Ampol Limited (ASX:ALD)
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Apr 29, 2026, 4:10 PM AEST
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AGM 2024

May 9, 2024

Steven Gregg
Chairman, Ampol Limited

Good morning, and welcome to the 2024 Annual General Meeting of Ampol Limited. My name is Steven Gregg, and it's an honor to be your chairman. As a result of the proxies I hold as chairman, we have a quorum present, so I declare this meeting open. I'd like to begin by welcoming Uncle Craig Madden to the stage for a welcome to country. It gives me great pleasure. Craig.

Craig Madden
Human Resources Officer, Reynolds Memorial Hospital, Inc

Thank you very much, Steven. What am I? [audio distortion] Today I am welcome. My name is Craig Madden, and I'd like to thank Ampol for inviting me here today to welcome me onto country. I'm a proud man from the Eora Nation, and Gadigal land is the land on which we are gathered here today. Jingeri Gadigal. This land is Gadigal. It is customary for our Aboriginal people to invite guests or visitors onto our land of country and offer you safe passage as you pass through our lands. So as a proud Gadigal man and a representative of the Metropolitan Local Aboriginal Land Council,

I'd like to welcome you all to Gadigal land, Aboriginal land. I'd like to pay my respects to our elders, past, present, and emerging, in honor of the stories and traditions of our Aboriginal people from this land. But also, I'd like to acknowledge the ancestors who watch over us as we walk behind these sacred lands. 20 Aboriginal brothers and sisters. If we have any brothers and sisters from the Torres Strait Islands, welcome.

To all our non-Aboriginal brothers and sisters here today, a warm and sincere welcome to Gadigal land, Aboriginal land. Our Gadigal clan is one of the 29 clans which make up the Eora Nation, and it's a nation that's bound by three distinct landmarks. So we have the Hawkesbury River to the north, the Nepean River out to the west, and the Georges River down to the south. And within the boundaries of those mighty rivers lie the Eora Nation and the land of our Gadigal people, one of the many clans of that nation.

To our guests who've travelled from across the seas, from those of you from across our great country, great state, to this beautiful city of ours which has rained on us for the last five days, welcome to Gadigal land, Aboriginal land. I hope you enjoy the AGM as much as anyone can enjoy an AGM, I guess. And I, on behalf of the Metropolitan Local Aboriginal Land Council and our Gadigal mob, please travel safely home, and once again, welcome, welcome, welcome. Thank you.

Steven Gregg
Chairman, Ampol Limited

Thank you, Craig, and I, I do aim to make it an enjoyable AGM, notwithstanding the rain that we've all been suffering. Trying to explain it to my Melbourne colleagues always is with interest. Thank you, Craig, and I'll now outline the technology and procedural matters for the meeting today. Today's meeting is being held in person at The Mint in Sydney and online via the Link online platform. The Link online platform allows shareholders, proxy holders, and guests to attend the meeting virtually. In addition to receiving votes and taking questions from the room here in Sydney, shareholders and proxy holders joining through the Link also have the ability to ask questions and submit votes. There is also a teleconference number for shareholders and proxy holders to dial, listen, and ask questions here today.

Our virtual meeting online guide for today's meeting is available on the Ampol Investor Center on the Ampol website. For attendees who have joined via telephone, if you would like to verbally ask a question, press one on your keypad to ask a question, and you'll be placed in a queu. Your line will be unmuted when it's time to ask your question. You may lower your hand by pressing two on your keypad. Only shareholders and proxy holders can submit questions via the Link online platform at any time. To ask a question, click on the Ask a Question button, either at the top or bottom of the web page. Select General Business or Specific Resolution for your question. Click in the Question section and type your question and click on Submit.

For questions online, Jeff Etherington, our Deputy CFO, is here with me today, and we'll read out the name of the shareholder and their question. We'll undertake best efforts to honor and address all questions. However, in the interests of the limited time we have, we may choose to merge some online questions together where there is a duplication on the subject matter. I'll do. If we do run out of time, we will look to provide direct responses to outstanding questions and post these responses on our website for all shareholders to see. Voting today will be conducted by way of a poll on all items of business. In order to provide you with enough time to vote, I will shortly open voting for all resolutions.

For those shareholders participating in the meeting via the online platform, you can cast your direct vote using the electronic voting card that you have received when you validated the registration. If you have any questions about casting your vote online, please refer to the virtual online platform guide or call us on the number set out in the guide or on the screen in front of you. If you do have the ability to change your vote up until the time that I declare the vote is closed. If we experience any technical issues today, a short recess or an adjournment may be required, depending on the number of shareholders being affected. If this occurs, I shall advise accordingly.

If you are attending the meeting in person, you would have been given an attendance card when you were registered on your arrival. If you have a yellow voting card, you are a voting shareholder, proxy holder, or corporate representative, and will be voting and will vote by filling out a paper voting card. You'll also be entitled to speak during the meeting. If you have a blue card, you are a non-voting shareholder. While you're entitled to ask questions and make comments, you are not entitled to vote at this meeting. If you have a red card, you are a visitor and not entitled to speak or vote at the meeting. At the conclusion of the meeting, please return the completed paper voting card to a Link registry team member.

If anyone with a yellow or blue card wishes to speak, please raise your hand for the microphone at the appropriate time and identify yourself to me before asking the question. For those who are participating via our online platform, you'll be able to submit questions by registering as a shareholder or proxy holder and selecting the Ask a Question tab. I will consider this question submitted online and via telephone after I've taken questions from the floor. I now declare voting open on all items of business. For online attendees, please submit your votes at any time. I will give you a warning before I move to close the voting. Let me start the meeting today with some introductions if I could. With me on stage or on the seat about to become on stage is CEO Matt Halliday.

Also joining me in the room today are non-exec directors Penny Winn, Melinda Conrad, Gary Smith, Simon Allen, Michael Ihlein, and Elizabeth Donaghey. Mark Chellew has informed the board that he's retiring from the board effective today, 9th of May, and is an apology at today's AGM. On behalf of the board, I would like to thank Mark for his significant contribution to the development of the organization and the board since 2018. He has been a valued member of the Safety and Sustainability Committee and the People and Culture Committee. We thank Mark for all his service and wish him all the best in the future.

Today, Mike and Gary are seeking re-election as non-exec directors of Ampol. We also have our company secretaries here with us, Faith Taylor and Yvonne Chong. Members of the Ampol leadership team are in the room today. Representatives of our external auditor, KPMG, are also in attendance. Before we get to the items of business, I will provide a review of 2023's performance and then hand over to Matt, who will provide an update on our key strategic initiatives from 2023 as well as trading performance over the first quarter of 2024.

Ladies and gentlemen, 2023 marked a year of continued strong and operational and financial performance. The result was achieved despite the uncertainty of volatile international energy markets brought about by ongoing geopolitical tensions. At Ampol, we use a profit measure called Replacement Cost Operating Profit, otherwise known as RCOP, which adjusts for the volatility in crude oil and product prices. Matt and I will be referring to these earnings metrics throughout the morning's presentation unless otherwise stated. In 2023, our group RCOP EBITDA was AUD 1.76 billion.

