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AGM 2022

Nov 10, 2022

Amelia Jalleh
Company Secretary and General Counsel, Amplitude Energy

Good morning, ladies and gentlemen, and welcome to the A nnual General Meeting of Cooper Energy Limited. As I think many in the room know, my name is Amelia Jalleh, and I'm the Company Secretary and General Counsel of Cooper Energy. We would like to welcome Mr. Jack Buckskin to conduct a traditional welcome to country. Jack is a member of the Kaurna people. Sorry, need to be closer to the microphone. Who are the custodians of the Adelaide region. Please, Jack.

Jack Buckskin
Cultural Performer, Kuma Kaaru

I don't think I need a microphone. I'll stand over here though. No, I'll stand behind it 'cause it makes me look cool. This is an opportunity for me to be able to explain what welcoming's are about to welcome yous all onto country. I'm honored that I have this opportunity of the first person in my family to be able to speak language fluently and publicly. My mother was the first person to leave the missions and reserves in 1972, came to Adelaide. Was allowed to come to Adelaide then, where she grew up, had me. I was born here, lived my whole life here on the Adelaide Plains, but it wasn't until I finished school that I got the opportunity to start learning my mother tongue language.

She didn't grow up speaking a lot of, I guess, language fluently, and especially Kaurna as she came here as a young child. My grandfather, her father, lived on the missions and reserves and was physically beaten if he spoke his language. He had to exempt himself. For him to leave the missions and reserves, he exempted himself from being an Aboriginal person. We've come a long way in two generations and to be able to stand here and welcome people onto country speaking my mother tongue language, but to see our protocols as Aboriginal people embedded into mainstream society is amazing as well. It shows you where we're heading each generation as a united place. A lot of people call me Jack. It's not actually my real name.

My real name is Vincent. I found out my name was Vincent when I started primary school from Miss Nitschke. I always remember Miss Nitschke 'cause she's like, "This kid's special. His name's Vincent. His name's Jack." I went home, and I said, "Mum, Miss Nitschke said my name's Vincent." She goes, "Yeah, Vincent's your real name. Jack's only your nickname." I was like, "Thanks. I'm six years old, and I didn't even know my own real name." She goes, "You're named after my brother." I said, "But his name's Erdy." She goes, "Yeah, Erdy's his nickname. Vincent's his real name." When I had my son, I called him Vincent as well. Just so that it's like a brand-new tire that hasn't used its traction or, hit the road yet. Passed it on.

My Aboriginal name is Kanya Pundu Untuwi Pinikunnyuntja. It's a bit of a tongue twister, so Jack's easier for you to remember. I just wanna start by acknowledging this part of the lands that we stand on. Tarntanyangga is the dreaming place of the big red kangaroo. We have nine different environments, what we call the Yarta, across Kaurna country, and I come from Monayarta, which is the Salisbury area. I crossed over two lands in order to come to the CBD. To stand here, as a representative of other Kaurna people and welcome you is an honor. I welcome you on behalf of all other Kaurna people. I pay respects to if there's other Aboriginal people here, welcoming you to this space.

If you come from afar or you're local to the area, welcome to this part of the country, Tarntanyangga, the lands of the Kaurna people. I remember being a kid and a teacher telling me we'd been around for about 10,000 years. I thought that was a long time. I went to high school, went to 40,000 years. Thought that was a long time. Went to uni for six weeks before then I realized you had to do your assignments, and I didn't like assignments. I permanently deferred, and I haven't been back. It went to 60,000 years. Through the work that we do with language and cultural revitalization here, we've got the opportunity to spend a lot of time with paleontologists.

We've been around for 84,000 years in this part of the country, 120 in other regions. To live in this land and to represent and speak in this mother tongue language that has been part of this land is an amazing opportunity. We all do it. If we're Adelaidians, we all speak Kaurna, and we don't even know that we're doing it. Places like Medindie, Noarlunga, Aldinga, Cowandilla, Uraidla, all these place names are original Kaurna names that have specific meanings. When you get to understand those areas and those names, it gives you a better appreciation of the country that you're standing on as well.

To represent and welcome you all here, like I said, I am honoured every opportunity I can to be able to do this because I think we're really leading a way to for people to embrace our culture as your culture. Our home is your home. Our language is your language as you gather and live on this place together. Welcome everybody. Gonna stick around, enjoy the AGMs. Love AGMs. I'm not sticking around for it. The last conference I was at was an artificial intelligence conference, which I paid to go to, AUD 340 just to go to sleep. I didn't realize data analysis was the main thing with artificial intelligence. I thought I was gonna see some cool robots and stuff, but we didn't.

I'm not gonna stick around for your AGM, but thank you very much for inviting me along, and embedding our cultural protocols into your daily lives as well. Thank you.

Amelia Jalleh
Company Secretary and General Counsel, Amplitude Energy

Thanks very much, Jack. Before we move to the formalities, there are several housekeeping matters to mention. In the case of an emergency, a beep, beep will sound. Please remain seated, and a fire warden will attend to assist. Additionally, an audio message will alert, and will be heard in all areas of the function. Should an evacuation be necessary, the fire warden will guide all of the guests safely down the main stairwell from the landing adjacent to the elevators on level one.

I ask that you please turn off your mobile phones or switch them to silent mode, please. Thank you. Shareholders, proxy holders, and corporate representatives attending today's meeting in person will have the opportunity to ask questions in the section immediately following the managing director's address. They will have the opportunity to vote on formal items of business. The chairman will walk you through that process. Today's meeting is being webcast live via the Orient Capital platform. A recording of this meeting will be available on our website later today. Before handing the meeting to our chairman, Mr. John Conde meeting is being webcast live via the Orient Capital platform, we'd like to share with you a short video about the Morella Biodiversity Project. Our carbon-neutral status and other sustainability projects Cooper Energy is undertaking as part of the energy transition while continuing to supply gas to Southeast Australia.

Ollie Gladigau
Environment and Sustainability Manager, Amplitude Energy

I'm Ollie Gladigau. I'm the Environment and Sustainability Manager at Cooper Energy. I've been in environment and related fields for around 18-20 years. Really excited about, you know, the prospect of helping Cooper Energy navigate the energy transition as we continue to provide critical energy for southeast Australia. Carbon neutrality is a really important part of Cooper Energy's strategy moving forward. We became carbon neutral in financial year 2020, and we did this voluntarily on the basis that it was the right thing to do for our communities in which we operate. It's the right thing to do by our people, and it's the right thing to do by the environment. It's something we're incredibly proud about.

We've done it via a partnership with Greening Australia, and projects such as this Morella Biodiversity Project on the banks of the Coorong National Park are a really critical step in us being able to achieve that. Those kind of partnerships with aligned values and goals are really powerful and something that will, you know, enable us to do more and more of this kind of work as we grow. Projects like this one provide a whole range of co-benefits. They're restoring native vegetation, providing critical habitat for species such as the threatened mallee fowl and also habitat for migratory shorebirds. Driving into this site today, you can see the land regenerating. You can see, you know, birds flying around. You can see the biodiversity, and that's a really, you know, powerful feeling to have when you come into a place like this.

