Ladies and gentlemen, good morning. On behalf of your directors, I welcome you to the Amotiv Limited AGM for 2024 . My name is Graeme Billings. I'm the Chair of your Board of Directors. I'd like to begin by acknowledging the traditional owners of the land on which we meet today, the Wurundjeri people of the Kulin Nation. We pay our respects to their elders, past, present, and emerging. I declare a quorum is present and open the 67th AGM of the company. As you all know, until June this year, Amotiv was known as GUD Holdings. The notice of meeting was distributed to all shareholders more than the statutory requirement 28 days ago, along with the company's annual report for the year ended thirty June 2024 . I will take the notice of meeting as read.
Ladies and gentlemen, our meeting today is a hybrid meeting, meaning that shareholders may participate either by being present in person at this venue or virtually online. A significant number of shareholders have already voted, appointed proxies, and submitted questions ahead of this meeting, and we thank them for doing so. Allow me to introduce your company's directors, all of whom are able to be present in person. On my immediate right is our Managing Director and Chief Executive, Mr. Graeme Whickman. Graeme joined the Board on first of October 2018, following his appointment as Managing Director and CEO. He will address us later in the meeting. Next on my right is David Coolidge. David was appointed a Non-Executive Director on 25th of June 2024. He's an independent director and stands for election today.
Next to David is John Pollaers, who was appointed a non-executive director on the 23rd of June, 2021. He is an independent director. John is standing for re-election at this meeting. Next to John is Jennifer Douglas. Jen was appointed non-executive director on the first of March, 2020. She's an independent director and Chair of the Risk and Sustainability Committee. Next to Jen is David Robinson. David was appointed non-executive director on 20 December, 2011. He's also an independent director and is Chair of the Remuneration, People and Culture Committee. Next to David, on my far right, is Carole Campbell. Carole was appointed a non-executive director on the sixteenth of March, 2021. She's an independent director and Chair of the Audit Committee. Carole retires from the Board at the end of this meeting.
Not on stage, but present in the room, is our Chief Financial Officer, Aaron Canning, whose first day with us is actually today, and he succeeds Martin Fraser, who is also in the room. Also present here today is our General Counsel and Company Secretary, Anne Musto. We also have present Maritza Araneda, partner of KPMG, the company's auditors. Before we begin with the formal business of the meeting, I would like to make you aware of some housekeeping matters. For your safety, I draw your attention to the emergency exit doors located at the rear of the room. Should an emergency arise that requires evacuation, staff will be on hand to assist. If you have a mobile phone, could you please ensure that it's on silent mode or turned off for the duration of the meeting?
I also ask that you do not use cameras, video, or sound recorders during the meeting. This meeting is being webcast live today to shareholders, staff, and other stakeholders of Amotiv. Following the conclusion of this meeting, an on-demand version will be available on the company's website for playback to interested parties who could not be available for the live stream. We welcome shareholders', proxies', and corporate representatives' questions on the items of business before the meeting. In order to ensure the efficient running of the meeting, I will call for questions on all items of business at once, after we have taken you through the business of the meeting. Online questions can nevertheless be submitted at any time during the meeting. There are three ways to ask questions, depending on how you are attending the meeting.
First, if you are attending the meeting in person, shareholders validly appointed proxies and corporate representatives who were given a blue or yellow voting card upon entry are entitled to ask questions. During the time allocated for questions, please walk up to the microphone to ask your question after the presentation of the items of business. Second, for those attending the meeting online who wish to submit a written question, you may do so via the speech bubble icon on the screen. Type your question in the chat box on the right of the screen, and then select Send. Confirmation that your message has been received will appear above. You can ask written questions online anytime from now on, and we will endeavor to address them during the time allocated for questions later on.
Third, if you wish to ask a question via telephone during the time allocated for questions, instructions are shown below the broadcast window on the online platform. We have not received any shareholder questions before the meeting. By joining our hybrid AGM today, you as an Amotiv shareholder or your appointed proxy, will have the opportunity to vote if you haven't already done so. Voting today will be conducted by way of a poll on all items of business, and Computershare will act as the independent returning officer. Voting will be conducted electronically in order to provide you with enough time to vote, and in case anyone needs to leave the meeting before it concludes, I will open the poll to allow voting on items two to six. Voting is now open. Shareholders who are attending the meeting online can vote whilst logged into the meeting.
