Good afternoon. Good afternoon, welcome to the 24th WAM Capital Limited Annual General Meeting. This is a hybrid meeting held both online and in person here at the Museum of Sydney. I'd like to acknowledge the Gadigal people of the Eora Nation and pay my respects to elders past and present. I also acknowledge the custodians of the land and waters on which our shareholders and fellow directors currently stand to view and listen to today's AGM. [Wanya ngalam]. That's welcome to all our shareholders. Thank you for joining us and for your continued support of WAM Capital. I am Geoff Wilson, Chairman of the board of directors. Joining me today in person are my fellow directors, Kate Thorley and James Chirnside. Sorry, James Chirnside. Joining us online is Lindsay Mann, Dr Philippa Ryan and Matthew Pancino. Acting in capacity as a moderator today is the Wilson Asset Management finance manager, Ophelia Lam, on the far right. She'll be assisting any questions submitted either in person at the meeting or online. A couple of people have sent some questions in, so we thought it'd be an opportunity to ask them at the AGM. Scott Whiddett, who's on the far side there, is representative from our auditor, Pitcher Partners, and he's available address any questions relating to the company's financial statement. It's just after 1 o'clock and clearly a quorum is present, I declare the meeting open. The notice of meeting has been circulated to shareholders. In the absence of any objections, I'll proceed on the basis the notice be taken as read. I encourage you to read the chairman's address, which is announced to the ASX, because I will be giving you a summary of that together with the formal part of the meeting today. Shareholders who have logged into the webcast with your username and password will have the opportunity to submit questions online and ask audio questions as well as vote on the resolutions. If you're joining us online, questions can be submitted at any time. To ask a question, click on the message icon, type your message into the Ask a question box and click the arrow symbol to the right-hand side of the message box. For those shareholders who wish to ask a verbal question, an audio questions facility is available during this meeting. To ask your audio question, click on the Request to speak and Submit request. If you have any issues using the system, please return to the Lumi platform. Voting today will be conducted by way of a poll on all items of business. In order to provide you with ample time to vote, I will shortly open the voting for all resolutions. If you've already submitted a proxy form or voted online prior to this meeting, you are not required to vote again. When I open the poll, the voting icon will appear on the navigation bar. Once you click on this, a list of resolutions will appear on the screen with voting options. Simply select one of the options to cast your vote. If you change your mind, select another option. You can change your vote as many times as you want until the close of the poll. Your vote will have been submitted when the voting icon changes color. There is no submit button. I now declare voting open on all items of business. You can vote any time during the proceedings. I will give you a clear prompt later in the meeting to inform you that voting is closing. The votes cast during the meeting will be combined with votes submitted before the meeting. People note that only shareholders, proxy holders and shareholders' representatives may vote. If you logged into the webcast as a guest, you will be able to view our webcast but not submit a vote. In terms of the, you know, formal chairman's address, which I said has been lodged at the Exchange, looking back at last year, like, it was a tough year. It was a challenging year. WAM Capital, you know, the performance of the portfolio, you know, the portfolio was down. You'll see the loss for the year was sizable, that was a function of the drop in the portfolio. Obviously there was a corresponding drop in the share price, which, well, for all shareholders has been painful. One of the positive sides is so far this year, that's the period from the end of June till the end of October, the investment portfolio has increased about 9%. That's outperformed the Small Ords Index of about 2.5%. As you'd be aware, the investment team is buying undervalued growth companies when they can see a catalyst for a change in the valuation. The company's ability to pay dividends really is a result from positive after-tax performance of the investment portfolio. Which ends up growing the profit reserve. After the dividend we've just paid, at the end of October, the company had about AUD 0.103 in the profit reserve. That's obviously fully covers the next interim dividend, but we need to make more money, or increase the profit reserve to pay the final dividend. In terms of talking about any, you know, the performance of the portfolio and the performance of the share price of WAM Capital, I know there's some questions that have already been sent in, we'll cover any further comments or questions of that in general questions a little later. I'll now conduct the formal part of the meeting. There are four items of business. They're set out in the notice of meeting. Three are to be voted on. The notice of meeting and explanatory memorandum was circulated to shareholders. In the absence of any objection, I'll proceed on the basis that these are taken as read. I note The Boardroom are the returning officers for today's meeting. They will conduct our poll. I further note resolution one is subject to a voting exclusion as outlined in the notice of meeting. The board recommends approval of each resolution. As chair, as chairman, I'll be voting all open votes provided for each resolution. We will also advise the ASX as soon as the results are determined, which will be a little later today. You may submit any questions or comments you have on the financial statement, and report now. That's for the online people. That's the first item of business, is