You can see the value of the work that we're doing. On the back of the success of this partnership with Greening Australia and the project here at Morella, we're really excited about being able to replicate that model, interstate or even internationally as we move forward and grow.

John C. Conde
Chairman, Amplitude Energy

Good morning, everyone. My name is John Conde. I am the Chairman of the Board of Directors of Cooper Energy, and I will be chairing this meeting. Thank you, Amelia, and a special thank you to Jack Buckskin, who, as he indicated, has not stayed for the meeting, but for his welcome to country. I too extend a warm welcome to you all, and thank you for joining us. We hope you enjoyed the short video and trust it conveyed to you Cooper Energy's commitment to climate action. Last year, I expressed my great hope that we would be gathering face-to-face in 2022, and I'm very happy that after two years of virtual meetings, we have been able to come together to hold this AGM in person.

Please let me introduce to you the company's directors, all of whom are present at this meeting. David, from your right to your left, David Maxwell, Managing Director. Amelia Jalleh, who you've already met, Company Secretary and General Counsel. Jeff Schneider, Non-Executive Director. Vicky Binns, Non-Executive Director. Giselle Collins, Non-Executive Director. Hector Gordon, Non-Executive Director. And Tim Bednall, Non-Executive Director. Also present is Betsy Donaghey, Non-Executive Director, who in fact is attending virtually. In addition, in the hall we have Dan Young, our Chief Financial Officer, who started with the company in May this year. I've already mentioned Amelia, who's at the table, Morgan Wright, our Investor Relations Lead, and Darren Hall, our Assurance Partner, an Assurance Partner representing the company's auditor, EY. The proceedings this morning will be as follows.

I will address the meeting, followed by a presentation from our managing director, Mr. Maxwell. After David's presentation, there'll be an opportunity for you to ask questions, and then the formal part of the meeting will commence after that question period. What a difference a year makes. This time last year, we met virtually, constrained by the restrictions of the COVID-19 virus. As I said, it's our pleasure to be hosting you all in person today. I welcome you all, and of course, I extend that welcome to those joining via the webcast. FY 2022 has been one of material change for Cooper Energy. Last year, in my opening address, I lamented the performance of the Orbost Gas Processing Plant. Not only can I point today to the significantly improved recent performance of the plant, but I can also say that we own the plant.

By May, we expect to be operating it. Additionally, during the second quarter of fiscal 2022, we safely and successfully commissioned the Athena Gas Plant. This has been a significant first for your company. Importantly, we have reset the balance sheet for the next phase of our operations and growth with refreshed and enlarged support from our bank syndicate. I'd like to highlight some of the key aspects of the last financial year. First, COVID. We continued to manage the various challenges of the pandemic, and we remain vigilant to ensure both the safety of our people and our sustained business operations. Our industry-leading safety record has been maintained with zero lost time incidents in fiscal 2022, and a Total Recordable Injury Frequency Rate of 0.0, which compares to an industry average of 6.91, published by the National Offshore Regulator.

These are excellent results. It's been critical for our business, enabling us to supply greater amounts of natural gas safely into the Southeast Australia energy market. I compliment warmly all Cooper Energy staff and contractors for maintaining your discipline with regard to your own safety, as well as the safety of your coworkers. With respect to the energy market, modeling conducted by the ACCC shows that the gas supply gap for Southeast Australia, relative to demand, is forecast to grow significantly between now and 2030. Our analysis agrees with this outlook. The impact on gas prices is attracting a lot of the media, a lot of media attention, with the federal government's unresolved canvassing of threatened price controls. The managing director will have more to say on this in his address.

Against these market opportunities and uncertainties, the acquisition of the Orbost Gas Processing Plant was very significant for us. As I said, we now own the plant, and when the major hazard facility license is transferred from APA, we will also operate the plant. We expect this by May 2023, from which time we will be in firm control of our gas processing destiny. Owning and operating the infrastructure across both our Gippsland and Otway hubs provides valuable leverage for Cooper Energy, especially in this strengthening market. With significant near-term development and exploration opportunities around both hubs, we are now able to influence directly the pace and quantum of further growth in production, cash flow, and value.

Meanwhile, we have continued to see steady improvements in performance at the Orbost Plant, including a 33% increase in the average daily processing rate from quarter one fiscal 2022 to quarter one fiscal 2023. To finance the acquisition of the Orbost Plant, in June and July this year, the company undertook a $144 million equity raising, comprising a $160 million two for five accelerated non-renounceable entitlement offer to all shareholders, along with an $84 million placement to institutional investors. At the same time, the company announced a new debt facility totaling $400 million with an additional $20 million working capital facility. In addition to that, there's a further $120 million accordion facility, which has been agreed with our bank syndicate.

This means the company is well-funded for the next phase of growth and activity, which we look to deliver in the middle and second half of this decade. That said, the frustrations arising from the volatility of the processing rate at Orbost have not gone away and have clearly impacted our share price. We share these frustrations, and we appreciate the loyalty shown by our shareholders. Shortly, the managing director will speak about some of the changes we envisage to the Orbost operations once we become the operator. We appreciate the government and community focus on managing emissions from the energy sector. Cooper Energy has continued to demonstrate its commitment to this. We have now been net zero for three years, fully offsetting our scope one, scope two, and controllable scope three emissions.

Our net zero position has been certified by Climate Active, and we are committed to remaining carbon neutral as our business grows. Accessing funding is increasingly difficult for companies that do not meet emissions management standards or do not have a clear decarbonization plan in place. We are not in that category, as evidenced by the recent expansion of our banking group from five banks to eight. The transition to a decarbonized world must be orderly and with continued investment in cleaner energy, including, in our opinion, gas as a fuel which enables the transition. However, for the market to transition, it must do so at a pace which is realistic. We cannot just make it happen by chanting the renewable chorus. It requires planning, action and investment that is set against achievable targets. Targets that include energy security and continuity of supply.

We must consider the reality of society achieving net zero and the practical challenges of achieving this in the time frame stipulated by the goals of the Paris Agreement. This requires a global solution with everyone playing their part. The reality is Australia's total emissions, not just from power generation, are slightly over 1% of global emissions. To play our part as Australia, the federal government has introduced a 2030 target to reduce emissions by 43% from 2005 levels, putting a mandate on emissions reduction. The scale of this undertaking and the practical challenges are immense. Reflect for a moment what this means in practice.

Each generating unit in the baseload power stations in, for example, Eraring and Bayswater in New South Wales, is a 660 MW nameplate capacity and often operate well above that at 720 MW or 750 MW. The largest wind farm generator in Australia at the moment is 7 MW. You need 100 of these wind turbines for each coal-fired generator, or you need 400 of these wind turbines to replace the four generating units at, say, Eraring or Bayswater. In addition, you need firming capacity to supply that energy when the wind isn't blowing or the sun isn't shining. To achieve the 2030 government target requires construction of over 1,100 new wind turbines. That's 12 per month, every month between now and 2030. Masses of new solar farms and large-scale firming capacity. Is this achievable?