RCOP EBIT was just under AUD 1.3 billion, and RCOP net profit after tax was AUD 740 million. After adjusting for significant items and inventory gains and losses, our strategy net profit after tax was just under AUD 550 million. This was the second highest result in Ampol's history, only beaten by 2022's record performance, which was underpinned by unprecedented high refiner margins. Total fuel sales across the year were a record 28.4 billion liters. This was a 17% increase on 2022. Ampol's earnings have not only grown significantly over the past few years, but in 2023, we also saw that our earnings have an improved mix that leaves us well placed to continue to grow and evolve the business.

As a result of the group's strong financial performance and cash flow generation, I'm pleased to announce that in 2023, Ampol delivered a full-year fully franked total dividend of AUD 2.75 per share, comprising an ordinary dividend of AUD 2.15 per share and a special dividend of AUD 0.60 per share. This was in line with the 2022's record payout and totaled AUD 650 million returned to shareholders, representing a payout ratio of 89% of RCOP net profit after tax. Ampol is also a major provider of tax revenue to governments in Australia and New Zealand. In 2023, we contributed over AUD 10 billion in taxes, largely relating to fuel excise and GST, making Ampol a significant contributor to public revenues in both countries.

I believe it's worth reflecting on the significant impact Ampol has had on Australia and New Zealand since its inception. The story of Ampol's history and role in the development of Australia and New Zealand is as relevant today as it's ever been. "Show me a mountain, and I'll show you a way to get over it," was a line frequently used by Ampol's founder, Sir William Walkley. Beginning his work in New Zealand, his initial priority in 1931 was to deliver more competitive fuel pricing to local motorists. Just five years later, he took the business to Australia seeking to address the challenge of rolling out scalable refuelling networks across the nation. Ampol was created to take on the established overseas-owned oil companies that dominated the Australian market in the '30s.

At that time, Ampol was known as an innovator using a bold, nimble, and ambitious approach to push into new frontiers, pioneering technology that went on to shape the transport fuels industry in Australia and investing to support the growth and development of our country. At that time, Ampol took calculated and informed decisions that enabled the company to grow and back its people as they executed the company's strategy. In many ways, we can see history repeating as we face into the challenges associated with energy transition, including establishing a reliable EV charging network across Australia and New Zealand and exploring other low-carbon solutions for our customers in hard-to-abate sectors. Our current workforce is the pioneering force providing the energy solutions that our Australian and New Zealand customers need now and into the future.

It is the role of the board and the management to back our people as they execute the company's strategy and support a bold, nimble, and ambitious approach yet again. In doing so, we will be disciplined in how we invest on behalf of our shareholders. We seek to strike the right balance between investing in the energy transition at an appropriate pace in the core business and, of course, returning capital to our shareholders. Performance in safety and environment continues to also be a major focus at Ampol and a key input to achieve operational excellence.

I'm pleased to report that in 2023, Ampol's personal safety performance was close to our best-ever results in all parts of our business. Success in our safety performance has been achieved through an active program of implementing improvements in our systems and practices to ensure we have a robust safety culture.

Highlights from 2023 include over 15,000 hours of face-to-face training for our workers at the Lytton Refinery and the introduction of mental health awareness training for key leaders across our entire business. Another operational highlight from 2023 was the recovery in fuel volumes following the impacts of COVID-19. In Australia, we saw increased volumes with sales reaching 15.6 billion liters, the highest level since 2019. This reflected a continued recovery in the aviation within the group as well as generally favorable freight markets enabling Ampol to benefit from a superior East Coast infrastructure. Ongoing growth in international sales, particularly from our U.S. trading and shipping teams, demonstrated the benefit of sourcing desks in key global markets.

We have used our trading team's insights to inform supply decisions, which have provided valuable flexibility in a market still adjusting to the rapid rise in premiums in 2022 following Russia's invasion of Ukraine. Our strategy is at the core of business decisions at Ampol and is headlined by three pillars: enhancing the core business, expanding from a rejuvenated fuels and convenience platform, and evolving the energy offered for our customers as their needs change. Based on our results, I believe the strategy is delivering. Over the last few years, we have been focused on getting the balance right in terms of our investment decisions to grow the business and, in the short, medium, and long term, we're also delivering strong returns for our shareholders. We are approaching the final investment decision on the ultra-low-sulfur fuels project at Lytton Refinery.

We have a clear strategy to grow our Australian convenience retail offer, and we will continue to pursue organic growth in our F&I international business. Our progress on the rollout of the EV charging network will also continue over the next few years, and we will continue to explore low-carbon energy solutions for the hard-to-abate sectors. Ampol has proven its strength and capabilities over the last few years, with the company in a very strong position to continue delivering in 2024 and beyond. While we are operating in a challenging environment due to the geopolitical volatility, inflationary pressures, and the cost of living crisis, Ampol has demonstrated its resilience across many different market conditions.

This is due to a number of competitive advantages, including a privileged infrastructure, a high-quality retail network, and, I believe, iconic brands, supply chain expertise, and a robust strategy. On behalf of the board, I'd like to congratulate Matt and the entire executive team and all Ampol employees for achieving outstanding results in 2023. I'd also like to thank our customers and all our stakeholders, including our suppliers and joint venture partners, who remain vital to our continuing success. Lastly, I would like to thank you, Ampol's shareholders, for your continued support of the company and for coming on this exciting journey that we are creating. I'd like to now hand over to our CEO, Matt Halliday, to address the meeting. Thanks, Matt.

Matt Halliday
CEO and Managing Director, Ampol Limited

Thank you, Chairman, and good morning, everyone. Once again, I'm proud to stand here and address you after Ampol's strong performance in 2023. It remains a privilege to lead this great Australian company as we continue to deliver great outcomes for shareholders, customers, communities, and as we successfully execute on our strategy. These outcomes would not have been possible without the dedication of the entire Ampol team, who have demonstrated resilience in the face of the significant challenges of global energy markets, geopolitical volatility, extreme weather, inflationary pressures that are existing right across our supply chain.

We have continued to deliver safely, reliably, and efficiently for our customers. 2023 saw good performance across all of our business segments. RCOP EBITDA and RCOP EBIT were slightly down from 2022's record result. It's worth remembering, though, that this result is compared against a period of record refining margins back in 2022. Given this, for the 2023 result to be within 0.5% of 2022's record EBITDA is an extremely pleasing outcome and is arguably a higher quality result with stronger performances across all refining divisions.

I would also highlight that in 2023, we saw the first full 12-month contribution from Z Energy. The Z Energy business performed very well, and the transition to Ampol supply has been relatively seamless thanks to the work of our teams in Singapore and on either side of the Tasman. Local Z Energy management and the supply team have delivered on the business improvements and synergies that we committed to at the time of the acquisition back in May 2022. Beyond New Zealand, we continued to deliver on the strategy to grow our international earnings.

Organic growth in trading and shipping is demonstrated from the international earnings uplift that we saw in 2023, with that business contributing approximately 30% to the group's earnings. This is a clear differentiator for Ampol in the market and builds from the strength that we have in our customer demand and infrastructure positions in both Australia and in New Zealand. The good progress in shop performance continued on through 2023. Given the cost of living crisis, we have sought to provide value-driven convenience retail offers such as various Crave 'N Save deals for our customers. Excluding tobacco, shop sales grew in value, particularly in areas like bakery, snacks, and beverages. Tobacco sales have continued to decline across the market, and this is largely due to shifting consumer habits as well as the growth in illicit markets.

