Nugent, for her interaction with us. So thank you. I have a couple of questions. Firstly, I noticed from the senior management team in the annual report that six of the eight members have a recent history with Vodafone, but there's no one with a TPG background. Could you please comment on why this is, and consider whether there might have been some loss of synergy from more input from the TPG history? So I'll ask Iñaki, can you answer this question? Yeah, thank you very much for the question. Currently, the executive team is the one that reflects the capabilities and the needs for the business. Three of the executives in the management team are from the former Vodafone Hutchison Australia, while the other members, the other four members, are actually people that joined the business after the merger. And they all bring with them significant experience both locally and internationally in the market, in the telecom market. We also maintain a significant amount of our management coming from both parts of the business, and this is what provides not only the experience and the knowledge of all the services and products that we have and the different infrastructure, but also is what is now creating the TPG culture. Also, we are quite fortunate on our board to maintain Tony Moffatt who was a previous executive of TPG and obviously Robert Millner who was also a non-executive director of the former TPG company. Okay, thank you. I'd like to thank you for your presentations and actually your description of the, you know, the immense amount of work that's being done to improve the operation of TPG, and also its infrastructure in the organization as a whole. I'd like to ask if you can perhaps give a bit more information to shareholders. There's a lot of change going on in this industry, and lots being talked about in terms of increased data being transmitted. Artificial intelligence is a very major topic. Could you perhaps give shareholders a bit of information about how TPG is responding to that, and what opportunity that creates? Because I believe that kind of sharing information might give more confidence and more understanding of the market as to what TPG is doing, and ultimately as individual shareholders impact on something we're very concerned about, which is share price. Yeah, look, I think that these are all. It is a very dynamic industry, and thank you for the question. We see not only new technologies coming, like the ones that you were reflecting, which we use, and we are using artificial intelligence in various processes of our company. We also intend to continuously inform shareholders and the market of our developments. There is also a significant dynamic in even the structure of the business, and I think, like, things that we are doing, like network sharing, the impact of the NBN. We will continue in our communication with the market to update on what are the responses that we are doing. The same way that, you know, when this market went to the NBN, and we have been able to leverage on bringing more customers off net as a response. We look at all these developments, and we will make sure that we keep all our shareholders informed of how we respond to all these external factors. May I ask another question? Sure. Vodafone is a global telecommunications company. Could you please share what kind of association that TPG has with Vodafone as a global organization, and how that association is benefiting TPG? Well, you know, Vodafone is a significant, significant shareholder. They have two members of their very important colleagues on our board. They are important, very experienced person in the telecom industry. And today, you know, Serpil and Pierre, they are all here attending to our AGM board meeting and also the strategy meeting. They are very experienced, and they really contribute a lot to our company. Thank you. Okay. Yep, thank you very much. Morning. My name is Enzo Prata, I'm shareholder. A question: in the annual report, it mentions that, in the financial years of 2020, 2023, 37 applications were moved to the cloud, and the target for this coming financial years is to move a further 40 applications to the cloud. I would like to understand how many more applications are in the process of being moved, and is there an estimated target date for the completion of this transition to the cloud? I question to you, Enzo. Yeah, thank you very much for the question. The target date, so our simplification program and also all the IT transformation that we are carrying will be concluded in 2027. So we expect the majority of these applications that are subject to go to the cloud to be moved by then. Not all the systems and applications will be in the cloud. I think our CTO has done a good selection of what is more relevant to be on that platform. But obviously, it is a continuation during this year, and more systems and applications will be decommissioned, and the ones that we will keep, that are subject to be in the cloud, will continue to be moved to the cloud. Thank you. ... So thank you. We will now move to the 7 resolutions being put to this meeting. As already advised, the poll will be conducted by Computershare once all resolutions have been presented. We will now move to agenda item 2, the adoption of the 2023 Remuneration Report, and