Shareholders and others who are eligible to vote, who are attending the meeting in person, should refer to the instructions on their blue voting card to use their mobile device to log into the voting site via the QR code. If you're entitled to vote and are attending here, and attending here today, and you do not have a voting card, or if you need to borrow a device with which to vote, or if you are unable to access the site using the QR code, please attend the Computershare table at the back of the room. For those who are eligible to vote, a voting icon is available on your screen. Selecting this icon will bring up a list of the resolutions and present you with voting options. To cast your vote, simply select one of the options.
There is no need to hit Submit, as the vote is automatically recorded. Please ensure you cast a vote for all resolutions. You will receive a vote confirmation notification on your screen. To change or cancel your vote, click the link, "Click here to change your vote," at any time until the poll is closed. You are free to submit your votes at any time, and you can change your vote up until the time I declare voting closed later in the meeting. I will provide a warning before I move to close voting at the end of the meeting. Prior to commencement of today's meeting, valid votes have been received, representing approximately 67.81% of Amotiv's issued capital. The status of proxy votes received on each item of business will be shown on the screen as we address each item in turn.
To the extent that on any item there are open proxies available to be voted by me as Chair of the meeting, I advise the meeting that I will vote them for each of these items. The Board recommends that you vote in favor of all resolutions, except that in the case of item five, which relates to the cap on directors' fees, directors do not make a recommendation. Today's proceedings will commence with my address to shareholders. Following my address, I will ask our Managing Director and CEO, Mr. Graeme Whickman, to address you on key operational and financial highlights and provide commentary on the business, a trading update for the first quarter of FY 2025, and an outlook for the medium term. Copies of our addresses are available on ASX and on the company's website.
After Graeme and I have addressed the meeting, we will turn to the formal part of the meeting. Now, my address. Ladies and gentlemen, I am pleased to address you today on behalf of the Board. Shareholders will be aware that an extraordinary general meeting of the company was held in June this year, at which shareholders resolved to change the name of the company from GUD Holdings Limited to Amotiv Limited. The Board thanks shareholders for supporting this change, which was, of course, a significant milestone in the life of our group. The new name is a fitting one, reflecting the transformation of the group into an automotive pure play with an exciting future in the automotive parts and services sector. I can report that Amotiv delivered pleasing financial results during the FY 24 year.
Total shareholder return improved from 15% in FY 2023 to around 23% in FY 2024. We delivered revenue of AUD 987.2 million, which was up 7.7%, and our interest tax and amortization of AUD 194.6 million, which was up 5%. The Board determined to pay a total of AUD 0.404 per share in aggregate dividends. The leverage and balance sheet of the group are in great shape, and the group is poised to continue the next phase of its growth trajectory. Our Managing Director and CEO, Graeme Whickman, will provide you with an outline of the operational performance of the group for FY 2024 year a little later. Before I turn to talk about sustainability, I'd like to turn to one last aspect of shareholder value.
The company announced today its intention to undertake a twelve-month on-market share buyback of up to 7,044,734 Amotiv shares, representing approximately 5% of Amotiv's outstanding share capital. The Board believes that a share buyback of this amount represents the best use of that capital and strikes the right balance of delivering sustainable returns to shareholders without compromising the company's strong capital position or its ability to continue investing in growth. Now, I will address you in relation to sustainability and strategy, two critical areas upon which we constantly focus. I will also talk to you about the Board's structure and evolution. Sustainability remains very important to our people and our shareholders. The group has continued to invest in its sustainability journey, including the recent recruitment of an executive responsible for sustainability across the group.
This role will oversee and promote this continuing sustainability journey into the group's future, leveraging collaboration across the group. As is set out in our 2024 sustainability review, which can be found starting at page 20 of Amotiv's 2024 annual report, the group continues to work towards ESG targets in key impact areas. They are health, safety and wellbeing, thriving people, sustainable sourcing, energy and emissions, electric vehicle transition, and finally, waste. Our health and safety and wellbeing performance remains a priority in everything we do across the group. Our lost time injury frequency rate has improved year on year for the third year in a row to 6.6, which is materially better than the industry benchmark for the wholesale trade motor industry of 13.2.