When considering the decline in tobacco, the growth we saw in average basket value demonstrates that our convenience retail strategy is delivering. A further proof point has been the success of our network rationalization program. The program began in 2019 with about 800 stores. As at the end of 2023, we operated 636 stores within our company-controlled network, which represents a reduction of about 20%. This more focused network has resulted in Ampol having above-industry average fuel volumes per site and a higher mix of premium fuel sales.

We are focused on the quality of our network and our ability to deliver the right offer for our customers and returns for our shareholders rather than the number of stores. Last year, the strategy focused specifically on the premium sites with the rebranding of 50 sites from MetroGo to our Foodary offer, which is performing very strongly. We also continued to invest in our highway network with the marquee Pheasants Nest sites opened and the refurbishment of the M1 northbound near Wyong, in each case with multiple quick-service restaurant options providing an enhanced offer for our customers. We are now the largest multi-site franchisee for Boost Juice in Australia, and we continue to progress our partnership with Hungry Jack's.

We are committed to delivering the right customer offer for each local market in which we operate with an appropriately segmented proposition and will continue bringing other brands into our QSR portfolio as appropriate. Moving on now to the Lytton Refinery, which continues to be a significant contributor to the group's success. We intend to invest further in Lytton to enhance its capabilities, and so have made substantial progress in design approvals and groundworks on the ultra-low-sulfur fuels project.

This project will deliver important upgrades to Lytton so that it can produce low-sulfur fuels by the end of 2025. This will meet the Australian government's timeline to introduce improved quality standards for fuels. Based on our New Zealand experience, we expect this product to trade in international markets at a premium to existing Australian fuel grades, therefore increasing the value of Lytton's production. As we look to the future, we're evolving the business to support our customers through the energy transition. We're progressing our on-the-go public fast-charging network rollouts in both Australia and in New Zealand. By the end of 2023, we had rolled out 82 fast-charging bays in Australia and 104 in New Zealand.

Expanding off our forecourts, we have arranged back-to-base charging arrangements with various B2B customers and also established major agreements with both Mirvac and Stockland to provide fast-charging at their shopping centers, which represent attractive charging locations for customers. A reliable e-mobility offer and strong network coverage not only supports the development of our e-mobility business as EV uptake grows over time, but it also reinforces our traditional fuels business as our customers are seeking integrated solutions to support them in navigating their energy transition. For the hard-to-abate heavy transport sectors, we're exploring the development of a renewable fuels supply chain. This includes evaluating the feasibility of establishing a biorefinery up at Lytton, which would have the capacity to produce more than 500 million liters of renewable diesel and sustainable aviation fuel every year.

Renewable diesel and sustainable aviation fuel are diesel or jet fuel that, instead of being produced from crude oil, are made from renewable biomass waste products such as used vegetable oils or tallow and, as such, reduce emissions. While we continue to scope the feasibility of a biorefinery, in the shorter term, we're also exploring opportunities to commence the co-processing of renewable feedstocks alongside traditional feedstocks up at Lytton. This would enable Ampol to produce high-quality blended renewable fuels for our customers in a shorter timeframe.

We've also completed a successful trial to import and supply renewable diesel to some of our B2B customers, including Hanson, and intend to scale this up to meet growing demand over the coming years. On a related note, I'm pleased to share that Ampol has made significant headway in our sustainability reporting. In July 2023, Ampol released its first voluntary TCFD-aligned climate report. The report detailed the significant progress made in delivering on our future energy and decarbonization strategies, which we first released to market in May 2021. Our operational Scope 1 and Scope 2 emissions are something that we do have control over.

For the emissions we do not control, such as the emissions associated with fuel after it is sold, we're committed to supporting our customers in their own decarbonization journeys. On the people front, in 2023, Ampol took the next step in supporting our customers' decarbonization journeys by bringing the Australian and New Zealand teams together into one energy solutions team. This allows us to leverage our combined scale and expertise in delivering solutions for our customers while continuing to differentiate for unique local markets. Last year, the group adopted Peakon, an employee listening tool used by our colleagues in New Zealand.

Through enhancing the monitoring of employee sentiment month-to-month across the group, we've been able to identify trends in engagement and areas for improvement. And while it is early days in the collection of that group data, I'm pleased to share that Ampol has an employee net promoter score of 40, which places us in the top quartile of Peakon's global benchmark. Another highlight in 2023 was the Z Energy team being recognized for its efforts in diversity and inclusion, winning the Supreme Award at the Human Resources Institute of New Zealand Awards ceremony for their initiative to help close the gender pay gap through salary transparency, as well as an innovative KiwiSaver offering for employees working part-time or taking parental leave.

On the community front, in 2023, our total Australian community investment was over AUD 4.5 million, and our total New Zealand community investment was NZD 2.8 million. That included NZD 1 million via Z Energy's annual Good in the Hood program, where over 500 local community charities and organizations received funding according to our customers' votes. Moving on now to Ampol's performance so far this year. Late last month, we updated the market on trading conditions and operational performance in the first quarter of 2024. The Lytton Refiner Margin for the first quarter was $11.80 per barrel compared to $14.90 per barrel in the first quarter of last year.

During the quarter, Singapore refined product cracks were approximately $4 per barrel lower than the same period last year, while higher product freight rates net of landed crude costs benefited our LRM. Production levels were impacted by the previously communicated refinery-wide steam outage as well as the temporary delay in the supply of catalyst for the alkylation unit due to disruptions experienced in the Red Sea. The refinery returned to normal operations in early April.

RCOP EBIT from Ampol's non-refining divisions was in line with the prior corresponding period. Australian fuel sales volumes were in line with the first quarter of 2023. While international fuel sales volumes were lower year-over-year, this was largely due to third-party spot sales. Integrated margins compared favorably year-over-year with our integrated supply chain able to effectively manage the refinery and market disruptions experienced during the first quarter. Convenience retail delivered earnings slightly ahead of the same quarter as last year, and improved fuel margins more than mitigated lower fuel sales volumes, largely in base-grade gasoline, in a higher input price environment.

Shop income grew year-on-year with improved gross margins and growth in sales, excluding tobacco. The New Zealand segment grew RCOP EBIT year-on-year, including their comparative benefits from the transition to full Ampol supply from April 2023. In closing, the board and management are focused on delivering for our customers, communities, and for you, our shareholders. I would like to again thank our employees for their ongoing commitment to the delivery of our strategy. I look forward to building on the strong momentum we have over the coming months and into the second half of this year. I'll now hand back to our chairman, Steven Gregg.

Steven Gregg
Chairman, Ampol Limited

Thanks, Matt. Well spoken. I would like to open up the meeting, if I may, to general questions. I'd like the room to note there will be the opportunity to ask questions about each of the resolutions later in the meeting before going to a vote outcomes on each resolution. A reminder that we will first take questions here in the room. We'll go to a Link online platform for questions. Finally, if there are questions on the phone, we will deal with those as well. We've also received a few questions in advance of today's meeting, which I will answer before inviting questions from the room. The first question received was, "What will Ampol do when all cars are electric?" We thank you for that question. I'm sure that's a question on the minds of many of our shareholders.