to receive and consider the Financial Statement, the Directors' Report and the Auditors' Report for the company for the year ending 30th of June 2022. Scott Whiddett, who I introduced you earlier, is here, if we need any help with specific questions. There's no resolution on this matter. Are there any questions in the room on the Financial Statements and Auditors' Report? Ophelia, any questions online? Thank you. There being no questions, now we'll go to the items of business for which a vote is required. Resolution 1 relates to the adoption of the Remuneration Report. Please, if you have any questions, online, submit them now. The company's received proxies amounting to 32,593,886 shares in favor of this resolution, 6,370,934 against, and 14,058,721 open. Of which 8,554,458 have been granted to the chair. For these, I'll be voting in favor of the resolution. Now, are there any questions in the room on that resolution? Any questions online, Ophelia? Nothing specific to resolution 1. Okay. There's a question, but we'll cover that in general? General. Okay. Thank you. Yes, question? Perfect. Question? No. Thank you. I'll now put the motion that the resolution be approved as set out in the notice of meeting. If you are a shareholder or proxyholder now eligible to vote online, could you please complete your vote for resolution 1. Resolution 2 relates to the re-election of Catherine Ann Thorley. Kate, would you like to say a few words? Sure. I don't answer to Catherine. Oh. It means I'm in trouble. Oh. Um. Same with Jeffrey. Exactly. Exactly. Good afternoon, everyone, and as Geoff said, I'm up for re-election and would love to continue serving as a director of WAM Capital and would like your support. For those of you who I haven't met, over the years, I've worked with Geoff and our wonderful team at WAM for 18 years, almost 18 years, and pretty much the last decade as CEO. I'm a chartered accountant by background, and prior to joining Wilson Asset Management, worked in London and Ireland for most of my twenties. And I guess what I wanted to say was that I work alongside a wonderful team of 55 here in Sydney, who are very, very passionate, as I am, about making a difference for our shareholders. I know for WAM Capital, it has been a tough period, and we are really focused on ensuring that we, when we talk about making a difference as a team for shareholders, we talk about the long-term performance, our focus on fully franked dividends, which we know are very important to you, but also, focused on how we engage and communicate with you. I know that's a really big part of our DNA at WAM. Across the whole business, there's really no one in the team that doesn't love, meeting with shareholders and just making sure that you understand how we're investing and why, in a period like this, that we have underperformed. We also love Being involved in the community because I think we're all very proud of what we do for the two Future Generation listed investment companies, the support that we give those two vehicles, but also being a part of the global movement, the Pledge 1%, where as an investment manager, we donate to various charities but also give our time. I guess I'll leave it there. I hope I can have your support today to continue on as a, as a director, so that we can, over the long term, continue to perform for you. Thank you. Thank you, Kate. You have my support. Now for those people online, if they would like to, please vote on resolution 2, please do so now. In terms of the proxies, we've got 38,609,191 in favor of the resolution, 2,046,593 against, and 14,215,528 open, of which 8,631,306 have been granted to myself as, or the chair. For those I mentioned earlier, I'll be voting in favor of the resolution. Now, are there any questions in the room to start with? No. Any questions online? Oh, sorry. No. I now put the motion that Ms. Kate Thorley be re-elected as set out in the notice of the meeting. If you're a shareholder or proxyholder, and are voting online, and eligible to vote online, can you please complete your vote for resolution 2? Resolution 3 relates to the re-election of James... Actually, what's your middle name, James? Miller, actually. Is it Barrington? No. Miller. Miller. Okay. Of James Miller Chirnside. now, James, would you like to make. Good afternoon. Say a couple of words? Good afternoon, everybody. I've put myself forward for re-election to the board. I've been on the board for a long time, as many of you will know. Known Jeff for a long time, and I've been able to watch the organization grow. I think particularly worthy of mention is the, not only the philanthropic efforts that Jeff and Kate and the rest of the team have made, but also governance. Governance has been a big thing. It is a big thing in today's markets. The strides which Wilson have made over the years along governance lines has been really quite extraordinary and a real learning curve for me, too. I'm an independent director and I have experience historically in financial markets and fund management. I offer myself for re-election. Thank you very much. Thank you, James. In terms of the proxies amount to 38,254,812 in favor of this resolution, 1,782,466 against, and 14,725,738 open, of which 9,131,516 have been granted to the chair. For those I mentioned earlier, I'll be voting in favor of this resolution. Now, do we have any questions in the room for James? Do we have any questions online? Yes, I would just like to, you know, echo shareholders, you know, that have voted their support for James because, you know, one of the great things, you know, he's got incredible experience in the financial markets. I remember when, I think when I first rang him, he was a fund manager and I was a broker, and I think he told me to F off. Since then, things have moved forward. You told me to F off. No. No, James adds significant value to the board. I suppose that's probably not politically correct, is it? No. Okay. Anyway, we're allowed to get a few past the keeper. Are there any other... We decided no more questions