The Board is very proud of our safety performance, but is careful not to take its eye off the safety ball. To move the group to the next level of safety, an independent review was commissioned this year. Its recommendations further our continuous improvement approach to safety, and work is well advanced to implement them. Under our thriving people impact area, our staff engagement scores increased by four percentage points to 76%, which is above the global average. The wellbeing score also increased four percentage points to 72%. The Board congratulates management on these magnificent achievements. I continue to be very impressed with the way the group demonstrates its commitment to thriving people through promoting its value, that people are at the heart of everything we do.
The Board sees management living this value in many contexts and decisions that are taken every day across the group. In relation to sustainable sourcing, we continue to increase the number of suppliers who are assessed under our ethical sourcing program to over a thousand Tier 1 products and services suppliers. Importantly, during the year, the group established an Asian sourcing office in China. One of its main functions is to assist with supplier communications and audits to support our ethical sourcing program. The Board considers that this demonstrates our true commitment to investing in and taking responsibility for ethical sourcing risk across the group. Look out for our modern slavery statement before the end of the calendar year, which will provide more information on this aspect of ethical sourcing. Of course, the group continues to work toward our carbon neutral goals.
These are as follows: distribution, non-manufacturing businesses, carbon neutral for Scope 1 and 2 emissions by 2025, and manufacturing businesses, carbon neutral for Scope 1 and 2 emissions by 2030. More information about how we define these concepts can be found in our sustainability review within our annual report. In Australia, our distribution businesses have taken a significant step towards achieving our 2025 carbon neutral goal by implementing GreenP ower agreements for renewable electricity. The group's carbon emissions decreased in FY 2024 as a result of increased purchase of renewable electricity, purchased electricity being 73% of our overall emissions and the divestment of the Davey business. Further, our Knoxfield site in Melbourne added a 200-kilowatt solar system to its roof during FY 2024, reducing its grid electricity demand.
Amotiv is invested in and supportive of the transition to electric vehicles, also an impact area of focus. Sales of electric and hybrid vehicles in Australia continues to increase, with the Australian government further promoting uptake through its New Vehicle Efficiency Standard, which will take effect from 2025. 75% of our revenue is generated from non-ICE products. You can find a detailed definition of this in our annual report, but essentially, these are products in categories which are not dependent on internal combustion engines. We continue to invest in our Infinitev EV and hybrid battery remanufacturing and repair startup. It's going well and expanded into New Zealand during FY 2024. This business is expanding its relationships with vehicle manufacturers and repair networks, with whom it partners to pursue a circular economy in electric and hybrid vehicle batteries.
We also worked on reducing packaging waste and achieved an APCO advanced or above rating for all eight of our businesses that are signatories to the Australian Packaging Covenant, a substantial improvement on the previous year. One example initiative undertaken to cut packaging waste was Ryco's redesigning of its 4x4 filtration upgrade kit packaging to replace foam with fully recyclable materials, as well as reducing the cardboard content used by around 25%. I recommend to you our FY 2024 sustainability review, which provides more detail around our sustainability impact areas and performance. Some words on our strategic vision. The Board is pleased to report that the group's medium-term growth plan, called GUD 2025 , has now largely been achieved, as described at the May 2024 Investor Day. We're now deep into planning for the group's next horizon.
I would like to give you a quick update on the developments in our portfolio, which are consistent with GUD 2025. As you know, Amotiv is now an automotive pure play, having reached, during FY 2024, a significant inflection point in the group's history. There are many growth opportunities ahead for Amotiv across key categories and multiple geographies. We acquired three businesses in the last financial year. First, Rindab, which is the Sweden-based distributor for our Lighting, P ower and Electrical division, Vision X business, giving the group a European beachhead. Secondly, Milford, an Adelaide-based manufacturer of cargo barriers and tow bars for vehicle manufacturers, which provides our 4WD Accessories and Trailering division with an expanded product offering and an opportunity to further leverage its manufacturing capabilities.
Thirdly, Caravan Electrical Solutions in Melbourne, which has been integrated into our Lighting, Power, and Electrical division, tailored power management solutions to caravan producers. We continued to launch many new products across the group and expanded our global reach. The Lighting, Power, and Electrical division has steadily invested in opportunities in the United States of America and Europe. Our 4WD Accessories and Trailering division has continued to invest in its growth and make share of wallet gains in functional accessories, as well as expanding geographically into the South African market. The Board and management expect to continue to consider opportunities for bolt-on acquisitions where they make sense from a shareholder value perspective and are in line with our portfolio vision. Some words about the Board. The Board continues to evolve to meet the challenges of doing business in an ever-changing commercial and regulatory environment.