I invite the Chairman of the Remuneration and Governance Committee, and our Senior Independent Director, Dr. Helen Nugent, to address the meeting. Thank you, Chairman. I really welcome the opportunity to present to you, our shareholders, a brief overview of TPG Telecom's 2023 remuneration report. A summary of that, as you know, was included in the notice of meeting, and of course, a fuller report is in the annual report. Item two seeks adoption of that remuneration report. Let me start by highlighting the most significant changes made in 2023 to our remuneration approach and governance. These changes were made in response to investor and proxy advisor feedback in the prior year, and we go regularly and have those discussions. There were four significant changes. First, we introduced three new LTI measures, namely Return on Invested Capital, and I'll refer to that as ROIC, Earnings Per Share, EPS, and an ESG measure. In so doing, we moved away from operating free cashflow and TSR. Second, we increased disclosure in the remuneration report and notice of meeting regarding TPG Telecom's LTI targets for both ROIC and EPS. Third, we changed the basis for calculating the minimum shareholding for executives. And finally, in line with ASX corporate governance principles, we created a Nominations Committee, separating it from the Remuneration and Governance Committee. With that as context, let me outline our overall remuneration approach. Our approach links, as you'd expect, our purpose, our strategy, and our remuneration principles, striking, in the view at least of the board, an appropriate balance between delivering value for shareholders and attracting and retaining staff. Executive remuneration at TPG consists of four main components. The first is fixed remuneration. Fixed remuneration is designed to provide competitive base pay that recognizes an executive's skills, experience, and accountability to deliver value for not just our customers, but also for our shareholders. It is benchmarked to the median of the relevant ASX peer group, which we review annually. In setting fixed remuneration for 2023, a comprehensive analysis was undertaken in 2022, using data from that year across the ASX 21-60 peer group. This peer group was selected after analyzing the company's position within the ASX at that time, and after reviewing both local and international telecommunication peers. This resulted in base salary increases in 2023 for the CEO and for three of the other four executive KMP. For the CEO, this was the first increase in base remuneration that he had received since the merger in July 2020. The second component is the Short-Term Incentive or STI, as I'll refer to it. The STI is designed to reward executives for their achievement of TPG Telecom's annual performance targets against a balanced scorecard, thereby aligning executive performance with shareholder value. The size of the STI opportunity was set for 2023, using the same ASX benchmark as used for fixed remuneration. In the case of the CEO, the at-target opportunity was set at 110% of base salary. For the other executive KMP, it was set at 75% of base salary. The STI is awarded in cash, as well as in Deferred Share Rights or DSRs. The cash component is 50%, which is paid at the end of the performance period. The remaining 50% is paid, as I said, in DSRs, vesting in equal amounts at the end of both the first and the second year. The deferral and payment in shares reinforces alignment with shareholders. The STI award is made after significant consideration of three matters. The first is whether an STI gateway is met. This involves looking at TPG's overall performance, whether risks have been appropriately managed, and whether each executive's individual behavior is appropriate. That gateway was met in 2023. The second is a rigorous assessment of a balanced scorecard, which accounts for 80% of the potential award. The balanced scorecard, which is disclosed in detail in the annual report, consists of five financial, customer, and staff measures. They are total service revenue, operating free cash flow, EBITDA, Customer Net Promoter Score, and an employee experience index. The balanced scorecard outcome for 2023 was 78.78% of maximum. The third matter considered is individual performance, which accounts for 20% of the potential award. Overall, for 2023, the CEO was awarded 81.02% of the possible maximum STI allocation. The third remuneration component is the Long-Term Incentive Plan, or LTI, as it is known. The LTI plan is critical to creating longer term alignment between executives and the performance of the business. The plan is delivered, sorry, as performance share rights with performance hurdles tested after three years. The three-year performance period for the first of the TPG Telecom LTI plans, namely that from 2021, finished on the 31st of December 2023. The equally weighted hurdles for that plan, as I said, there were changes between that plan and the latest one, were operating free cash flow and TSR. As we committed to do, the 2023 remuneration report outlines in detail the targets that were set originally, and the performance against each target. It also shows that neither hurdle was achieved, and that, as a consequence, no Performance Rights have vested for the 2021 LTI plan. In 