It's certainly something to which we give careful consideration. We expect that traditional fuel demand for passenger cars will decline over time as EV penetration increases. However, the pace of the change is uncertain at the moment. But overall, we expect transport fuel's demand to remain robust well into the 2030s. We are currently installing EV charging facilities at a number of our forecourts and third-party sites, as well as exploring opportunities to provide at-home charging to address passenger vehicle electrification. It's important to remember that different solutions will be required for heavy commercial vehicles, mining, and aviation, which rely on diesel and jet fuel. For these, we are also exploring solutions other than electrification, including renewable fuels and hydrogen.

While it's difficult to predict the timing and exact impacts of the transition, we believe we will continue to generate our return on investment thresholds and some divestment of surplus assets over time may occur. The next question was, "What do you think next year's dividend will be?" If I knew, I would tell you. While we obviously can't put a figure on it, we have a stated dividend policy, which is a payout ratio of between 50%-70% of RCOP NPAT, excluding significant items. Where we have surplus capital, the board may also consider the declaration of a special dividend.

Shareholders have received a total of AUD 2.75 in ordinary and special fully franked dividends with respect to both the 2022 and 2023 financial years, demonstrating the company's commitment to return capital to shareholders in a tax-effective manner wherever. Excuse me. The next question is, "As the world is transitioning to renewable fuels, what is Ampol doing to reduce the CO2 emissions?" The transition to renewable fuels will be a long journey, but one which we are committed to.

In 2021, we released our future energy and decarbonization strategies. Since then, we have been making good progress with regard to our own emissions called Scope 1 and Scope 2. We have set out emission reduction targets for 2025, and we are on track to achieve these. We have also set targets for reductions to 2030 and an ambition to be net zero in 2040 for Scope 1 and Scope 2. Z Energy, which we acquired in May 2022, has set their own emission targets and are on track to achieve these too.

With regard to Scope 3 Emissions, the largest component of these relate to our customers' use of transport fuels. This is where our future energy strategy comes in. Ampol and Z Energy are continuing to roll out EV chargers to support the electrification of passenger cars and light commercial vehicles. We are also exploring options for the production and distribution of renewable fuels for hard-to-abate sectors. However, these have not yet reached commercialization.

The next question was, "Does Ampol believe earnings will grow or decrease with more EVs appearing on the Australian roads?" This is purely from an Ampol perspective and nothing else. That was the question. As we are so early in Australia's energy transition, it's difficult to provide an answer to your question. EV penetration remains in the low single digits as a percentage of the fleet. So we are not currently seeing material impact on earnings.

What I can say is that we have strategies in place to respond to the energy transition. While it's difficult to predict the timing and exact impacts, we believe we will continue to generate our return on investment thresholds. Some divestment of surplus assets may also occur over time. The final question we received before today's meeting was, "When will the chair introduce a modicum of restraint in the constant increases in remuneration and fee pool increases?" This is the worst aspect of corporate behavior and needs to be reined in. Let me just answer that, if I may. I appreciate the openness of that question. The increases to senior executive remuneration in 2023 and 2024 followed internal and external benchmarking.

In 2023, the board determined to award each senior executive a 3% increase to keep up with market dynamics and a 5% increase to the EGM of Retail. In 2024, the EGM of Retail will receive an increase of 6% reflecting performance in the role, the role complexity associated with the strategy, and to ensure a stronger internal alignment. We envisage that other increases for the ALT members during 2024 will only happen on an individual basis where there is a change in scope or role or a significant market movement.

Onto the second part of the question regarding the proposed fee pool increase for non-exec directors. This is important because this is part of the resolution coming up. The fee pool cap has not been increased since 2016. That's eight years. Since that time, the size, complexity, and board and the company have grown significantly. Following a market review and noting the future needs of the board, we consider the proposed increase in the fee pool to be appropriate. I might also add, while we're here, that the board itself has not received any increases in fees for seven years. It's not intending to receive any today as well. Now that I've answered all the questions received before the meeting, I would like to invite other questions on general business from the room.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

Mr. Chairman, I would like to introduce Natasha Lee, a shareholder.

Steven Gregg
Chairman, Ampol Limited

Thank you. Welcome along again.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Thank you. I asked that I have a special spot next time for the questions. Just joking. Thank you, Mr. Chair. I note that there are 82 EV charging stations in Australia. They're actually more in New Zealand. There's a target of 300 by the end of 2024. What's the trajectory for the Australian EV charging stations over the short term?

Steven Gregg
Chairman, Ampol Limited

Sure. I'll get Matt to add certainly some detail. We're on track to achieve this for the next year to 18 months. We're very targeted about how we roll out those stations. It's not just a blanket rollout. We're being very targeted about the intermodal, the highways, and also in specific high-density areas in the big cities where we think they need that facility. Matt, do you have a comment on that?

Matt Halliday
CEO and Managing Director, Ampol Limited

Yeah. So we are focused on making sure we're rolling out and getting good coverage across our network, where the EVs are arriving and across where we're tracking all of the data around where the EVs are and where the network coverage needs to be for our customers, for our fleet customers in particular. What I would say is, beyond the 300, we continue to look at building the pipeline, including on our own sites and through the partnerships that I mentioned with Stockland and Mirvac. And we'll continue to build out that network. The pace and change of uptake is something that we monitor very carefully, both internationally and in Australia and New Zealand.

And that's really important because we want to make sure we get the pace right. And we also want to make sure we take the learnings. The site selection is really important in terms of both the quality of the real estate, the convenience offer that we're putting there, and also the connectivity to the grid. What we've seen and observed in the work that we've done so far is that grid connectivity is going to be increasingly challenging. So making sure we have done all of the diligence around understanding which sites we want to build out and what pace, depending on EV uptake, is the work we continue to do to move beyond the 300 number for the end of this year. The target is 150 by the end of this year in New Zealand.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

So that's about 150 in Australia. Does 300 include across Australia and New Zealand?

Matt Halliday
CEO and Managing Director, Ampol Limited

No. The 300 is an Australian number. New Zealand will go from 104 to 150.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Okay. No, that's okay. Yeah. I did see the 300, but I can't remember. And maybe I was a bit confused about it. Overall, your annual report was pretty good and comprehensive. I think that there was a comment about the Kurnell incident in 2023. And you refer to the contribution of AUD 700,000, which I take it as a penalty. It sounds like you're kind of sugarcoating it. That it almost sounds like a voluntary contribution rather than a penalty for the incident. Did you have any comments on that?

Steven Gregg
Chairman, Ampol Limited

Look, the Kurnell incident was regrettable. We've dealt with it well. We've been dealing with it for the last nine months. Matt, any observations?

Matt Halliday
CEO and Managing Director, Ampol Limited

So the AUD 700,000 represents an enforceable undertaking that was agreed with the EPA. And the contribution of the various community programs that comprise that 700,000 were agreed with the EPA and in conjunction with the local community.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Yeah. Yeah. No, that's what I expected. No, I think just the categorization, at least in my mind and the annual report, of just describing it as a contribution when there was a penalty element. It wasn't a voluntary contribution. It was a negotiated settlement, so to speak. On your finance costs, there was an increase in 50% overall. And while you talk about higher interest rates, the 50% does seem a bit excessive for the amount of for the interest rate rises over that period of time. And I think that there's some detail which could have been added to the report to better explain.