for James? No. Can I now put the motion that Mr. James Chirnside be re-elected as set out in the notice of the meeting. If you're a shareholder and voting online, please vote now. Oh, actually... We've done the formal part in terms of the resolution, I'll be closing the poll within a couple of seconds. Anyone online, if they haven't voted yet, now please vote. I hope you can vote all 3 at once if you haven't been paying attention. If you have been paying attention, I now declare the poll closed and formally charge Boardroom to count the votes. The votes of today's AGM will be released to the market as soon as they're determined, which will be a little bit later today. We'd like to go to the general questions. Before we go to the general questions, I'd just like to point out, this is a little bit in the chairman's address. I know you can read it online. It talks about advocacy. You know, we've been pushing for quite a time for the leveling of the playing field, allowing professional investors, sorry, retail investors to get the benefit of professional investors. Yeah, we'll continue to lobby on that. You know, we lobbied the previous government and will continue to lobby the other current government. There has been a few questions asked earlier and people asking today about, you know, what's happening with the franking system. Let me just, you know, sort of emphasize some comments that are in the official chairman's address that was lodged, you know, with the ASX. Let me also put this into context. Look, thank you for all shareholders for your support and for your feedback. You know, we're trying to walk a bipartisan, you know, with our view. In terms of, you know, for some people, their comments are, you know, this is done with Wilson Asset Management on a effectively for anyone who benefits on a, you know, it's at our cost, not shareholders' costs. It's our communications team, and the other, you know, senior people that are passionate about this, and myself. Some people think it's the investment team that are spending time worrying about franking credits. The answer is, they're not. What I say in the chairman's address is our dividend imputation system is in jeopardy once again. Really, it's the two-pronged policy attack by the current government that will weaken, we believe, the franking system. It's not only what was announced in the budget, and we'll be sending you an email out soon because you can put a submission in about that, about that's the buybacks. To me, the bigger thing is that what they're trying to do and, you know, they announced a month or so ago, putting up for, you know, consultation by Treasury was stopping companies that are paying, you know, that raise any money that's associated to a dividend either before or after the dividend's paid. That if any money that's raised is associated with the dividend being paid, then that dividend is unfranked. To me, it is just so illogical. What worries me is, you know, that the all the comments, all the promises before the election about we won't touch the franking system, and they argue that they're not touching it. You know, to me, that's the unintended consequences. If you play them all through, you know, at the start of COVID, when things were pretty dire, you know, the head of APRA came out and said, "You can only pay..." He said to the banks, "Look, you can't pay dividends because we're a bit nervous about things." Then they came out and said, "Look, you can pay dividends, but when you pay dividends, raise as much money as you can." That is totally... If we go in a similar situation to that and they raise money and it's associated with the dividend being paid, then the way the legislation has been proposed, you know, is that that would be unfranked. On my calculations last year, the franking that wasn't paid out by companies was the equivalent to AUD 85 billion fully franked. What happens... That, that is on a, on an annual basis, and that effectively gets landlocked. The only way that can get paid out is if the companies borrow money. You know, companies aren't gonna gear up just to pay fully franked dividends. What it ends up doing, it really. You know, there's all these unintended consequences, and companies change their behavior. They don't invest in Australia. They basically offshore because they don't need to invest and pay the tax in Australia anymore, et cetera. I just wanted to touch on that because a few people were asking me earlier. What I'd like to do now is to go to general questions. Now I know we've got a few online and written in before. Do we have any questions in the audience first? Yes. Thank you. I'm just wondering if it's wise to be sponsoring something like the Wollongong Cycle event and given when to charity when the share price is struggling somewhat? The question was just, is it wise to sponsor the Wollongong cycling event? You know, with the share price where it is. That was back in September. That was a, that wasn't a cost to any of the companies. You know, that was the manager at Wilson Asset Management, you know, put the money in there. It was really... I was asked to go on the board of that, the organizing committee about three and a half years ago. You know, I take my hat off to the New South Wales government. You know, they stepped up big time. They were enormous supporters. Even the federal government, which initially weren't, put some money in. To me, the disappointing thing was that virtually no one else, you know, put any money in. That's why we ended up. We were sort of the amount of money we put in, we were more junior, but because no one else put any money in, we ended up being more senior. That's how that, you know. What about giving... I don't know how much you give to charity, but, I've got no problem giving money to charity. Yeah. if the share price isn't doing so well. Yeah, yeah. We're not giving your money. Effectively, yeah, effectively we're giving our money. It just means we, yeah, there's less, you know, money for us, as in the work at Wilson Asset Management. It's