2023, the performance share rights hurdles were changed, as I said earlier. There were three performance measures that were put in place. The first was a return on invested capital measure, which was weighted at 45%. The second was EPS, as I said earlier, which was also weighted at 45%. And the third was the environmental, social, and governance measure, weighted at 10%. This specifically related to powering all of TPG's Australian operations with renewable energy by the end of 2025. The change to the hurdles was made after very strong shareholder feedback in the prior year. That consists of a number of components. That operating free cash flow should not be included as both an STI and LTI measure, and that a return on capital measure should be used. In determining these measures, the board recognized that a return on capital measure needed to be balanced with earnings growth to ensure that there were no unintended consequences. Moreover, these two measures have been demonstrated time and again to be the drivers of total return to shareholders. The 2022 remuneration report provided details on how ROIC, and EPS, and the ESG hurdles were to be measured and calculated. However, in response to shareholder feedback, disclosure in relation to these measures was increased for 2023. The targets, as disclosed, aim to strike an appropriate balance between giving shareholders insight that the targets have appropriate stretch to drive performance, while avoiding specific disclosure for a forward three-year period. The outcome against the hurdles will be fully disclosed in 2025. The fourth remuneration component of executive remuneration is the minimum shareholding requirement. To further reinforce alignment with shareholders, executive KMP are required to hold one year's base salary as a minimum shareholding. In 2023, based on shareholder feedback, the policy was amended to exclude unvested Performance Right s and Deferred Share Rights from the minimum shareholding calculation. To mitigate the cash impact on executive KMP, given prior expectations and to ensure executive retention, the timeframe for achieving the minimum shareholding was increased from five to seven years for selected executives. However, it is forecast that most executive KMP will achieve the minimum shareholding prior to the seven years. The timeframe for new executive KMP remains at five years. So that is an overview of the way executive remuneration operated for 2023, and the key changes that were made. I would now like to briefly look forward on key changes for 2024, which we also flag. Base salaries for KMP, including the CEO, will increase by 3% for all ongoing executive KMP, except for the CFO, sorry, John, who recently joined TPG Telecom. 3% is below the rate of inflation, which was 4.6% in November 2023. The benchmark peer group that was used has been changed to be both the ASX 21-60 and the ASX 31-70, consistent with changes to the company's market capitalization. STI remains consistent with 2023, although the customer measure is under review. The LTI scheme remains consistent with 2023, including the enhanced LTI hurdle disclosure. However, on a one-off basis, I underline that, a Performance Retention Rights plan has been put in place for 2024. This was done to ensure continuity of leadership in an extremely competitive landscape for telco staff. The number of highly skilled telecommunications executives in the Australian market is limited, and telecommunications executives are highly sought after. The Performance Retention Rights plan is designed to retain executives through the following features: The performance period for the plan is for three years, from January 1, 2024 to December 31, 2026. Performance will be measured against two equally weighted tranches, relative to TSR and a service condition, requiring the executive to be employed at vesting. In fact, the whole thing operates subject to that. Because the opportunity is the equivalent of 100% of base salary, it is hoped that it will be attractive enough to retain executives in this competitive environment. The inclusion of the relative TSR hurdle reinforces alignment with the interests of shareholders, but it also differentiates it from the LTI. Shareholder approval is being sought at the AGM for rights proposed to be granted to the CEO, even though those shares will be acquired on market, and as a consequence, it's not required that we seek shareholder approval, but we're doing it regardless. Turning now to remuneration for non-executive directors. A review of non-executive director fees in 2023, made with reference to the ASX 31-70 peer group of companies, indicated fees were significantly below market. As a result, the following relatively limited changes have been made effective the first of January 2024. An increase has been made to the base fee for the two independent non-executive directors, that's Arlene and myself, reflecting our additional roles and responsibilities. An increase has been made to the fee for the chairman and non-executive directors of the Audit and Risk Committee, reflecting market rates, and an additional fee will be paid to me as a senior independent non-executive director, reflecting the additional responsibilities that I carry. In conclusion, the board commends the remuneration