During the year, a new Board skills matrix was developed, which the Board is actively using to guide its evolution. In particular, the Board is evolving to reflect the new automotive pure-play nature of the group. To this end, we have added David Coolidge, a leader in the global automotive aftermarket, having spent 23 years with the Bosch Group in both the U.S. and Europe. David was appointed in June 2024 to fill a casual vacancy, and today David stands for election by the shareholders. The Board is very pleased with David's appointment, and he is already adding value using his automotive background. I will ask David to address shareholders a little later. We also farewell Carole Campbell from the Board at this AGM.
After the end of the financial year, Carole advised the Board that she will not stand for re-election at this AGM and will retire from the Board at the conclusion of this meeting. Carole has made a significant contribution since her appointment as a non-executive director in 2021. As audit chair, she's overseen material improvements in the group's governance practices. With a strong commercial and financial lens, she has actively contributed to Amotiv's strategy, including helping the Board navigate the group's transformation into an automotive pure play. Carole has worked diligently, and on behalf of the directors, I wish to thank her and wish her all the best for her next chapter. Please, a round of applause.
Also standing for re-election at this meeting is John Pollaers OAM, who, along with his well-documented broad skills and knowledge in industry, has brought to the Board demonstrated experience in governance and his passion for sustainability. I will ask John to address you a little later. To close, on behalf of your directors, I thank Amotiv's people for their hard work and dedication to the group. The directors are appreciative of the results the teams delivered during FY 2024 and congratulate them accordingly. I also thank shareholders for your ongoing support. I now invite our Managing Director and CEO, Graeme Whickman, to provide you with some more perspectives on the operational performance of the group. Graeme?
Thank you, Graeme. Well, good morning, ladies and gentlemen. Thank you for the opportunity to address you today. I'm pleased to be able to provide commentary on the performance of Amotiv Limited for the 2024 financial year. I'll also briefly update you on the trading of the group so far this financial year. So following the group becoming an automotive pure play in the first half of FY 2024, we managed an organizational change and developed the divisional operating structure and rolled this out at our key May Investor Day, and we continue to enhance the efficiencies and benefits of that change. Importantly, the structure has enabled us to provide you, our shareholders, with an improved reporting and transparency, and this was reflected in our FY 2024 results information.
I'm also pleased to be able to highlight for you today our operational achievements during FY 2024. Now, as you heard during the chair's address, we have high expectations of our employee engagement and safety across the divisions, and this isn't wavered, notwithstanding the acquisitions made during the year and the work involved in integrating them. Across the group, we continue to positively diversify revenue sources while we optimize divisions and the platforms we've built, all in support of consistent growth ambitions and the financial outcomes of high quality, including our sustainability outcomes, and I commend to you the operating and financial review, which page ten of the annual report provides more detail. Now, in terms of measures of efficiency or quality, our net working capital and our warranty outcomes are very pleasing. You can see those on the slide.
And I'm also proud to see many of our businesses feature in customer supply awards and third-party awards. The awards won during FY 2024 are certainly great achievements. Not only this, but recently, we celebrated our Ryco business, winning the top spot in the calendar year 2024 AFR Most Innovative Awards for the manufacturing and consumer goods category. Those AFR awards recognizes and celebrates Australian businesses that are challenging the status quo, and this is really quite an amazing accomplishment for Ryco, and it gives me great pleasure today to be able to bring your attention to that. Now, looking back a few years ago, the group has been on a journey. It's now a considerably bigger business, with a materially increased footprint, a manufacturing scope, and geography.
And we have quite deliberately and strategically reduced the concentration in our customer base and taken on more of the automotive life cycle with an appropriate mix of traditional aftermarket and targeted OEM businesses. In doing so, we've been flexing stronger product development muscles. This work, along with our acquisitions, has meant now that 16% of our revenue is gained from offshore sources. Amotiv is a different group than it was a few years ago, and yet we've proved that we can integrate sensibly and methodically, and importantly, continue to deliver great results for shareholders. Talking of results, the financial performance and the key highlights for financial 2024 were centered around revenue growth, at just shy of 8%, including nearly 6% organic growth.