We think probably not. We need to support and enable the energy transition process, and as I've stressed already, this needs to be based on what is achievable. Besides coal-fired electricity generation, which is slated for retirement, or nuclear, for which there seems to be little appetite, gas is the only practical source of this firming capacity, in our opinion. If you don't allow gas, the firming capacity requirements needed would be multiple Snowy 2.0 pumped storage systems or a proliferation of large-scale batteries, neither of which is possible in the time frame. The community regards electricity as an essential service. Blackouts are not tolerated. To displace fossil fuels in the near term, gas will be required for firming generation.

In addition, gas is required for the industrial sector, for chemical feedstock to produce some of our everyday products, and for commercial and residential use, such as heating. The scale of the renewable energy construction program requires extensive investment in global mineral exploration and development to source the component materials and hydrocarbon use in the manufacture and distribution of the final products. The International Energy Agency forecasts global demand for lithium alone will increase by 4,200% by 2040, with not dissimilar increases forecast for graphite, nickel, copper and rare earth elements. The imperative is that there be balance in the debate about carbon reduction and energy security. Our communities, our commerce, our industry need gas and electricity to communicate and to function.

Our society will crumble if we sacrifice energy security on the altar of carbon reduction. There must be balance in the debate, especially when we are talking about electricity supply, because I repeat, the community regards gas and electricity as essential services. We are very keen to work with the government to be part of the decarbonization strategy and to find practical solutions to maintain reliability in our energy supply. In summary, I believe that gas will have an increasingly important role keeping the lights on and as a key fuel, more generally, in the government's energy transition. For more than a decade, David Maxwell, our Managing Director and Chief Executive Officer, has been responsible for developing, recommending, and delivering the strategy for Amplitude Energy. His leadership has been unwavering. Amplitude Energy today is a very different business from what it was 11 years ago.

As announced last month, David has advised the board that he wishes to retire during the course of 2023, following the appointment of a successor. On behalf of the board, I extend our sincere appreciation for his commitment, dedication, and indefatigable pursuit of the company's strategy, always in the best interests of shareholders. David will leave Amplitude Energy with a portfolio of attractive producing gas assets, exciting near-term low-risk opportunities, and funded growth. A strong balance sheet and a clear competitive advantage in its approach to transition and net zero. In the meantime, it's business as usual. David will continue to lead the company. The board appreciates the lengthy notice that David has given us to help our planning for his successor. With David's support, which he has committed, we anticipate a seamless transition to his successor sometime next year. On all of your behalves, I thank David.

Before I ask David to address us, I note again that the achievements of our fiscal year 2022 were significant, and I'd like to acknowledge and thank all those who helped make it a success. First, our long-term lenders, our banks, have demonstrated continued commitment to Cooper Energy, and we have new partners in our bank group. I thank our lenders, our advisors, and the Cooper Energy team for their work, including the development of the new debt facility. I thank you, our shareholders, for your continued support, including your participation in the recent capital raise. It was unquestionably a transformational step to acquire Orbost and amidst a period, not without difficulties. Your patience has been very much appreciated, and we look forward to the future growth opportunities and to be a proper reflection in the share price of the company's value.

Our gas customers have been very supportive. Our customers continue to work with us to achieve mutually positive outcomes. The announcement this morning of the gas sales agreement with AGL to support the OP3D project is testament to the enduring relationship we have with our biggest customer, AGL. We appreciate greatly the support we receive from our local communities in the Otway and Gippsland Basin regions. We recognize that we operate alongside farming, tourism, and other industries, and we seek to demonstrate that gas extraction and processing can be managed and economic benefits can accrue to local economies. We actively support our communities, and we appreciate the support we receive from them in return. I record my thanks to my board colleagues and to our company secretary for their wise and considered counsel and support always.

We have a great board and it is an honor and a privilege for me to be your chairman. Finally, I record appreciation to the Managing Director, David Maxwell, and his team for their leadership and commitment to Amplitude Energy. As I invite David to address us, I ask you to join me in applauding him.

David Maxwell
Managing Director and CEO, Amplitude Energy

Thank you, Chairman. It's my pleasure to address our shareholders today, those here live and those that are watching or listening virtually. Our disclaimer slide. I'll leave this for you to review at your leisure. I draw your attention in particular to the language regarding the forward-looking statements. I'm gonna begin my address today with a recap of the fundamental drivers for Cooper Energy, our purpose and values. Cooper Energy's purpose is to contribute to Australia's sustainable energy future by commercializing gas, oil, and other resources for domestic markets. We operate and make our decisions with an emphasis on care, shareholder value, and sustainability. We energize the lives of thousands of Australians every day. Our culture is driven by the Cooper Energy values. These being care, integrity, fairness and respect, transparency, collaboration, awareness, and commitment. These values, the Cooper Energy values, are fundamental to the way we do business.

They inform our decision-making and they guide our behaviours. I'd like to make a few comments on the company strategy and its merits in the current energy environment and the energy outlook in Southeast Australia. When I refer to Southeast Australia here, I'm referring to New South Wales, Victoria, South Australia, and Tasmania. When I refer to Eastern Australia, it's those states plus Queensland. The Australian Energy Market Operator, or AEMO, in their June 2022 integrated system plan, titled the very first paragraph in the executive summary, "The irreversible energy transition is a challenge and an opportunity." How true these words are. The challenge is to get the balance right between the speed of the transition, cost or price to the consumer, and maintaining reliability. This applies to the energy system as a whole, as well as the electricity and gas components.

The opportunity, or I prefer to think of it as the opportunities, is to reduce emissions and the many activities that are required to make this possible, including developing new cost-competitive supply. We've seen in other countries what can happen when you don't get this balance right. Witness Germany, shutting down wind farms and prolonging the life of hard coal-fired power plants and restarting a brown coal-fired power station. I'm not advocating for one minute that that's what we want in Australia. But let's plan so as to make sure this does not happen. We advocate directly to the Australian federal government on the need to build investor confidence in the energy sector and the gas sector in particular, by ceasing to threaten further market intervention. The annual consumer price index rise of 7.3% is the highest in this country since 1990.

Households and manufacturers do not need to be misled about the complexity of the gas market and the setting of its pricing. We agree 100% with Graeme Bethune from EnergyQuest when he says, "There are two ways of taking the pressure off domestic prices. You increase supply and you reduce demand." Public discussion about a price cap creates uncertainties. Uncertainties which can kill much needed investment decisions to support the new supply that's needed. The industry needs to be recognized for the responsible way it supports reliable energy supply into the market on a low emissions basis. The costs and other consequences of not carefully planning the transition to renewable energy sources highlights the need for balance, clear policy, and an achievable pathway. In 2022, Eastern Australia, so that includes Queensland, the Eastern Australia gas market was estimated to be 568 PJ.

22% or 125 PJ of this was used for gas-fired electricity generation. Almost 1/2, 45% or 256 PJ, was used in the industrial sector, and a 1/3rd, 187 PJ, was used in the residential and commercial sectors. Some comments on the electricity sector in particular. For the year ended 30 June 2022, just a few months ago, coal-fired generation accounted for 65% of the electricity generated in Eastern Australia. Coal-fired generation capacity was 23 GW. According to the AEMO step change scenario, over 125 GW of additional variable renewable energy is needed by 2050. This is needed to meet energy demand as coal-fired generation is withdrawn from the system.