report to shareholders. In our opinion, it is a thoughtful approach. Each year, we seek to balance investor feedback, and based on that feedback, we tell shareholders in advance what we propose to do. We then do it, and finally, we report against what we said we would do before the whole cycle starts again. In that vein, we are committed to being transparent, and we hope that our track record of remuneration reports over the past three years has demonstrated exactly that. Thank you for your attention. I now hand back to the chair. Thank you. Thank you, Helen. A vote on item two is advisory only and is not binding. However, any discussion on this resolution and the outcome of the non-binding vote will be taken into consideration by the board. A voting exclusion applies to this resolution as set out in the notice of the meeting. The resolution and proxy received are set out on the screen. I now welcome any questions in the room regarding this item. Thank you for that, Helen. I had a comment and a request to make. Firstly, I'd like to thank TPG for their remuneration report. It's comprehensive, it provides excellent detail, it's well laid out, and it is really easy to read. So thank you very much. My request, for individual shareholders, total shareholder return is critical in managing their portfolio and in deciding where to allocate their funds. We know that this is included in the one-off performance retention plan, but we request that it be included in the ongoing long-term incentive, to ensure greater alignment of the executive with individual shareholder expectations. Thank you. Okay. Do you like to answer? Sure, yeah. Thank you so much, Peter. And, can I just acknowledge and thank you for your engagement and for your kind words, and for your feedback on the clarity of the remuneration report. We've worked very hard at it, and in part, it reflects the feedback that we get from investors, including yourself. I'm grateful for your perspective on TSR, and I've got to say, it's something we were very conscious of when we were revamping the LTI hurdles back in the end of 2022. As I said in my comments, we did it based on feedback from investors that we should use operating free cash flow in both the STI and LTI, and that we needed to have a return on capital measure. Now, the complication is that if you have a return on capital measure, and you don't counterbalance it with something like EPS, you could get, you know, some unintended consequences, not through or just through the incentives that's actually provided. So you've got to make sure you balance those things. We seriously thought about having a fourth dimension, which would be TSR, because we know the views of investors. But given the fact that we were adding the ESG measure, we thought that it would not be appreciated by investors if we had four hurdles. So that was the rationale. The final point I'd make is that we are very, very conscious of the need to drive shareholder value over time. And both ROIC and EPS, as I've said earlier, and I think I've said to you offline, are very key determinants of what management can control that really does drive TSR, and that's been proven time and time again. But thank you for your feedback. We'll, I mean, we go away from these meetings, we register all feedback that we've received. We will reflect again on your feedback, and we'll come back to that. But I just wanted to provide the explanation. Thanks. Thanks, Peter. Thank you. We will now move to agenda item three, the re-election of Mr. Antony Moffatt as a Non-Executive Director of the company. Tony's biography is set out in the notice of meeting. I will ask Tony to address the meeting regarding his re-election. Tony? Thank you, Chairman, and good morning, shareholders. It is an honor to stand for reelection to the board of our company as a Non-Executive Director. As you all know, I'm a lawyer with more than 30 years experience, and most relevantly, I was employed as General Counsel for the TPG Telecom, the TPM businesses, and I filled that role for over 20 years. I'm currently Company Secretary for Tuas Limited, which is another ASX company, also in the telecommunications sector. I continue in private practice, private legal practice for a range of commercial businesses and clients. I also serve as a director on some non-listed, not-for-profit boards. I have a strong understanding and experience in telecommunications businesses, and I've been closely involved in many mergers, acquisitions, and other strategic transactions. In my role as a Non-Executive Director of TPG Telecom, I've worked with my fellow directors, bringing my lawyer's viewpoint and attentiveness to oversee the various steps taken by the company and to set itself up for a positive future. I believe I can continue to make a valuable contribution, and I hope to do so with your continued support. I'll now pass back to the Chairman. Thank you. The resolution and proxies are received and are set out on the screen. I now welcome questions on Tony's reelection. Thank you. The next agenda... Oh, sorry. Sorry, I didn't get up fast enough. Firstly, a general comment on director elections. Individual shareholders, through a lack of access to external information sources, are dependent on details provided by the company in the