Our underlying EBITDA of AUD 194.6 million, growth of 5%, and the organic net working capital to revenue ratio of just above 25%, again, continuing the performance improvement year on year. At the same time, cash conversion was just shy of 93%, and our net debt to Adjusted EBITDA sat at 1.6 times, which was down from two times at the same period last year. Importantly, we increased our gross margin slightly, reflecting price and currency management throughout the year, which allowed us to reinvest for growth, including our greenfield initiatives. Including the investment spend, the EBITDA grew in all segments and combined to deliver 5% underlying EBITDA growth at the group level.
EPSA grew at a slightly slower pace of about 4.5%, reflecting a one-off tax benefit of three million that didn't repeat from FY 2023. Now, I mentioned cash conversion was at just shy of 93%. It was actually a little bit higher than our expectations, and that was through the pattern of some creditor payments in June that was more favorable than anticipated. And as I stated before, importantly, our net debt to EBITDA leverage was notably lower, driven through that cash conversion, but also the cash received from the Davey divestment, net of the FY 2024 acquisition activity. We were very pleased with the financial outcome of the Davey sale, which contributed to bringing the group's leverage down to that lower end of the 1.6-1.9 leverage that we'd stated previously.
A final dividend of AUD 0.22 per share was announced, and that was consistent with the prior year, and the full year of AUD 0.405 was up AUD 0.015. So all in all, we're actually honored to have been able to deliver you, our shareholders, a great financial outcome for FY 2024. Now, back in 2018, when I joined the group, I talked about the next horizon strategy, and we're now at that horizon. We've demonstrated our competitive advantages across our divisions, the attractive markets we serve, and the significant ongoing greenfield actions to drive our business forward. Our four-wheel drive accessories and trailer division has deep customer relationships, legendary brands, and an engineering and manufacturing capability and setup that's very hard to replace.
Equally, our Lighting, Power, and Electrical division has grown to diversify its customer revenue as it expands its investment in product development, and now it's tied to a selective global footprint. And then finally, our Powertrain and Undercar division is the domestic jewel in the crown, strong brands and great defensive positions with obvious customer intimacy... But now, I'm looking forward to the next horizon, pursuing growth, resilience, and optimization for the future of this group. We continue to focus on other opportunities, including the rollout of South Africa and the growing profitable offshore revenue. And while not relenting on the pursuit of operational excellence, we will continue to evaluate the bolt-on acquisitions, as our Chair just mentioned. Now, turning to the trading update and the outlook for the group in FY 2025.
So consistent with the update, provided at the time of our FY 2024 result, the first quarter trading conditions remain mixed, and this is reflected in the quarter one group revenue growth of around 3.5% versus the prior corresponding period. Within this, wear and repair continues to be resilient. However, the NZ overall market, the caravan and RV market, and APG's top 20 pickups are soft. And while destocking by some of our Australian resellers persisted in the first quarter, the reseller sales levels indicate that end user demand remains steady. And pleasingly, U.S. growth was strong in the first quarter. Now, in line with expectations, we expect further growth in both the group revenue and the underlying EBITDA in FY 2025.
The second half underlying EBITDA and margin is expected to be slightly stronger than the first half, and this is due to a range of factors, including some scheduled price rises that will be effective in early H2, a reseller destocking starting to end in H1, a contribution of commencing operations late in H1 in South Africa, and some modest New Zealand cost savings. Finally, the company's balance sheet remains strong with a conservative leverage position and refinance of the expiring December 2025 and December 2026 facilities are actually expected to be shortly executed, and well done to Martin on more favorable terms. On mentioning Martin, I'd also like to take the opportunity to thank Martin, who's in the audience as Graeme mentioned, for the lengthy service to the group.
Martin's delivered great value to the group since he joined in January 2012, and we've enjoyed working with him immensely. He will move into a new role, the Chief Commercial Officer, part-time, and so we're not losing him completely. I also want to welcome Martin's successor as CFO, Mr. Aaron Canning, also in the audience today, and as Graeme mentioned, literally his first day with the enterprise today. So really looking forward to having his contribution also. Finally, I want to say thank you for the hard work and dedication shown during FY 2024 and so far this financial year by our employees, and I know I say it regularly, but it's absolutely true that we have a great team, and I'm enormously proud of our collective achievements.
Thank you, and I'll hand back to the Chair.