These are massive changes and equate to an 800% increase in the renewables capacity by 2050 from today's levels. Gas is vital to support Australia's transition to renewable energy, in particular, to maintain stability in the electricity supply system as we manage this transition. Gas is also critical for a wide range of industrial and chemical products. Products such as glass, plastics, fertilizers, paper, and a wide range of commercial and domestic applications. This is not gonna change quickly. Turning now to our home state, South Australia, and the electricity supply here as an example. The information on this slide is taken from the Open NEM website. South Australia is the mainland state which has the most advanced renewables transition pathway of the states in Australia. In the past year in South Australia, 63% of electricity was generated from variable renewables.

This compares to 34% for the entire National Electricity Market, or NEM, in the same period. South Australia is the eastern state with by far the highest reliance on gas for electricity generation. This is as a result of the high percentage of renewables. South Australia is instructive when trying to understand the role of gas in an electricity grid dominated by variable renewables. South Australia is a window to the future of the electricity supply system in other states. On this graph, we've selected a seven-day period starting on Tuesday, last Tuesday, the first of November. You can regard this as a typical week in the shoulder period. This is not the peak of winter or the peak of summer when the electricity supply system is likely to be under the most stress. On this slide, solar is in yellow, wind in green, and the imports in black.

The highlighted red band is gas. Not included on the slide, as it's just too small and it doesn't show up, is the Hornsdale Power Reserve or the big battery as they refer to it. The battery has an important role in frequency stabilization, but as orders of magnitude too small to contribute significantly to firming supply. At the beginning of this seven-day period, starting from the first of November, there was ample solar and wind in the system. By Thursday, the wind dropped. To maintain electricity supply, natural gas in the red kicked in, together with imports supplied via electricity interconnectors. The imports are mostly brown coal-generated electricity from Victoria, supporting the variable renewables through to the end of the week. Turning down in the daytime when solar is dominant and up again in the evening.

As coal-fired power generation is retired across eastern Australia, we can expect this reliance on gas to increase. The clear message from this example is that gas provides reliable, dispatchable, and fast start supply in a system dominated by variable renewables. Gas supply in Southeast Australia, so that's the four states including Queensland, is in rapid decline, as illustrated on this slide. The decline is driven by declining production from existing fields as reservoirs deplete and amidst increasing costs. In addition, there's the increased regulatory burden associated with new developments, which has hampered the opportunity for new supply, the new supply that's needed. To have a positive impact on the supply shortfall come 2025, just a few years away, new gas projects, including the 2P undeveloped gas reserves, need to be at the final investment decision stage now or very soon.

The current forecast is that some 67 PJ per year, growing to more than 230 PJ per annum by 2030, needs to be supplied into southeastern Australia from Queensland CSG and/or imported LNG. This volume is larger than 230 PJ if the new projects embedded in the profile, which is in the light green, are later than forecast or do not proceed. In addition to the challenge of ensuring adequate gas supply over a year, there's the capacity of the system on the peak days. Almost all parts of the gas production storage and transmission system are now required to operate at capacity to ensure peak daily demand can be met.

Future expansions of the gas transmission and processing infrastructure to enable Queensland Coal Seam Gas to flow south or allow for imported LNG will be required, and this requires also additional capital costs. Put simply, Southeast Australia urgently needs new gas supply. The most cost-competitive options are gas from the Otway Basin, the Gippsland Basin, and the Cooper Basin, all utilizing existing infrastructure and the Narrabri project in New South Wales. Queensland CSG and maybe imported LNG will still be needed to meet the shortfall. This is not an either/or, it's an and. We need the lot. Gas prices in Australia are now linked directly to international gas prices as gas and LNG becomes more of a commodity. The same applies to other commodities such as coal, copper, zinc, lead, lithium, et cetera.

This means that as the international gas prices move up and down, domestic gas prices will also move up and down. I'm not saying they need to be the same, but I expect they should and will need to follow the same trend. The Cooper Energy strategy and focus has been very deliberate. Our focus is on gas supply to Southeast Australia. At the low end of the cross curve on a delivered basis to customers, the strategy and the assets we have assembled together with our net zero commitment has some clear competitive advantages. The assets in our portfolio are very deliberately built around two hubs. As you can see on this slide, the Otway Athena hub and the Gippsland Orbost hub. Cooper Energy will soon operate both hubs from reservoir to gas processing, to delivery into the Southeast Australian pipeline network.

Each hub includes existing production, new development opportunities from discovered resource, and low-risk exploration opportunities. We are able to optimize across the hubs, which realizes cost savings and value through optionality and also significant benefits for our customers. Turning now to the past year. Financial year 2022, as the chairman mentioned, has been transformational for your company. The commitment demonstrated by our people and those who work closely with us has been the backbone of achieving everything we set out to deliver in financial year 2022. At the start of the year, we set ourselves the following imperatives. The Athena Gas Plant was to be commissioned within schedule and budget. Our gas contracts portfolio to be restructured to match the supply options available. Cash flow and earnings growth.

The Orbost Gas Processing Plant's long-term arrangements to be sorted out, and a pathway developed for improved performance and the funding in place for growth. We also sought to deliver leading safety and environmental performance. These imperatives were set recognizing the operational and financial requirements to solidify the medium and long-term foundation built around our two gas hubs. This is the foundation for increased value for our shareholders and the next growth phase. I'm pleased to say that we delivered, the team delivered on every one of the FY 2022 imperatives. We delivered record results from both an operational and a financial perspective. Our 2022 financial year safety and environmental management performance, as the chairman mentioned, was industry leading and top quartile. Zero lost time incidents and a total recordable injury frequency rate of zero. We had no environmental incidents at our operated sites.

Improving performance at the Orbost plant drove record production, record revenue, record EBITDAX, and record operating cash flow. Production was up 26% to 3.31 million barrels of oil equivalent. Revenue up 56% to AUD 205 million. Underlying EBITDAX up 169% to AUD 80.7 million. Operating cash flow increased over 600% to around AUD 58 million. The commissioning of the Athena gas plant was a key milestone in December of last year. This was delivered within schedule, within budget, and safely while managing in the COVID environment. On the twentieth of June, we announced we had agreed terms to purchase the Orbost gas processing plant from APA.

On the same day, we announced the new enlarged and lower cost AUD 420 million bank facility, the bank debt facility, and a AUD 244 million equity raise. We became the owners of the Orbost plant on the 28th of July. The FY 2022 activities, the acquisition of Orbost and new funding have transformed the Cooper Energy business. APA remains the operator of Orbost until the Major Hazard Facility license is transferred to ourselves, as the chairman mentioned, and we currently expect this to occur in May, just some six months from now. We've seen steadily increasing processing rates at Orbost. APA is still managing the regular absorber cleans, and every so often, changing the media in the polishing unit. The average rate in the September quarter was 51.4 TJ per day.