documentation. In the case of TPG, we find there is a lack of a broad skills matrix that shows the skills and experience of individual directors, and this makes shareholders, individual shareholders' decision-making more difficult. Also, I'd just like to raise the point about the criteria telecommunications and commercial and strategy experience. It would be helpful, I think, if that was shown by global and Australian experience. So we'd request that, in considering the information provided at next year's AGM, that this kind of granular data be provided. Okay. Helen, you want? Yes. Look, I'll take that as Chairman of the Remuneration and Governance Committee, if that's okay. Last year, the ASA specifically asked us to indicate through a skills matrix what the individual skills were of each director. And we pondered that, and we, we in fact, we thought about it quite deeply. It led us, Peter, to go back and relook at the skills matrix. We included some more dimensions in it. We, and we acknowledged you know, we acknowledged our the role of the ASA in the Remuneration Report, in the corporate governance statement in respect to that. Having said that, though, we decided not to include-... notwithstanding your feedback, the specifics for each and, for each director. But what I think you can see by looking at the matrix of the skills matrix, which we outlined, we revamped the nature of that. You can see that there is an overwhelming, for instance, predominance of people with telecommunications experience, and then I think you can also see by looking at the bios of each of the directors, how they fit. But so I think what we felt was that, notwithstanding your input, you're a very smart group of people and that you could figure it out. So that's why, you know, it's said with the greatest of respect for your feedback, but we have been thoughtful about it. We did take it to the board for consideration, and that was what the outcome was. Again, I reiterate, we'll look at it again for next year. Helen, thank you for that. I understand your position, and I know you appreciate ours also, so thank you. Indeed, I do. If I can ask, Tony, your individual shareholders are generally aware of your contribution to TPG over many years. I'd just like to ask at this point in time, if you could expand a bit on how you have been involved in ensuring the effective integration of the two organizations. Thanks, Peter. What I'd say about that is that, I was very conscious and have been very conscious as I've moved out of an executive role into a director role. The two positions are quite different. In terms of integration on a day-to-day basis, as a director, I haven't tried to get myself involved in those things too much. Those are matters for management, obviously. But when these subjects have come up to the board, I've given careful consideration and I think sensible suggestions, where appropriate, as to the steps that are taken for integration over the years. I think the benefit of me being on the board has in fact been because of my historical knowledge. I have, you know, obviously access to a lot of the stuff that went on when TPG was TPG, you know, and in recent times, as we've restructured the fixed on-net network so that we could look at the Vision transaction, and establish that business, management have come to me looking for direction as to how that business was built and some of the strategic decisions that were made and those sorts of things. So, you know, otherwise, what I'd say is, I've been perhaps an overly enthusiastic contributor at board meetings and discussions about these things, and I've been a patent lawyer about documents. Thank you, Chairman. Okay, thank you. The next is agenda item four, the re-election of Mr. Frank Sixt as a Non-Executive Director of the company. Frank's biography is set out in the notice of meeting. As I mentioned earlier, Frank is unable to join us in Sydney today, but he joined us on screen. I will now ask Frank to address the meeting regarding his re-election. Frank? Thank you, Chairman. Can I first make sure that you can hear me? Yep, very clear and loud. Oh, all right. Good. Very good. Well, thank you, and good morning, shareholders. I very much regret that I'm joining you by Zoom, as opposed to being there in Sydney, today, and I can assure you that that's due to a combination of anomalous circumstances, so not the norm from my point of view. Of course, I'm very pleased to offer myself up for re-election as a Non-Executive Director of TPG Telecom. Currently, I serve as the CK Hutchison Group's Finance Director, and I was recently appointed a Co-Managing Director of the group. Since 1990, I've served as an Executive Director of many of the CK Hutchison Group's public companies, and also its telecoms businesses around the world, including in the U.S., the U.K., Europe, Asia, and of course, Australia. I've been involved with telecoms in Australia for quite a long time, going back as far as being a D irector of the old Three Australia, a Director of Vodafone Hutchison Australia, prior to its merger in 2020 to form this company. In my role as a Non-Executive Director of this company, I've been appointed as a current member of the Remuneration and Governance Committee, as well as of the Nomination Committee, and I previously