Thanks, Graeme. Turning to the business of the meeting, there are six items of business to be put to the meeting. These are shown on the screen. The status of proxy votes received on each item of business will be shown on the screen as we address each item in turn. As I mentioned earlier, I will call the questions after we have outlined the items of business to be considered. Item one, financial statements and reports. Item one is to receive and consider the financial report of the company and the reports of the directors and auditor for the year ended 30 June 2024. No vote is required on this item of business.
During the time allocated for questions later, shareholders may ask questions relating to the financial statements and reports, as well as more general questions about the management and operations of the group or the audit, the content of the auditor's report, and the company's accounting policies and/or the auditor's independence. The next item on the agenda is the election of directors. Item two A, Election of David Coolidge. Following a global search conducted by an executive search firm, the Board appointed Mr. David Coolidge as a non-executive director in accordance with Rule 34 B of the company's constitution. Mr. Coolidge offers himself for election. Details of Mr. Coolidge's experience and qualifications are set out in the notice of meeting. The resolution on item two A appears on the screen. The details of the proxies received in relation to this item are displayed on the screen. I invite Mr.
Coolidge to address the meeting in respect of the motion for his election. David?
Thanks very much, Graeme, and good morning, ladies and gentlemen. I'm humbled and honored to be standing for election to the Board of Amotiv today. I'm energized and excited to work with my fellow directors and the management team in creating value for Amotiv's shareholders. As Graeme mentioned, I have a significant amount of experience. In fact, I have more than thirty-five years of experience in the vehicular mobility space. That includes the OEM and aftermarket segments of the light vehicle, heavy vehicle, and specialty vehicle industries. I've been a CEO or president of three global organizations in this space, including Bosch, the world's largest automotive supplier, where I worked for 23 years.... I've served on the Boards of 12 organizations.
Now, what I bring to the Amotiv business and the Board are the following: One, deep expertise in the vehicular mobility space, which aligns with Amotiv being an automotive pure play now. Two, significant and broad geographic experience, not just in North America, but globally. Three, skills and learnings to help Amotiv seize business opportunities and overcome challenges such as organic growth, mergers and acquisitions, and post-merger integration. And four, an enterprise mindset, critical for understanding interconnections and interdependencies across organizations and for successfully leading transformations. Now, since being appointed to the Amotiv Board in late June, I've been proud of my contributions. I'm enjoying working with such capable colleagues, and I'm increasingly excited about Amotiv's future and the value we will create for its shareholders. So today, I humbly ask for your vote and support so I may continue making significant contributions to Amotiv and the Board.
Thanks very much.
Thank you, David. Item two B, re-election of John Pollaers OAM. In accordance with Rule 34 C of the Company's Constitution, Mr. John Pollaers OAM retires by rotation, and being eligible to do so, offers himself for re-election. Details of Mr. Pollaers's experience and qualifications are set out in the notice of meeting. The resolution on item two B appears on the screen. The details of the proxies received in relation to this item are also displayed on the screen. I invite Mr. Pollaers to address the meeting in respect of the motion for his re-election. John?
Thank you, Chair. Good morning, shareholders. It's an honor to stand before you today as I seek your continued support for my renewal as a non-executive director of Amotiv Limited. Over the past few years, Amotiv has undergone a significant transformation, including the strategic divestment of Davey Water Products and the transition to an automotive pure play. Our rebranding to the Amotiv, and streamlining into the three operating divisions of 4WD Accessories and Trailering , Lighting, Electrical and Powertrain and Undercar, mark a pivotal moment in the company's history. I'm very proud over the last three years to have played a role in supporting the Board and the management during this period of growth, where we've strengthened our operational and financial performance, but also expanded our geographical footprint and diversified our product offerings.
These strategic moves position Amotiv for continued organic and acquisition-driven growth and enhance shareholder value in the long term. As a director, my focus has been on ensuring that our strategic decisions align with shareholder interests, emphasizing governance, performance, accountability, and fostering a strong corporate culture. Having led complex transformations across various industries, from consumer products to advanced manufacturing, I bring a strong and proven set of skills and insights, allowing me to contribute to navigating both the opportunities and the challenges in this evolving automotive landscape. With your support, I look forward to continuing to serve Amotiv and driving its next phase of sustainable growth, while also ensuring that it meets the highest standards in governance and accountability to you, our shareholders. Thank you.