A processing rate in the mid-60s, mid-60 TJ per day is expected when there are no cleans or media changes underway. I can advise that's exactly what's happening today. Every extra GJ we put through Orbost is an extra GJ of spot sales. In parallel with the preparations to take on the operatorship of the Orbost plant, we have work underway to increase the stability and the rate when Cooper Energy is the proud operator. This includes optimizing the time to bring online the filtration package that has been installed but not yet commissioned. Further analysis of the root cause of the foaming and fouling in the absorbers that builds on the work done to date by APA and our own people.

Utilizing experienced engineering resources, including Pacoell, the technology providers, and working with the Orbost operations team to identify improvement opportunities and maintaining clear discipline in our operating practices. Cooper Energy is confident that with time, stability, and further increased processing rates will be achieved. Now a few comments on the current year, FY23 or fiscal year 2023. The targets or imperatives we've set for ourselves this year are maintain our industry-leading safety and environmental performance across our operated sites, transfer the Major Hazard Facility license and operatorship of the Orbost plant to Cooper Energy, further improve the stability and processing rates at the Orbost plant, progress the Otway Phase 3 development or OP3 project to FID, and maintain our carbon-neutral certification, and mature our portfolio of exploration opportunities.

Delivery of our plans requires strong and constructive relationships with our key stakeholders, including our customers, our lenders, service providers, regulators, and the communities in which we operate. We very deliberately endeavour to find the win-win solutions with each group. Against this background, I'm very pleased to advise, as the Chairman has flagged, that today we've announced the signing of a new gas sales agreement with AGL. This agreement, at prices consistent with the market, underpins the Cooper Energy share of the OP3D project, our next development. This development, together with a portfolio of development and exploration opportunities, illustrates the strength of the Cooper Energy strategy at a time when the market very clearly needs more and new gas supplies. We're more than playing our part.

We are regularly receiving inbound inquiries from new customers, in particular, large industrials who want to work with us on medium and long-term contracts. These are contracts on a take or pay basis. These customers are well aware of the current market prices. We welcome and take every opportunity to have dialogue to discuss each other's business and the challenges and opportunities for new gas supply, and we look forward to working with these customers as time goes on. Turning now to the guidance for FY23. The growth trajectory is forecast to continue this year. On production, that is exactly how we started the year. Our first quarter production for this financial year eclipsed the previous quarterly record from FY22 by some 13% in volume terms.

We've been prudent in guiding to a 12%-21% increase in production to 3.7 million barrels of oil equivalent, up to 4 million barrels of oil equivalent. A 49%-86% increase in underlying EBITDAX to a range of $120 million at the low end to $150 million at the high end. A 44%-69% increase in capital to $28 million on the low end and $33 million on the high end. The capital guidance excludes the Orbost plant transition costs and the BMG abandonment expenditure planned for fiscal year 2023. The Orbost plant transition and integration costs will be spread across the year and are up to some $20 million, and it's yet to be determined how much of this will be capitalized or not.

BMG abandonment spend in FY23 is a similar amount, and the great majority of the BMG abandonment activity is planned mainly for the first half of the next financial year, FY24. Sustainability is increasingly important and topical, especially in our business, the energy business. As reflected on the video and as the Chairman mentioned, two years ago, we set ourselves the target to be net zero for our Scope 1, Scope 2 and controllable Scope 3 CO2 emissions. We've delivered on this and have clear plans to maintain this industry-leading position. We are well ahead of our peers in this regard, and we've committed to maintain that position with our future activities. The Cooper Energy net zero or carbon neutral is audited and certified by Climate Active. This is the federal government body responsible for driving voluntary climate action.

In addition to the company being certified carbon neutral, our product, gas, is also certified carbon neutral. This allows us to sell carbon-neutral gas as an opportunity. This is currently being explored with our customers. The feedback that we've received regarding our net zero status has been overwhelmingly positive. We believe it makes us a partner of choice. It helps with staff retention, and it helps attracting new personnel. Importantly, our carbon neutral accreditation also gives us benefits in accessing capital to commercialize our discovered gas and to fund further growth. It helped to enable our new larger debt facility with an expanded group of banks and a reduced cost of funds. It also receives a good response from our institutional shareholders and the communities with which we work. Our net zero position illustrates our commitment to working sustainably.

I encourage all shareholders and all observers of Cooper Energy to read our 2022 sustainability report. This report provides a good summary of our activities in this area. Our partnership with Canopy in the Coorong has been the foundation of our net zero position. We expect to make an announcement in the near future, which will further illustrate and underpin our leading position in this regard. At Cooper Energy, we adopt the United Nations definition of sustainable development, which is development which meets the needs of the present without compromising the ability of future generations to meet their own needs. This fits really well with my earlier comments on the need for balance in the energy transition currently underway and the role of gas.

As I mentioned at the start of what I said today, our approach to sustainability is to create a long-term investment proposition for our shareholders and be a long-term valuable contributor to our broader stakeholders in the communities with which we operate. In our 2022 sustainability report, we outlined our energy transition strategy. This recognizes the critical role and value of natural gas as the development of opportunities where Cooper Energy has a competitive advantage and can generate value for our shareholders. The approach is built around three pillars. Pillar one, net zero as an enabler, which we've already achieved and have committed to maintain. Pillar two, energy efficiency improvement. This is site-based around our existing operating activities.

Pillar three, new energy technologies, which includes working with our customers and others on initiatives to reduce scope three emissions and non-hydrocarbon energy opportunities where we have an advantage. The momentum built in the last financial year on the back of improving processing rates at the Orbost plant demonstrates the step change nature of the company's growth staircase. Each step provides the cash flow and together with the bank debt, the foundation for the next phase of growth. We will be steadily ascending this growth staircase as we progress to sanction the OP3D project and beyond, with the clear potential to realize a tripling of our current cash flow. In addition to what is displayed on this chart, the company is actively progressing other exploration, appraisal, and development activities within our existing portfolio.

Importantly, all of the future gas production projects displayed on this growth staircase are offshore projects, and they're offshore projects administered by the Commonwealth government. The gas production is not subject to state-based gas production legislation. The company is now demonstrating very strong cash generation and is in a sound position to pursue the next phase of growth, as well as undertaking the BMG decommissioning work in a little over a year's time. It's clear that the current supply challenges facing the Southeast Australia gas market will continue. Gas is a vital bridging fuel as the world decarbonizes. In Cooper Energy, we will concentrate on the elements we can control. We are low on the cost curve, as I mentioned. We supply an essential product.

We are located close to a market where supply is tight and getting tighter, and we're generating growing positive net cash flows. Against this background, the current Cooper Energy share price does not reflect the company's value. You can expect all managing directors will say that. I do wanna make a couple of comments more specifically, though, on this. The group today is in a fantastic position, generating strong domestic gas price realizations to a portfolio of high-quality gas customers and with visible near-term and funded growth in both our hubs. Nevertheless, we've seen a public debate around capping gas prices, which makes no economic sense at all, and frustration around Orbost processing rates while APA operates the plant. We firmly believe we will solve the Orbost processing rate issue once we take operatorship in the next six months.