served as a member of the Audit Committee. So I think all of this has provided me with experience and insight into our industry and specifically into conditions in the industry in Australia and in the finance and corporate finance environment in Australia to the company's operations to the challenges it faces and I think I can draw on a fair depth of experience to contribute as a Non-Executive Director. I can confirm that I'll continue to have the capacity to make available time necessary to serve a further term as a Director, and I particularly look forward to continuing to work with Iñaki and his team and my colleagues on the board to deliver value to all TPG shareholders.... I hope you'll support my re-election, and I look to bring some skills that I have to TPG Telecom in the coming years. Thank you. Thank you, Frank. Frank, thank you for that. My first question, I think you've partially answered in that, recognizing your breadth of responsibilities in other organizations beyond TPG, to ask for your assurance that you would have sufficient capacity to commit to the obligations of this exciting company. But, as I said, you've responded to that. But could you describe the particular additionality that you believe you bring to the board of TPG? Okay. Well, on the first question, I would also say not confusing interest as a shareholder and a role as a Director. Obviously, as a Co-Managing Director of the CK Hutchison Group, our interest in TPG is a several billion-dollar position. So that makes it incumbent on me to pay a lot of attention to what goes on by that TPG, and to do everything that I can to support TPG. On the second count, I think my own background is just quite extensive in all aspects of, you know, both the operational side of telecoms businesses all around the world and in Australia for a very long time. But also in the corporate finance aspects and the mergers and acquisitions aspects relating to telecoms. I've been a leading actor, I guess I would say, in a great many mergers of telecoms companies around the world and lots of telecoms financing in a number of things. For example, analogous to the disposition of towers that TPG was involved in. And of course, whenever any of these things come up for consideration by the TPG board, I don't keep my views to myself. So I think on the finance side, I add an extra je ne sais quoi, and I hope that that's appreciated. Okay. Okay, thank you, Frank. The next agenda item, five, is re-election of Mr. Jack Teoh as a Non-Executive Director of the company. Jack's biography is set out in the notice of meeting. I will now ask Jack to address the meeting regarding his election. Thank you, Chairman. It is a privilege to offer myself for re-election as a Non-Executive Director of TPG Telecom. I offer myself for re-election as a representative of the Teoh family. As you know, our family has had a long and deep commitment to the telecommunications sector. As a Non-Executive Director of TPG Telecom, I am committed to the role that TPG Telecom and its family of brands play in fostering competition and choice in the Australian market, which allows millions of Australians to say, to stay connected, productive, and entertained. I bring to TPG Telecom my background in the private sector. That experience has given me insight on the need to act fast and to be agile, which is important in the fast-evolving telecommunications space. I was previously a Director of iiNet Limited from 2020 to 2022, which has given me a significant understanding of the challenges facing telecommunications. It has been deepened by my serving on the TPG Telecom board for the past three years, from March 2021. I have built a deep understanding of consumer behavior, particularly the younger generation, who are facing increasing affordability challenges. I bring the perspective of a relentless focus on the customer experience to the TPG Telecom board. I bring expertise in retail operations, product knowledge, as well as proficiency in software operations. The need to provide good service, good coverage, and good prices, as well as running a lean team, will be required for the future of TPG Telecom. I'm committed to TPG Telecom's success. I have the time, energy, and dedication to work in your interests, as is evidenced by my attending all board meetings in 2023. I thank you in advance for your support, and I look forward to meeting many of you after the AGM. Jack, thank you for those, for those words. I'd make the comment that the information that's provided in the, in the notice of meeting and also in the annual report, about your background is, is quite limited. Given that, I would ask if you can please expand for shareholders, a bit of information about your hands-on experience within the telecommunications industry. Also your, your depth of knowledge and experience, as a Director, and also, very importantly, as you mentioned, the youthful perspective you bring to the, to the board. Could you perhaps flesh out a bit how that's contributed to the, to the board deliberations and, and oversight of management? ... Thanks for your questions. My telecom experience was mentioned during the speech with my previous experience with Tuas Limited and three years of TPG board experience. In terms of my operational experience, I can, you know, splice fiber if you want to go to a data center. I can take you there, and we can do some work in a data center if you want. On a, in a private sector, I have started and scaled a company called Oscar Wylee, which is Australia's third-largest optical retailer. So that is my operational experience. Thank you, Jack. Next is agenda item 6, Grant of Equity to the CEO and Managing Director. This item includes three separate resolutions. 