Thank you, John. No other nomination has been received. No other person is eligible for election as a director. Agenda item three is the adoption of the company's 2024 Remuneration Report. The resolution on item three appears on the screen. Please note that the vote on this item is advisory only. However, the Board takes the outcome of the vote into consideration when reviewing the remuneration practices and policies of the company. The Remuneration Report is set out on pages 29 to 48 of the 2024 Annual Report. Additional statutory information in relation to the remuneration of key management personnel is included in Note 32 to the financial statements. The remuneration of the non-executive directors, as recommended in the ASX Corporate Governance Guidelines, is by way of fixed remuneration and has no incentive element.
Remuneration of the company's senior executives has a fixed element and variable elements comprising a short-term incentive or STI, which is based on achieving predetermined financial and non-financial performance criteria, and a longer-term incentive or LTI. Your Board oversees the LTI and STI and reviews remuneration and the incentive framework for key management personnel annually. Details of the proxies received in relation to this resolution are displayed on the screen. Item four on the agenda is the approval of an LTI equity grant to the Managing Director and CEO, Mr. Graeme Whickman, under the terms of the company's Long-Term Incentive Equity Plan. A detailed explanation of this resolution and the proposed structure of the LTI incentive was set out in the explanatory notes accompanying the notice of this meeting. In summary, under this structure, Mr.
Whickman has a maximum long-term incentive set at 150% of his FY 2025 fixed remuneration, which, subject to meeting performance conditions, will be delivered in equity in three years' time. This proportion of fixed remuneration has increased this year to ensure that the at-risk or incentive component of Mr. Whickman's total remuneration opportunity. The Board considers that this aligns with the interests of shareholders by incentivizing realization of the growth strategy of the business, as reflected by the LTIP incentive metrics. It also aligns with benchmarking data which the Board procured. If approved by shareholders, Mr. Whickman will be granted 182,664 performance share rights, which will vest at the end of the period FY 2025 to FY 2027 if his LTIP incentive targets are met.
The performance rights will be divided into three tranches, which reflect three target areas. The first tranche, equal to 40% of the grant, is subject to performance conditions that measures the total shareholder return of Amotiv. That is, the share price growth of Amotiv shares, taking into account capital adjustments where appropriate, plus dividends paid. This tranche will vest if the company's TSR equals or exceeds the median total shareholder return of the comparator group. The second tranche, which is 40% of the grant, is subject to a performance condition requiring that the group meets a target rate of compound annual growth in the company's earnings per share before amortization, EPSA, over the three-year performance period. The third tranche, the remaining 20% of the grant, reflects the target proportion of non-ICE revenue.
In general terms, this is the revenue which is derived from sales of products that are not in categories which can only be applied to internal combustion engine vehicles. The target is that non-ICE revenue is at least 80% of total revenue, with a stretch target of 82% for full vesting of this tranche. The targets have been carefully designed by the Board to align the interests of executives, such as Mr. Whickman, with the interests of shareholders. The Board regards the LTI incentive as necessary to attract and retain the executive talent considered by the Board as crucial to the delivery of sustainable long-term shareholder value. The resolution for item four and the details of the proxies received in relation to this resolution are displayed on the screen.
We will move to the next item on the agenda, item 5, which is the approval of the increase to the non-executive director fee cap. The current aggregate non-executive director fee pool of AUD 1.3 million per annum was set at the company's AGM back in 2017. Since then, the group has grown substantially in market capitalization and revenue. To ensure the Board includes requisite skills and in accordance with its succession planning during the year, the Board increased its size by one to include six non-executive directors. The reasons for the proposed increase are explained in the explanatory notes to the notice of meeting. Essentially, the increased cap will allow the Board flexibility to permit and increase the number of independent non-executive directors which may be required in the future.
It will ensure the company continues to attract and retain quality, high-caliber independent directors to help drive the company's global growth strategy. It is important to note that the fee pool is a maximum. In other words, the actual fees paid to the non-executive directors will be less than the maximum and may be significantly less, depending on the needs of the Board. The resolution on item five appears on the screen. The details of the proxies received in relation to this resolution are displayed on the screen. We'll move to the final item on the agenda now, item number six, which is the approval of the financial assistance provided by Caravan Electrical Solutions Proprietary Limited. Section 260A of the Corporations Act operates as a prohibition on a company providing financial assistance for the acquisition of shares in itself, unless certain requirements are satisfied.