the management fees we've got, and that are paid to us for managing the money. You know, we can either get, take them salary and bonuses and that, or we can, you know, give to charity or, you know, support other events. And we just thought it was, you know, it's good for Australia, it was a global event. You know, we're disappointed that corporate Australia didn't really stand up. We were happy to, you know, put some money. That was the logic. I'm a keen cyclist myself, but. Yeah. I was just wondering about that. No, no. That was the logic of that. Yeah. Okay. Thanks. Thanks. Yes. You mentioned the profits reserve. Given the current situation, what do you think are the realistic odds of being able to keep the dividend at the rate it is? What sort of performance would be required by the fund to meet that benchmark? Yeah. I mean, effectively, we're pretty much... In terms of where we are now, Kate, we're pretty much on the high-water mark, aren't we? For the profits reserve, or Ophelia? Mm-hmm. Yeah. Where the portfolio is now. What's that? We'll top up. We will top up in November. Will we? Do you know how much by? Because effectively how it works, you know, effectively it's the profits reserve. When you make profit over a year, then obviously you can put it in the profits reserve. At the moment, you know, we're if we make money, and you do we do it on a monthly basis, so... We announce to you monthly. You'll see the November one. If depending on where the port, you know, where the portfolio actually finishes at the end of November, whether there's money into the profits reserve. I know we're right on topping up again. If the portfolio's up in December, then the profits reserve increases. Effectively it's gotta increase by AUD 0.04, which is effectively AUD 0.06, nearly AUD 0.06 pre-tax. It's AUD 0.06. It's gotta go up about 4%. If it goes up 4% between now and June, then the next two dividends are there. If it, from the 1st of July next year, it resets on the 1st of July. If it goes up 4% from the 1st of July... Yeah, if it doesn't go up, effectively, say it doesn't go up again between now and June, then we've got enough for the next dividend, and then we've got a third of the following dividend. It has to go up another, broadly the 4% between the first of July and the payment of that dividend, which is May the following year. If it goes up 4% over that period, then there's enough in it for that. Yeah. You just keep an eye, like we that's why we. Someone was saying that they weren't that keen on us, why do we announce the profits reserve every month? We announce the profits reserve every month, people can clearly see what's, you know, what's happening. Yeah. Ophelia, I know we had a few online questions. Oh, okay. Great. Are any more in the room questions? We might answer the rest. Yes. One there. While you're going around, can you just ask me Is there another question? One of them that you actually addressed at the start is why the share price has dropped, and will the share price go above AUD 2 again? Oh, okay. Yeah. Well, I, the good thing is, I'm 64, and I don't. Before we set up the Future Generation entities, I was gonna retire when I was 80, when you talk to all the mental health people, they say never retire. Say, you know, I don't know. Well, my view is it will. You know, in theory, you know, last year was a tough year. You know, I mean, WAM Capital focuses on mid and small-cap industrials, and it was quite brutal there. In terms of the value in the market, like The market is, for those people that look at those small-cap industrials, and you talk to our investment team and, you know, some of them are, they're in-person companies. You know, some of them are here and you can talk to, you know, Sam, who's at the back there. You know, I'd say there's more value in the market than we've seen for years. You know, it is... You know, there's some exciting companies, trading at, on low multiples or discount to assets. You know buying them now, over the medium term you'll do well. I'm incredibly confident it'll go above AUD 2 again. Yeah. It'll like, it should go higher than that. I mean, the challenge obviously is balancing, you know, continuing to, you know, keep that dividend, at that amount. I suppose it was, we, you know, when things got tough 4 years ago, we didn't cut it. If you look back a year ago, I think we're right on the line with profits reserve. You know, there was a good period, the profits reserve increased, you know, and we continued to pay the dividend. What the board basically of the view is, this is. You know, what you'll find is if Labor gets, you know, brings these various strategies in terms of trying to stop companies from paying dividends, you know, fully franked dividends, is that they'll be more focused on getting the franking out the shareholders. It doesn't worry us, the fact that we're paying a very high dividend, because it means there's no franking being hoarded. You know, we're effectively you're getting a 100% amount of franking. Sorry. Any other questions? Oh, no more questions. Okay. Thank you. I'll declare the AGM closed. I'd like to finish off by thanking all yourselves, WAM Capital shareholders. You know, it has been a tough, you know, tough 12 months. I mean, one of the thing we do know is the market is cyclical. You know, our process, buy undervalued growth companies. You know, when we can see a catalyst that's gonna change the valuation, that hasn't changed. It's just been a tough period for, you know, the sector that we focus on. We appreciate obviously, your support. You know, we love doing what we're doing. You know, the 55 people back in the office working hard, you know, thank you. I'd also like to thank the Wilson Asset Management team, who've worked tirelessly, to support shareholders. I'd also like to thank my fellow board members, you know, online and also, present, whose guidance and expertise, you know, make an invaluable contribution to the organization. Thank you very much.
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