6A, which is for the grant of 2023 Deferred Share Rights. 6B is for the grant of 2024 Performance Rights, and 6C, which is for the grant of Performance Retention Rights. These are the final resolutions for today's meeting. Directors have voluntarily decided to seek shareholders' approval for equity-based grants to the CEO in the interest of transparency and good governance, even though the shares that would be acquired to satisfy the rights under the equity plan will be acquired on the market. Voting exclusions apply to these three resolutions as set out in the notice of meeting. I will welcome questions once these three resolutions have been presented. The resolutions for 6A and proxy receipts are set out on the screen. The company is seeking shareholder approval for the grant of 283,828 Deferred Share Rights under the Short-Term Incentive Plan for 2023 financial year to Iñaki Berroeta. This reflects the operation of STI plan in practice, where the combinations of Group Balanced Scorecard and CEO's individual performance scorecard resulted in his being awarded 81.02% of his maximum STI. 50% of this award has been paid in cash, and the other 50% deferred for two years for Deferred Share Rights to increase alignment with shareholders. The deferred STI amount of AUD 1,336,830 has been converted into rights at a value of AUD 4.71. This is based on the approved grant price, which is determined based on the volume-weighted average share price of the company, ordinary shares over five working days following the announcement of the company's annual result. This calculation has been confirmed by Aon Hewitt. Vesting will occur in equal tranches over the two years with no performance hurdles. The resolution for item 6B and proxies received are set out on the screen. The company is seeking shareholder approval for grant of 656,050 Performance Rights under the Long-Term Incentive Plan for the 2024 financial year to Iñaki. The performance will be tested after three years against three performance hurdles, namely 45% weighted return on invested capital performance hurdle measure against the 2023 post-tax weighted average cost of capital. 45% weighted earnings per share performance hurdle, representing growth from the 2023 EPS, and 10% weighted ESG performance hurdle linked to TPG Telecom's 2025 renewable electricity commitment. Further details on each hurdle is outlined in the notice of the meeting and was outlined earlier by Helen Nugent in relation to the remuneration report. The increase in disclosure of LTI target has been done in response to feedback from proxy advisor and investor, while avoiding specific disclosure issues. The number of Performance Rights has been allocated to reflect CEO's maximum potential allocation of 150% of base salary, divided by AUD 4.71 as approved grant price, being the VWAP over five days after the announcement of the company's annual result. The assessment of achievement against the 2024 long-term plan target for all measures will be reported in the 2026 annual report. The final resolution for the item 6C and proxy received are set out on the screen. The company is seeking shareholder approval for the grant of 437,367 Performance Retention Rights under the Performance Retention Rights Plan for 2024 financial year to Iñaki. This one-off plan was implemented after significant consideration by the board in response to the highly competitive landscape currently seen in the telco market. While the plan is intended to ensure the continuity of leadership and to retain executives, it has also been designed to lend to the interest of the shareholder with 50% of TSR performance hurdle. Performance will be tested after three years against two performance hurdles, namely, a 50% weighted relative total shareholder return hurdle and a 50% weighted retention hurdle requiring the grantee to be employed at the time of vesting. Further information on the reason for this proposal and the way it is structured was outlined in the remuneration report and the notice of meeting, and Helen Nugent elaborated on this earlier in relation to item two on remuneration report. These are the final resolution for today, and I now welcome any question in the room regarding item six. Thank you for your questions today. The Computershare team will now collect your voting cards to conduct a poll. Please fill in your voting card, and when you have finished, please lodge it in a ballot box with a Computershare representative to ensure your votes are counted. Ladies and gentlemen, I have been advised by Computershare that we have received all valid votes, and I declare the poll and the meeting closed. We will announce the result to the ASX as soon as possible. Thank you for your time, questions, and your continued engagement and support. Refreshments will now be served outside the room. Thank you. Thank you for coming.