We also believe that pragmatism will come through and the right economic decisions will prevail in the public realm to address the gas supply shortfall. In the meantime, the Cooper Energy team will continue to focus on developing domestic gas resource that is close to market and low on the cost curve. Last month, it was announced, as the chairman said, that I've advised the board of my intention to retire in 2023. My objective has been to ensure a solid foundation with abundant high-value growth opportunities for the next CEO to then add further value and grow the business for the shareholders. In 2020 and 2021, we had our challenges. These challenges in large part were due to issues with the Orbost plant operated by APA. Orbost is now owned by Cooper Energy.

The company has clear plans to increase the stability and processing rate once we are the operator. While there's no perfect time, retiring in 2023 seems appropriate. I can assure shareholders that until then, the focus is clearly on continuing to improve the performance of the existing assets and grow value. I want to record my appreciation for the loyal support of our shareholders, our lenders, and our customers. I acknowledge and thank our employees and contractors for their commitment and efforts during the year. My thanks to my colleagues on the executive leadership team for what has been a year of change and growth. Finally, I acknowledge and thank the board for their valuable guidance and the support over many years.

In particular, a heartfelt thanks to our chairman, John Conde, for his guidance and counsel during what has been a transformative year. I look forward to providing you with further updates as the 2023 financial year progresses. On that note, I'll hand back to the chairman.

John C. Conde
Chairman, Amplitude Energy

Thank you, David. I confirm that shareholders attending today's meeting and wishing to ask a question, provided that it relates to the relevant agenda item under discussion, now have the opportunity to do so. Are there any questions or matters that you would like to discuss, on anything that has been said or, the formal part of the business that is yet to come? To ask a question, please hold up your blue voting card, and when I acknowledge you, please, state your name and ask a question, and someone will bring you a microphone, I believe. While you're just thinking, I see one question's ready to go. We did have one question prior to the meeting from a shareholder, which, I will answer, from Mr. Palethorpe. If I can read the question.

While much has been achieved, the share price has languished. It is now at a level similar to five years ago. Earnings per share have fallen significantly. Does the earnings per share figure in the annual report reflect a full year's contribution from the APA assets acquired? Two, would final completion of phase II-B have any significant impact on earnings per share? And three, what is the likelihood of obtaining a drilling rig during the winter of 2025? If I can just answer those three questions from Mr. Palethorpe. First, do the earnings per share figure in the annual report reflect a full year's contribution from APA assets? No, they don't. Orbost was acquired in July 2022. Would final completion of phase II-B have any significant impact on earnings per share?

Yes, we believe so, and of course, we hope so, because it will include the commissioning of the solids removal package, and that should reduce the frequency of absorber and polishing unit cleans, and therefore less downtime, and therefore it should have an impact on earnings per share over the period. What is the likelihood of obtaining a drilling rig during the winter of 2025? The answer is good. We have continued to plan for OP3D. Today's announcement of the gas sales agreement with AGL is an important part of that planning, and we are in discussions with others regarding rig collaboration, and we expect that the chances of drilling in the time frame that has been queried, winter 2025, are good. So that's answer to the written question. Sir, your question.

Oh, sorry, I didn't see the mics. Yes, please come to a mic.

Speaker 7

Greetings. I want to revisit the question of demand, if I may. There's been quite a lot said today about how you're expecting demand to continue at a high level over the next seven or so years, up to 2030. At the same time, we also have three energy scenarios that have been modeled in Victoria's gas substitution roadmap. They, in all three scenarios, show gas use collapsing by more than half from 2020 to 2030. Has Cooper assessed the potential impact of Victoria's gas substitution roadmap on the planned new developments? If this assessment has been done, is this to be disclosed to shareholders?

John C. Conde
Chairman, Amplitude Energy

I'll say a couple of things, and then I'll ask David Maxwell to say a couple of things. I think some of those plans and projections are behind what we've both mentioned this morning. We feel that there's a lot of focus on energy. Less focus on having that energy available to keep the lights on, when the renewable sources are not producing. It's not a simple like for like, you know, 7 MW wind generator doesn't or 100 of them don't replace one unit of a coal-fired power station. Because the wind's only available about 30% or 40% of the time, and you need to firm up the rest of the capacity from other sources.

What we see is, you know, pressure to close coal-fired generation and therefore to find firming capacity. You can't do it with batteries. Biggest battery in Australia at present is in Victoria, 700 MW battery. That means that after an hour, at 700 MW, it's gotta be recharged. That might stand in for one 600 MW-700 MW unit for an hour, but after that, you've gotta have another battery. The practical consequences of decarbonizing, which we all want to see, means there's gotta be firming capacity. We see, we have great confidence that an important source of that firming capacity will be gas. I don't have precise figures to recite. I'm sorry.

David Maxwell
Managing Director and CEO, Amplitude Energy

Thank you very much for the question. I'll answer it from two perspectives. The forecast that I think you're referring to was the Victorian government. I probably wouldn't call it a forecast, though. I'd probably call it an aspiration. We haven't seen a reduction in gas use in Victoria in the last couple of years. It is an aspiration. It is what the Victorian government has set out as a plan. The forecast that we showed on the slides was one of four scenarios that AEMO have looked at. Under all scenarios, gas at least holds in terms of absolute demand through to 2030- 2035.

The aspirational scenario, as I've referred to it, that Victoria has out there is included within the four scenarios, as I understand it, that AEMO for all of Eastern Australia is looking at. The other thing I would say is that we don't view the gas market as one state. We view it as an integrated system, and it's connected South Australia, Victoria, New South Wales, and Tasmania. What we have done, we have tested our plans against the four AEMO scenarios, which a subset of which would, within that would be the Victorian scenario. We've selected one of the scenarios to present, but our plans stand up alongside each of the four scenarios that AEMO has analyzed.

Speaker 7

To be clear, you have done a formal assessment then against that particular aspiration?

David Maxwell
Managing Director and CEO, Amplitude Energy

We've done an assessment against four AEMO forecasts, not specifically just against Victoria, because the four states are integrated. We view the four states as one market.

Speaker 7

If that aspiration does come to pass, what impact would that have?

David Maxwell
Managing Director and CEO, Amplitude Energy

On our business, I think the impact, frankly, would be negligible. As we showed, there is a significant gas supply shortfall, and we are at the low end of the cost curve, and it's the lowest cost gas that gets developed first, and the gas that's closest to market. I think that in the next 10, 15, 20 years, the impact on our business would be negligible. Where if there was a significant reduction in demand, it would be more likely those longer term resources, Coal Seam Gas, possibility of imported LNG, gas out of the Beetaloo Basin, which is more expensive and more longer dated that would be impacted, not that that's close to market.

Speaker 7

Right. It's a case that this company is better placed in terms of its price and production capacity compared to other companies.

David Maxwell
Managing Director and CEO, Amplitude Energy

It's better placed. Most certainly, it's better placed in terms of its location and the cost of supply into the market. The market determines the price.

Speaker 7

Which brings me to my other point, and that'll be my second question, if I may. It's about the domestic gas price cap. A lot of energy users are calling for an AUD 10 per GJ limit, and households are struggling with rising costs, and that's been referenced earlier. Would all of Cooper's planned development projects generate an acceptable rate of return if the gas price was at AUD 10 a GJ?