Steven Gregg
Chairman, Ampol Limited

That brings Z Energy onto the balance sheet as much as anything. Interest rates changes and the like. But yeah.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Yeah. But overall, your debt levels remain more or less the same from years to years.

Steven Gregg
Chairman, Ampol Limited

It's very modest and very conservative. It's at 1.6x EBITDA, which is, by most industrial standards, extremely conservative. And that's how we like to manage the company. Yeah.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Yeah. Yeah. No, I'm happy with that. It's just that the finance costs associated with that debt was significant and at least seemed to be a little bit disproportionately high quantum.

Steven Gregg
Chairman, Ampol Limited

Okay. Great.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

The other comment is, whilst you talk about your strategic property assets and stuff, I was wondering whether the board's actually considered investment in rental property above some of the, say, over some of the forecourts in strategic locations. I think that that offers an opportunity, particularly with the government's seemingly relaxing development approvals to provide a revenue stream in the future where it's, we're talking about rental rather than selling properties. But having some sort of partnership with a property development company here to better utilise and provide an alternative income source.

Steven Gregg
Chairman, Ampol Limited

So are you suggesting we buy properties to rent out to other people?

Natasha Lee
Private Equity, Fund Manager and Philanthropist

No. No, I'm saying building properties.

Steven Gregg
Chairman, Ampol Limited

Building properties to rent out.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Above your or next to your service stations for rental.

Steven Gregg
Chairman, Ampol Limited

Yeah. No, it's a good question. We've debated that on occasion. We're not in the business of property development. We're in the business of running a fuels company and an energy company. We have some very privileged assets, which, yes, on certain instances, may have value over and above purely service stations and the like. At this stage, we've not decided to go down that path. Yeah.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Okay. No, it's just that when I walk past service stations, I see property.

Steven Gregg
Chairman, Ampol Limited

You see property development, don't you?

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Well, there was that element in my background. But I kind of just see this space which seems to be underutilized. But that's just raising that point. So that's all I have for now.

Steven Gregg
Chairman, Ampol Limited

Very good. Thank you. Other questions in the room, please, sir? Roger. Welcome.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

Mr. Chairman, a question from a shareholder.

Roger Ashley
Analyst, Australian Shareholders' Association

Thank you. Chairman, Roger Ashley of the Australian Shareholders' Association.

Steven Gregg
Chairman, Ampol Limited

Welcome.

Roger Ashley
Analyst, Australian Shareholders' Association

Once again, we've been impressed with the responses from management to our questions that provided input to our voting intentions. So thank you very much for that. We accept that the company is managing to transition from fossil fuels to renewables with a flexible strategy of capital expenditure and future technologies. You did talk about a couple of the new technologies. But I wonder if you can expand on some of your pilot projects, Endua, your point of difference in the retail home electricity market, which is a pretty crowded market, I think, your position in hydrogen fuels with comments on OneH2 and refueling outlets in Canberra. And I was also going to ask whether you would meet your target term of rollout of charging stations in Australia this year. I think you're saying that you will. So yeah.

Steven Gregg
Chairman, Ampol Limited

Yes. Thanks, Roger. Appreciate the question. I might hand Matt that basket of questions.

Matt Halliday
CEO and Managing Director, Ampol Limited

Yeah. Sure. Yeah. Yeah. So look, I think it's really important as a business that we are exploring and working across with our customers the technologies that are of interest to them and relevant to them as they look to decarbonise. So if I take your list, Endua is a partnership with Main Sequence Ventures, a venture fund born out of the CSIRO. It's an off-grid, edge-of-grid hydrogen-powered renewable solution, green hydrogen-powered renewable solution. The cost base is still too high for that to have real traction in the market.

And the team continues to work actively at Endua on how those costs could be brought down. It's very much in the R&D type category, I would say. In terms of hydrogen more broadly, again, the economics of hydrogen for heavy transport are looking quite challenged when you look across the full value chain. So the original equipment manufacturer or the truck manufacturer needs to change out their entire production chain. You've then got the trucking operator needs to change out their trucking, their maintenance facilities, etc.

And then you've got refuelling. When you look at all of that together, at this point, the economics look relatively challenging. And our own view, consistent with the comments that we made today, is that renewable fuels - so renewable diesel, for instance, or sustainable aviation fuel for aviation - are more likely to be the solutions for a very meaningful period of time, at least. We are, though, working with our customers who are interested in testing their hydrogen supply chains. And OneH2 is a partnership we've got with an American company. It's a very low-cost solution from our point of view.

But it's a mobile hydrogen refueling solution that would enable our customers to test and learn with these solutions as the solution for everyone's going to look a little bit different. Just to wind up on your point on retail electricity, we're really looking at retail electricity from the point of view of when you look at fleet customers, particularly, what they're looking for is a solution recognizing they're going to have a mixed fleet or a petrol-powered fleet and an EV fleet that's going to change and evolve over time. So they need an integrated solution. We obviously have a very strong solution from a fuels point of view.

But when you look at charging, what they are asking for is a back-to-base charging solution, potentially a home charging solution for their employee, together with the on-the-go EV charging that we offer on our sites. And so our testing is very much, with that in mind, how are we delivering solutions for our customers? And as we prove that out and the returns, we'll look to take steps around how we take that part of the business forward.

Roger Ashley
Analyst, Australian Shareholders' Association

Thank you. One other question, if I may. Ampol has significant franking credits over AUD 500 million. Can the shareholders continue to expect special dividends with a view to paying out those credits?

Steven Gregg
Chairman, Ampol Limited

Roger, I think we answered the question slightly in one of the previous questions that I read out. If we have excess capital and we have the ability to pay special dividends, we will. But it's very dependent on how the business is performing and our capital requirements and our balance sheet management. As stated before, we run a very, very conservative, prudent balance sheet because it's a volatile industry by nature. It's important that we maintain that. And we also have capital works programs in the pipeline, as you're aware. So if the capital is there, if we have excess capital, we will certainly return those to shareholders. But it's with that in mind. Yeah.

Roger Ashley
Analyst, Australian Shareholders' Association

Thank you.

Steven Gregg
Chairman, Ampol Limited

Thanks, Roger. Any other questions before we move on? Great. Jeff, any oh, sorry.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

Mr. Chairman, a question from a shareholder.

Speaker 10

Thanks very much. I'm so keen to have an answer to this question. All of us who drive petrol cars and diesel cars and the trucks that make life possible are paying a road tax. We are contributing to the roads we're driving on. EV drivers are not. They're getting it all for free. What I want to know is, what are we going to charge them for this huge infrastructure we're putting in just for them? Are you reminding the government that they rip us off, but they're not ripping them off?

Steven Gregg
Chairman, Ampol Limited

I think that's a great question, actually. It's not a question that's lost on us. Because as I mentioned in my talk this year, the Ampol system, the Ampol company, what we sell, our profit contributed to over AUD 10 billion to state coffers. And that does not include our income tax and other taxes. All up, probably close to AUD 11 billion goes from the Ampol company and the system back to government. A lot of that is fuel excise on every liter of petrol we sell. That goes back there, presumably, to going to the coffers to help with the road system.