John C. Conde
Chairman, Amplitude Energy

Well, again, I'm happy to give you a few high-level comments. We think that the specifics of a price cap, it's a bit of a sugar hit. What we really need is more gas. We need more supply. That would deal with the cost to the consumer. There has been a price cap in place in Victoria, I believe, of AUD 40. If the price cap was set at AUD 10, yes, it would have an impact on new developments, and I suspect that when the government considers practicalities of some of these things, they would want to interfere in a way, or they want to intervene in a way, which doesn't affect long-term development of the gas market.

I don't know the answer to your question, but you know, a long-term cap of AUD 10 would definitely affect the future of development of the industry, which would really only make the situation worse. Maybe the government will find an intervention which is short-term and which doesn't impair future development of the industry. David, would you like to say anything further? Or Dan Young might like to say something.

David Maxwell
Managing Director and CEO, Amplitude Energy

I can add that we've quoted our average gas price for our existing business, and it is just under AUD 10. The September quarter was AUD 9.06, and the June quarter this year was AUD 10.54 is our average price, so that's obviously over the AUD 10. Frankly, at AUD 10 or AUD 11, which I think is the price that you mentioned, it would impact new supply. There's no doubt. There would be, n ew supply would not be forthcoming. Supply out of Queensland would be severely challenged and you would not, in my view, have any imported LNG. You would have a gas supply shortage which would then lead to interruptions, destabilization of the electricity network, gas supply shortage to customers. Frankly, a cap of AUD 10 or AUD 11 would cause a lot more pain than nobody.

Speaker 7

Would that apply if there was an export limit as at the same time?

David Maxwell
Managing Director and CEO, Amplitude Energy

Well, as I said, I don't think Coal Seam Gas out of Queensland still has to be piped down from.

Speaker 7

Mm-hmm.

David Maxwell
Managing Director and CEO, Amplitude Energy

Still has to be piped from Queensland, and we've, at the moment, as I reflected in my address, the system from Wallumbilla through to Moomba in, at the peak of winter and the peak of summer load is already maxed out. You need expansions of that system, and that's extra capital, which requires higher prices to justify that investment. I think prices of AUD 10 or AUD 11 would significantly constrain supply into Eastern Australia.

John C. Conde
Chairman, Amplitude Energy

I mean, as you can sense, we enjoy this subject. I'm happy to talk about it for some time. I wonder if we might try and focus on what relates to the agenda today and in particular, maybe what relates to Cooper's business. Now, some of what you've asked, of course, does and we've touched upon that. There's any number of directors and executive members who'd be delighted to talk with you after the meeting about these matters, I'm sure.

Speaker 7

Yeah. Okay. That's all my questions for now. Thank you.

John C. Conde
Chairman, Amplitude Energy

Well, thank you very much. Appreciate your questions and appreciate your interest. Are there other questions? No other questions. You sure you haven't got another question, sir?

Speaker 7

I've got plenty, but I won't.

John C. Conde
Chairman, Amplitude Energy

Well, if there are no other questions, we'll move to the formal part of the meeting. I've been informed that there is a quorum present and the meeting is properly constituted, and therefore I declare the meeting open. The proxies received for today's meeting are held by Computershare, and we've received proxies representing approximately 1,605,933,999 shares, or 61% of the company's issued shares. Where a proxy has been given to the chairman without voting instruction, in all cases I intend to vote in favor of the Resolutions 1 to 6. This includes Resolution 2, which relates to my re-election. When it comes time to deal with Resolution 2, Mr.

Schneider will take the chair, and I have been informed that he intends to vote all proxy votes received without instruction in favor of Resolution 2 in accordance with the board's directions. The notice of meeting dated the tenth of October has been circulated to all Cooper Energy shareholders, and I take that notice as read. The minutes of the general meeting of the company held on the eleventh of November 2021 have been signed and a copy is available for inspection. The company secretary holds those minutes here. I will now deal with the formal items of business as set out in the notice of meeting. Please note that all resolutions will be put to a poll at the end of the formal business. The first order of business is to receive and consider the financial statements and related reports by directors and auditors.

I confirm that all shareholders who requested a printed copy have been mailed a copy of the company's 2022 Annual Report. The annual report is also available on the company's website and contains the annual financial report, together with the reports of the directors and our auditor for the financial year ended 30 June 2022. There is no resolution required. There are six resolutions to be considered by the meeting today, and as our company secretary mentioned in her welcome, votes will only be taken from shareholders, proxy holders or corporate representatives entitled to vote and who have attended in person today. Resolution one is the adoption of the remuneration report.

Consistent with Section 250R of the Corporations Act 2001, the company submits to shareholders for consideration and adoption by way of a non-binding vote its remuneration report for the year ended 30 June 2022. The vote on Resolution 1 is advisory and will not bind the directors or the company. However, the board will take the outcome of the vote into consideration when reviewing remuneration practices and policies. I now move that the remuneration report, as set out in the director's report for the financial year ended 30 June 2022, be adopted. The proxy votes received for this resolution are now displayed on the screen. Please note that as set out in the notice of meeting, key management personnel and their closely related parties are excluded from voting on this resolution.

Please see the notice of meeting for more detail on how this voting prohibition is applied. As mentioned in my opening, all polls will be conducted at the end of the formal business. The final poll results for all resolutions will be released to the ASX and posted on the company's website when they are available later this afternoon. Resolution 2. As this resolution deals with my re-election, I invite Mr. Schneider to take the chair.

Jeffrey Schneider
Independent Non-Executive Director, Amplitude Energy

Thank you, John. It's my privilege to be able to propose a resolution for the re-election of John Conde as a director of Amplitude Energy. John's had a distinguished executive career and in more recent years a very distinguished non-executive director career. To mention a couple of highlights includes non-executive director at BHP Billiton also the chair of Bupa Australia and also presently the chair of the McGrath Foundation an association of which John is very proud. I also note that John's Officer of the Order of Australia was for services to industry which includes electricity and commerce which are highly relevant to where Amplitude Energy is today and where it's headed and indeed answers to the questions earlier.

In addition to that, John is a very fine individual and an excellent chairman of your company, and I'm very happy to propose the following resolution. Clause 5 of the company's constitution provides that at each annual general meeting of the company, one-third or the number nearest to, but not exceeding one-third of the directors and any director who has held office for three years or more must retire from office. A retiring director is eligible for re-election. John Conde, being eligible, has offered himself for re-election. Details of Mr. Conde's background and experience are contained in the annual report. I have pleasure in moving that Mr.

Conde, a director of the company who retires by rotation in accordance with Clause 5.1 of the Constitution and being eligible for election, offers himself for re-election and be re-elected as a director of the company. The proxy votes received for this resolution are displayed on the screen. Thank you. I note that from the votes displayed that it is clear that this resolution has been carried and Mr. Conde will be re-elected. Congratulations, John, and I'm very happy to now hand the chair back to you. Thank you.