How the government chooses to tax EV drivers is another matter. And it's up to them. They are very aware of this. They're also very aware of the revenue that we give them. They have a conundrum. We have been reminding them of this for some time. So it's not lost on us. It's a very good question. Thank you.

Speaker 10

What are you charging them for there? Will we make a profit from these things? Oh, sorry. Will we make a profit from these because you're spending a lot on them?

Matt Halliday
CEO and Managing Director, Ampol Limited

Yeah. No, we certainly are looking at the investment in our e-mobility business from a returns point of view. The returns will take time to come through. But we are charging AUD 0.69/kWh for our charging. And we are on most sites that have been in place for more than 12 months. And there's not a lot of those. But they are gross margin positive, despite the fact that less than 1% of the light vehicle fleet in Australia at the moment are EVs. So there is a long way to go on this. And really, we will look at this commercially. We'll look to make a return. And we'll look to scale and pace our investment accordingly over time.

Steven Gregg
Chairman, Ampol Limited

Yeah. We need to be very prudent in how we invest in this area because we need to move into it. But we are very conscious of the economics on this. So we are making the investment in a very, very careful way. Thanks for the question. I might just ask Jeff if we've got any questions online.

Jeff Etherington
Deputy CFO, Ampol Limited

Yes, Chairman, we do. The first question comes from Stephen Mayne. The question is, "The eight people in our executive leadership team and the eight non-executive directors all appear to be white Anglo-Saxons. Diversity is much more than gender. So when is the top table at Ampol going to include some skillful and meritworthy people of color or from different ethnic, cultural, or religious backgrounds? Does the Chair agree this lack of diversity is an unusual feature of Ampol's monocultural leadership team and that it needs to be addressed over time to better reflect the communities you serve?

Steven Gregg
Chairman, Ampol Limited

Thank you, Jeff. And thank you, Stephen. I don't believe it's an unusual factor of Ampol. I think it's a factor of society at the moment. We pride ourselves at Ampol of selecting high-quality people from across the board of whatever persuasion - male, female, whatever their sexual persuasion, whatever their color or religion. We are not in any way judgmental. And we have a number of people in the organization of varying varieties and backgrounds. So I hear what Stephen's saying. But I don't believe that's an issue at our company. And we are very, very open to how we accept people into the organization.

Jeff Etherington
Deputy CFO, Ampol Limited

===Okay. The next question, also from Stephen Mayne, is, "Our Chair, Steven Gregg, last year achieved the rare feat of being poached from outside to become Chair of Westpac despite not even being on the board at the time. What is the current state of dealings between Westpac and Ampol? And is that likely to change? Which of the Big Four has our biggest relationship? And has the Chair spoken to the CEO and CFO about protocols in which Westpac dealings are handled going forward?

Steven Gregg
Chairman, Ampol Limited

Thank you, Stephen. Yes, it was a great privilege; it is a great privilege to be the Chair of this wonderful company but also to have been asked to join Australia's oldest company, which is Westpac. And it's a great organisation as well. Yes, Westpac is a financier amongst a large group of banks for Ampol. That has been noted at both Westpac and at Ampol. There are protocols in place. I certainly do not involve in any fashion or any area of that relationship.

Jeff Etherington
Deputy CFO, Ampol Limited

The next question also comes from Stephen Mayne. The question is, "Viva bought OTR for AUD 1.2 billion last year. When 7-Eleven was put up for sale, the Japanese parent was successful with a AUD 1.7 billion bid. Even when Coles Express put its fuel business up for sale last year, Viva also won that auction with a AUD 300 million bid. When Woolworths exited fuel in 2019, it was EG Group owned by the Issa Brothers, which won that auction paying AUD 1.72 billion. The brothers are now splitting. And EG is offloading its Australian business. Are we even going to try and win this auction? Or have we given up on successful Australian M&A?

Steven Gregg
Chairman, Ampol Limited

Again, thank you, Stephen, for the question. We, as a group, don't comment on what we're looking at in the market. Be it EG or anything else, that's very much behind the closed doors for obvious reasons, market disclosure being the main one. I would just like to say, though, that be it EG or be it anything we look at, we are looking at things in an extremely disciplined fashion.

We are not going to overpay for anything. And I think if you look at our Z acquisition that we made a year or two back, it's a demonstration of how carefully we managed that and how we looked at the valuation on that. So M&A is always something we look at. We don't comment on specifics. But the shareholders should be assured that anything we do will be done very carefully.

Jeff Etherington
Deputy CFO, Ampol Limited

Okay. The next question again from Stephen Mayne. "Australia is currently in the midst of an unprecedented deluge of takeovers. There have been seven major takeovers completed this year with another 18 deals announced. The ASX is losing long-standing names such as CSR, Boral, Blackmores, Alumina, InvoCare, Newcrest, Crown, and AusNet. There is a clear mispricing between public and private markets. Why are public markets not valuing ASX-listed companies like ours more highly? And what are we doing to avoid being gobbled up? Does the Chair agree this is a problem for the nation?

Steven Gregg
Chairman, Ampol Limited

I think I've been around for a long time in this market and others overseas markets. These things go in fits and starts. They are cyclical. I would agree with Stephen that our company's undervalued. I think it's a great company. And I would encourage Stephen to buy more shares in the company. And that would also help when the people like him, who are obviously educated and thoughtful, appreciate that we're undervalued, that he actually does invest in the company. We at Ampol have a very sophisticated investor relations group. And our top team talks with investors both locally and internationally a lot. The company's well-known. Yes, of course, I would like us to be more highly valued. We just hope that the market sees the inherent value in it that we see.

Jeff Etherington
Deputy CFO, Ampol Limited

There are no more questions.

Steven Gregg
Chairman, Ampol Limited

Are you sure?

Jeff Etherington
Deputy CFO, Ampol Limited

Of this section, yes.

Steven Gregg
Chairman, Ampol Limited

Anything on the phone, Jeff? Oh. Good. Okay. Thank you very much. On that basis, let's move on, if we can, to the formal items of business. As notified to the ASX and the New Zealand Stock Exchange, all resolutions will be decided today by poll. I thank all the shareholders for their efforts to submit proxies in advance of the meeting. A number of the shareholders have appointed the Chairman as proxy for today's meeting. Where these proxies are open, I intend to cast votes in favour of each resolution. The first item of business relates to the 2023 financial reports. Ampol's 2023 annual report has been released to the ASX and the New Zealand Stock Exchange and is available on our website.

For the purpose of today's meeting, the financial report, the directors' report, and the independent audit report for the year ended 31st of December 2023, excuse me, put before the meeting. I would like to open the meeting to questions on the financial reports. There will be an opportunity to ask questions on other items of business later. A reminder that we will first take questions here in the room, then to the Link online platform, and finally by phone. So I'd just like to ask any questions on the financial report. Bear in mind that there are opportunities later in the meeting to ask questions as well. Okay. Thank you. Jeff, anything online?

Jeff Etherington
Deputy CFO, Ampol Limited

There are no questions online.

Steven Gregg
Chairman, Ampol Limited

Thank you. Anything on the phone?

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no phone questions at this time.

Steven Gregg
Chairman, Ampol Limited

Thank you very much. The notice submitting contains the following matters to be voted on by shareholders today: the adoption of the 2023 remuneration report, excuse me, the reelection of Mike Ihlein as a director, the reelection of Gary Smith as a director, the grant of 2024 performance rights to the MD and CEO, and non-exec directors' fee pool increase. The voting directions for the proxies from each resolution will be displayed on your screen. The proxy results of the poll on each resolution will be displayed before we move on to the next item of business.

The final number of votes will be advised to the ASX and NZX and will also be available on our website after the meeting. The next item of business is the remuneration report. The vote on this resolution is advisory only and does not bind the directors or the company. I will now answer questions on this item of business from the room if there are any.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

Mr. Chairman, a question from Natasha Lee, a shareholder.

Steven Gregg
Chairman, Ampol Limited

Thank you. Thank you.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Thank you, Mr. Chairman. Just a minor point is that 40% of the remuneration result was basically based on profit. While your result from last year was down slightly I do note that you're saying that it was your second-best year. I feel that coming up with a result of 131%. There wasn't sufficient stretch in the calculation, especially given that your results are somewhat due to exogenous circumstances such as the volatility of the fuel price. I just feel that you're being a little bit too generous on that and given that it was a substantial part of the result.

Steven Gregg
Chairman, Ampol Limited

Okay. Thanks for the question. I mean, I think it's worth noting that the board sets a budget. It sets the whole terms of performance prior to us reviewing it later in the year. It is not complicated. But it's complex in terms of what goes into scorecards both at the corporate level and at the individual level. It is debated thoroughly through the remuneration committee, then at the board level, and often changed and tweaked. And a lot of judgment is exercised by the board as it should.

I felt that and I think the board feels that it actually does represent a fair result given that it was an outstanding year, even though a lot of the performance is a function of exogenous factors, as you say. Global volatility is extremely hard to manage. And I think the guys have done an extraordinary job this year. So I hear you. But I really do feel it was a fair result. Yeah.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

That's fine. We can sort of agree to disagree. I'm not going to push the point.

Steven Gregg
Chairman, Ampol Limited

Okay. Thank you. Roger.

Roger Ashley
Analyst, Australian Shareholders' Association

Thank you. Just a repeat of things the ASA has said many times in the past. Although we are voting in favor of the company remuneration scheme, we would press for a couple of changes at least. The long-term incentive is based on the three-year period. We'd certainly like to see that at least four. And ASA also prefers that a relative TSR should reach 85% to get 100% vesting. And you use 75%. So that's along the lines of stretch it a bit, yeah.

Steven Gregg
Chairman, Ampol Limited

Okay. Roger. Thanks for that. I note those. And we've had these discussions for some time. And I feel that 75% is the right number. And I think three years we can debate three years or four years. But I think three years is probably about right too. But let's keep that discussion going. Yeah. Yeah.

Roger Ashley
Analyst, Australian Shareholders' Association

Yeah. We will. Yeah. Thank you.

Steven Gregg
Chairman, Ampol Limited

Thank you. I also would like to thank you for your support of the Rem Report too.

Roger Ashley
Analyst, Australian Shareholders' Association

Thank you.

Steven Gregg
Chairman, Ampol Limited

Questions of the room before I turned over to Jeff? No? Jeff, online?

Jeff Etherington
Deputy CFO, Ampol Limited

No questions online.

Steven Gregg
Chairman, Ampol Limited

Thank you. Anything on the phone?

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no questions at this time.

Steven Gregg
Chairman, Ampol Limited

Great. Thank you very much. Isaac and Sunna, for the questions. Please now vote for, against, or abstain for the resolution on your electronic voting card or your proxy card. The proxy results for the vote are the 98% return, which is, I think, terrific. So thank you to the shareholders, Roger, support of the room report this year. I do appreciate it. Mike Ihlein was appointed as director of Ampol on 1st of June, 2020. Mike brings to the board financial expertise and experience as an international executive from a range of industries including previous roles as the CEO and CFO of Brambles, CFO of Coca-Cola Amatil, and a director of CSR. Mike is currently director of the Scentre Group, the Inghams Group, and a not-for-profit mentoring organization, Kilfinan Australia Limited.

He is also a fellow of the Australian Institute of Company Directors, CPA Australia, and the Financial Services Institute of Australasia. We are very delighted with Mike's performance and contribution to the board. It has the unanimous support of the board for his election. Mike, can I just ask you to come up and say a few words about your reelection thanks before we turned over to the room? Yeah.

Michael Ihlein
Non-Executive Director, Ampol Limited

Thank you, Steven. Good morning, fellow shareholders. I'm very pleased to present myself to you today for reelection to the board of Ampol Limited. Since joining the board in 2020, as Steven indicated, it's been a very rewarding experience for me in particular, including as chair of the audit committee, especially as the company navigates the energy transition, a very, very interesting dynamic that we have in the company. It's very pleasing to see how our company has managed so effectively in the very volatile energy markets over the last couple of years. My background, as many of you may know, is originally in finance. I have also had extensive experience as a senior executive of major Australian-listed companies including periods as Chief Financial Officer as well as CEO of Brambles, one of the world's largest reverse logistics companies.

I also serve, as Steven indicated, on two other ASX-listed boards being Scentre Group and Inghams Group and also a not-for-profit board, which all provide me with additional perspectives that assist my insights for my contribution to our board. I'm very committed to Ampol, which I believe has a wonderful future. I have the energy, the time, and the passion to devote to our company. I'm very pleased to present myself today for reelection. It would be an absolute honour to have your support for my ongoing role as a director. Thank you very, very much for the opportunity to address you this morning. Thank you.

Steven Gregg
Chairman, Ampol Limited

Thanks, Mike. Just questions on Mike's reelection from the floor, please.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

Mr. Chairman, a question from Natasha Lee.

Steven Gregg
Chairman, Ampol Limited

Thanks, Natasha.

Natasha Lee
Private Equity, Fund Manager and Philanthropist

Thank you, Mr. Chair. Not so much a question and no particular concerns about Mike's reelection. I just wanted to say it's not often I agree with Stephen Mayne. But maybe I wouldn't have said it the way he did. But the sentiment's that I think it's important for there to be greater diversity on the board and the way you look at that. And research has shown that where the board better reflects the overall community, they do perform better even though you have performed reasonably well as a company. But that's the only comment.

Steven Gregg
Chairman, Ampol Limited

Thank you very much, Ted. Yeah. Look, I'd take the point on board. I think with regard to Mike's election, he's a great contributor. And we're delighted he's choosing to go. Another three is subject to your voting him up. But I do take the point on diversity. Thank you. Any other questions, Jeff, from the online?

Jeff Etherington
Deputy CFO, Ampol Limited

There are no questions online.

Steven Gregg
Chairman, Ampol Limited

No? From the phone? No? Okay.

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no questions.

Steven Gregg
Chairman, Ampol Limited

Thank you very much. As there are no further questions, please now select for, against, or abstain next to resolution 3A, which is for Mike, on your electronic voting card or your paper voting card. And while you're doing it, the proxy results for voting are fantastic. Congratulations, Mike, and overwhelming support. Well done.

Michael Ihlein
Non-Executive Director, Ampol Limited

Thank you very much, Chairman. Thank you. Thank you, shareholders.