John C. Conde
Chairman, Amplitude Energy

Well, thank you very much. It's indeed an honor to be your chairman and thank you for the support. The next resolution is the re-election of Mr. Hector Gordon as a director. As with Resolution 2, retiring directors are eligible for re-election, and Mr. Gordon, being eligible, has offered himself for re-election. Some details about Mr. Gordon are contained in the notice of meeting, but suffice it to say that in summary, Hector is a geologist with over 40 years' experience in the upstream petroleum industry, primarily in Australia and Southeast Asia. He joined Cooper Energy in 2012, initially as an executive director in charge of exploration and production. Subsequently moved to the non-executive part of our team when he retired from executive responsibility in 2017.

I can affirm he's a terrific director. He brings an inquiring mind to all discussions and a maturity and an experience which is very valuable. I have pleasure in moving that Mr. Hector Gordon, a director of the company, who retires by rotation and being eligible, offers himself for re-election, and that he be re-elected as a director of the company. The proxy votes received for this resolution are displayed on the screen. I note that from the votes displayed, it is clear that this resolution has been carried, that Mr. Gordon will be re-elected. Congratulations, Hector. Resolution 4.

Clause 163 of the company's constitution deals with proportional takeover bids for shares in accordance with the Corporations Act, and is designed to assist shareholders to receive proper value for their shares if a proportional takeover bid is made for the company. A proportional takeover bid is one where an offer is made to each shareholder for a proportion of their shares. A proportional takeover bid may enable control of the company to pass without shareholders having the opportunity to sell all of their shares to the bidder. Pardon me. This may expose a shareholder to the risk of being left as a minority in the company and/or the risk that the bidder may be able to acquire control of the company without payment of an adequate control premium.

Under Section 648G of the Corporations Act, this provision must be renewed every three years, or it will cease to have effect. Clause 163 of our constitution was renewed at the 2019 AGM and continued to have effect until a few days ago, seventh of November. If renewed, the provision in clause 163 will have effect for a further three-year period until the tenth of November 2022, unless it's renewed prior. The proportional takeover provisions set out in clause 163 do not apply to full takeover bids. I refer you to the explanatory notes for the information which the Corporations Act requires be provided to shareholders when they are considering the inclusion of a proportional takeover provision in a constitution.

I move that pursuant to Section 648G of the Corporations Act, the existing proportional takeover approval provision in clause 163 of the constitution is renewed for a period of three years, commencing on the date of expiry of the last renewal period for clause 163. The proxy votes received for this resolution are displayed on the screen. From the votes displayed, it is again very clear that this resolution is carried. Resolution 5 is the approval of the company's Equity Incentive Plan, or EIP, was most recently approved at the 2019 AGM. Since that time, the company has reviewed the operation and terms of the EIP with the assistance of external advisors.

As outlined in the explanatory note in the notice of meeting, the company's remuneration framework has been formulated with a view to attracting and retaining highly skilled directors and employees who are motivated to pursue and deliver the company's strategy and goals. Ensuring that directors and employees receive remuneration that is fair, reasonable, and competitive, and providing incentives to deliver future individual and company performance. I refer you to the explanatory notes for a summary of the EIP and confirm that non-executive directors do not participate in this plan. I move for the purpose of Listing Rule 7.2, exception 13B, and for all other purposes, that the company's Equity Incentive Plan, as summarized in the explanatory note section of the notice of meeting and the grant of rights and issues of shares under that plan, be approved.

The proxy votes received for this resolution are displayed on the screen, and there is a voting exclusion applying to this. The company will disregard any votes cast on this resolution by Mr. David Maxwell, his nominees and any of their associates, or by the company's key management personnel as named in the remuneration report, or by any closely related party of a member of the key management personnel acting as a proxy. There's more detail in the notice of meeting on how this voting exclusion is applied. The proxies are now displayed, and it is clear that that resolution is carried. Resolution 6, the issue of rights to Mr. David Maxwell, Managing Director. The board considers that senior executives should be remunerated in a manner that encourages them to become and remain shareholders.

It's the company's policy that the performance-based pay, that is the pay that is at risk for senior executives, forms a significant portion of their total remuneration. Granting incentives under a long-term incentive plan seeks to encourage and reward contributions to the company's long-term sustainable performance. Listing Rule 10.14 provides that a company must not issue or agree to issue securities to a director under an employee incentive scheme without the prior approval of holders of ordinary shares. Under Resolution 6, shareholder approval is sought for the issue of performance rights and share appreciation rights as incentives to Mr. Maxwell. Subject to shareholder approval, the incentives will be issued in accordance with an invitation made by the board pursuant to the terms of the company's Equity Incentive Plan, as renewed in the previous resolution, Resolution 5.

I now move that for the purpose of Listing Rule 10.14 and for all other purposes, the issue to Mr. Maxwell of performance rights and share appreciation rights pursuant to the company's Equity Incentive Plan, as described in the Explanatory Notes section of this notice, be approved. The proxy votes received for this resolution are displayed on the screen. Again, there is a voting exclusion applying to this. The company will disregard any votes cast on this resolution by Mr. Maxwell, his nominees, and any of their associates, and by the company's key management personnel as named in the Remuneration Report, or by any closely related party of a member of the key management personnel acting as a proxy. Please see the notice of meeting for more detail on how that voting exclusion is applied.

From the votes displayed on the screen, it is clear that this resolution has been carried. In terms of the conduct of the poll, Computershare Investor Services has been appointed to conduct the poll, and we will now conduct the poll on Resolutions 1 to 6. First, if there is any person present who believes they are entitled to vote but has not registered to vote, can you please raise your hand for assistance? The persons entitled to vote are all shareholders, representatives, and attorneys of shareholders and proxy holders who hold blue admission cards. On the reverse side of your blue admission card is your voting paper and instructions.

Just to go through the procedure for filling in the voting papers, proxy holders have attached to their admission card a summary of proxy votes which details the voting instructions for business on the appointment documents in your favor. By completing the voting paper when instructed to vote in a particular manner, you are deemed to have voted in accordance with those instructions. In respect of any open votes a proxy holder may be entitled to cast, you need to mark a blue box beside the motion to indicate how you wish to cast your open votes. Proxy holders should refer to the summary of proxy votes form attached to your voting paper for any further information. Shareholders also need to mark a box beside the motion to indicate how you wish to cast your votes.

Please indicate that you print your name where indicated and that you sign the voting paper. When you have finished filling in your voting paper, please lodge it in a ballot box to ensure your votes are counted. Is someone gonna go around with ballot boxes or?

If you require any assistance, or if I read that too quickly, please raise your hand. I think we should take time for anybody who hasn't completed, if they would like to complete their voting paper and lodge it. Someone need a pen? Everybody happy? Completed forms? Put your form in the ballot box. Well, then, I declare the poll closed. I'm sorry. The poll will close five minutes after we close the meeting. Then the results of the polls will be declared when they are available, we will declare them to the Australian Securities Exchange. You can see from the proxies that all resolutions have been carried. That means we've now completed the matters contained in the notice of meeting, and means we've completed all the business.

I thank you all for your attendance. I declare the meeting closed. I hope that you might stay for a cup of tea or coffee, in the foyer, and we can have some further discussion. I declare the meeting closed, and thank you all very much for coming.

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