Steven Gregg
Chairman, Ampol Limited

The next item of business, ladies and gentlemen, is the reelection of Gary Smith. Gary was appointed as the director of Ampol on the 1st of June, 2020. Gary brings to the board substantial Australian and international oil industry experience. The career in oil and gas which spans over 40 years including 20 years with Shell and various executive roles within the industry including general manager of refining, supply, and distribution of Ampol or as it was known at the time, Caltex. Gary is currently employed as a senior advisor with Poten & Partners working with the LNG commercial team. Again, the board unanimously supports Gary's reelection as an independent non-exec director, makes a massive contribution. Gary, can I just ask you to make a few comments, please? Thank you.

Gary Smith
Non-Executive Director, Ampol Limited

Thank you, Chairman. Good morning, everybody. Today, I am seeking your support for reelection to the Ampol board as an independent non-executive director. It's been an honor to serve as an Ampol director since being appointed, as Stephen said, in June 2020. I'm pleased with my contribution since joining the board including as a member of the audit committee, as a member of the safety and sustainability committee, and as a member of the nominations committee.

I bring to the board considerable industry experience including previous roles with Shell both here in Australia and in the U.K. As Stephen has mentioned, as a previous executive with Caltex Australia, now Ampol, and as CEO of the Nasdaq-listed Golar LNG. In addition to my current role with Ampol, I am also employed today as a senior advisor with Poten and Partners working with the LNG commercial team.

During my four years on the Ampol board, the organization has continued to successfully transform in response to an ever-challenging and changing external environment. The journey ahead will no doubt present more challenges and more opportunities. Along with my fellow directors, the company executive management, and with your support here today, it would be an honor to continue to serve as your director. Thank you.

Steven Gregg
Chairman, Ampol Limited

Thanks, Gary. I'd just like to take questions from the floor, if I may, on Gary's reelection before we move it to online. Okay. Thank you. Jeff?

Jeff Etherington
Deputy CFO, Ampol Limited

No questions online.

Steven Gregg
Chairman, Ampol Limited

Thank you. By phone?

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no questions at this time.

Steven Gregg
Chairman, Ampol Limited

Thank you very much. As there are no further questions, please now select for, against, or to abstain next to resolution 3B, which is the vote for Gary, on your electronic voting card or your paper voting card. The proxy results are up here for us all to see it. 96% overwhelming support, Gary. Thank you. Congratulations. Yeah. The next item of business is the grant of performance rights to the Managing Director and CEO, Matt Halliday. Ampol is seeking shareholder approval for the grant of performance rights to Matt under the Ampol Equity Incentive Plan as is Long-Term Incentive Award for 2024. It is the current intention that the performance rights awarded to Matt best. They will be satisfied with the shares purchased on market which does not require shareholder approval under the ASX listing rules.

However, the board considers it appropriate to seek shareholder approval as a matter of best practice. The key terms relating to the grant of the performance rights are set out in the notice of meeting. I will now answer questions on this item of business from the room, please. Okay. Thank you. Jeff, any questions from you on the line?

Jeff Etherington
Deputy CFO, Ampol Limited

Yes. There's one question from Stephen Mayne. The question is, could the CEO summarise his past LTI grants since he joined in 2019 as to whether they have vested or lapsed? Also, has he ever sold any ordinary shares in the company or bought any on market without relying on an incentive scheme to build his equity position in the company? Please don't say, "Look it up in the annual report," or through the ASX announcements. It's complicated. And the CEO could factually summarise the situation in 60 seconds.

Steven Gregg
Chairman, Ampol Limited

Thank you, Stephen. I might just handball that to Matt to have a quick summary of without us referring to the annual report.

Matt Halliday
CEO and Managing Director, Ampol Limited

Thanks for the question, Stephen. I started with Ampol in 2019. I've participated in three programs that have vested. The program vesting in 2021 was at 13%. The program vesting in 2022 was at 25%. The program vesting at the end of 2023 vested at around 98%. I have not sold any shares since I started with the company. I have independently bought shares on market through two parcels over that period of time.

Steven Gregg
Chairman, Ampol Limited

Thanks, Matt. Great. Any other questions?

Jeff Etherington
Deputy CFO, Ampol Limited

There are no further questions online.

Steven Gregg
Chairman, Ampol Limited

Thank you, Jeff. Any questions by phone?

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no phone questions at this time.

Steven Gregg
Chairman, Ampol Limited

Thank you. As there are no further questions, please now select for, against, or abstain next to the resolution four on your electronic voting card or your paper voting card. The proxy results for voting are 98%. It's very clear that these numbers for the performance rights will be granted to Matt. Congratulations, Matt. Well done. Great. The next item of business is the non-exec director's fee pool to increase. The non-exec director's fee pool was last increased eight years ago in 2016. Since that time, the size and complexity of Ampol has increased materially.

Therefore, Ampol is seeking shareholder approval to increase the fee pool in order to continue to attract and retain board members of the requisite skill, experience, and diversity. Please note that an increased fee pool will not impact the base committee fees paid to the non-exec directors in 2024. Further details relating to this item of business are set out in the notice of meeting. I'll now answer questions on this from the floor. Thank you. Jeff, any questions, please?

Jeff Etherington
Deputy CFO, Ampol Limited

There is one question again from Stephen Mayne. The question is, why don't we disclose the proxies to the ASX along with the formal addresses, disclose the voting outcome by both shares and shareholders, and publish a transcript of the AGM, not just a webcast? Many companies do all of this, but you do none despite written requests. Will the chair commit to adopting at least one of these disclosure initiatives at the 2025 AGM? Also, thanks for the hybrid format and for following the agenda rather than just offering one opportunity for questions as the likes of Macquarie, Rio, and QBE do.

Steven Gregg
Chairman, Ampol Limited

Thanks, Stephen, for that vote of support for how we're running the meeting. That's good. Our view is very strongly that we don't put proxy votes up before the room has had the opportunity to ask questions. We feel if we put the proxy votes up, it may sway whether shareholders want to ask questions. The idea of these meetings is for all shareholders to be free to open up and ask when they feel fit. We respectfully understand Stephen's questions. We feel this is the right way to do it. It enables all shareholders to hear what we think and have time to ask questions not guided by what the proxies are serving. Thanks for the question. I think we will continue on the way we are. Appreciate it. Right.

Jeff Etherington
Deputy CFO, Ampol Limited

No further questions.

Steven Gregg
Chairman, Ampol Limited

No further questions. Great. Any questions from the phone?

Melinda Conrad
Independent, Non-executive Director, Ampol Limited

There are no questions at this time.

Steven Gregg
Chairman, Ampol Limited

Okay. Thank you very much. As there are no further questions, please select for, against, or abstain next to the resolution five on your electronic voting card or your paper voting card. The proxy results for the vote are clearly in favor. So that's very nicely done. Thank you to all the shareholders for that vote of confidence in that. Ladies and gentlemen, this brings to a close our meeting today. I must say it's been a pleasure to sit in front of you or stand in front of you today and hold the meeting. It's been a great year for your wonderful company.

I'm very proud of Matt, the entire team, the entire staff of Ampol. And we also thank you very much for your support as this company develops over the future. So on that basis, I'll close the meeting. I'd like to welcome everybody for a cup of coffee outside. Thank you.

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