During the year, the group acquired 100% of the shares in Caravan Electrical Solutions Proprietary Limited, or CES, for approximately AUD 15.9 million. The group drew down under a facility agreement between Amotiv Limited and National Australia Bank to fund this acquisition. CES is required to accede to and become a guarantor under the group funding arrangements, which is considered to constitute the provision of financial assistance to the group. The passing of this resolution is required to enable such financial assistance to be provided by CES. The resolution is put to you as a special resolution, which means that it requires at least 75% of the votes cast to be cast in favor in order for the resolution to pass.
Passing this resolution will enable the group to comply with its obligations under its funding arrangements and provide the group with continued access to funding. Passing this resolution to enable the financial assistance to be given is unlikely to have any adverse on the company. The resolution on item six appears on the screen. The details of the proxies received in relation to this resolution are displayed on the screen as well. Questions. I would now like to call for questions on all items of business. To recap, there are three methods of asking questions: in person, online, and via telephone. I explained these earlier, and the instructions are repeated on the screen now. If you're asking verbal questions in person or by phone, please state your full name before asking your question. Also, please ask only one question at a time.
Keep your questions and comments to no more than two minutes, and confine your questions to a particular item of business before the meeting today, and matters relevant to shareholders as a whole. The company's auditor is present, as I mentioned earlier, in the room to help answer relevant questions. If you have a question for the auditor, please initially address it to me as Chair of the meeting. Given this is a hybrid meeting, I will first take questions from those physically present at the meeting, followed by telephone questions from participants who have joined us online, and finally, any written questions. While time constraints may prevent us from answering all questions, we'll do our best to address all your questions. Now, are there any questions? John?
Hello. Good morning, Mr. Chairman. My name is John Whittington, and I'm a volunteer company monitor for the Australian Shareholders Association.
Welcome, John.
Today, I hold proxies from 82 ASA members and non-members for over 426,000 Amotiv shares, which, if consolidated, would make us the fourth-largest shareholder. Our thanks go to you, the Board, and all the major shareholders, all the major employees for producing another solid result. Firstly, Mr. Chairman, we're disappointed that you haven't allowed questions on each item as you bring up the item. That makes it difficult for shareholders to have a proper discussion on and consideration for each item separately. Things tend to jump around, and you can't have a consistent take. But that's-
That's a comment? Oh, that's a comment.
Mr. Chairman, I've got a question, two questions on item one, the financial reports. Amotiv's capital expenditure seems to have stepped up a notch this year to about AUD 20 million, up from about AUD 13 million in FY 2022 and FY 2023, and AUD 6 million or less in prior years. We presume this is due to the focus on innovation and new products. Is this about 20 million level the new normal? Is it a spike up, or is it a step to an even more capital expenditure on innovations and new products?
The simple answer there, John, is it's probably going to be the norm. There has been a spike. It is around innovation with the businesses that we've newly acquired as well. A lot of it relates to some of those new businesses, so look out for the norm as we go forward.
Thank you. You wanted one at a time. Do you want to offer to others in the room, or-
One more, John.
I've got another question on item one, which is, in the past couple of years, there's been a step up in cash flow metrics with cash flow from operations and free cash flow about double previous levels. The cash cycle has also considerably decreased. Are these changes due to the change in nature of the business as a result of recent acquisitions, or is it due to different operational activities?
It is due to change in nature of the business, and you know, it's not that long ago when we had, I think, a cash conversion of something like over 90%, so it was very high. It is probably going to be lower than that as we go forward, but it is the need for the new business, yes. Okay. Any other questions? You got another one, John?
I've got more. Yeah, I do have some more questions.
Okay.
I've got one more on item one, and then I've got some on the other items.
Mm-hmm.
Mr. Chairman, John Whittington from the ASA, for those online. One of the most requested items the ASA receives from retail shareholders is that companies include a comprehensive five or more year history of financial and operational metrics. You used to have a good summary, but it's recently disappeared. We ask that you reinstate this table in your next annual report. We also ask that you disclose in the annual report how long both the audit organization and the audit partner have been in place and the date of the last competitive audit tender. We ask you to include in your annual report a proper board skills matrix, not the abbreviated table you have in your corporate governance statement. All this is important information for retail shareholders and should be in the main document they are given.
There's a little bit to unpack there, John. To your first comment around the five-year information, we have changed that. Most of that information is elsewhere in the annual report, I think, but not all of it. So we will certainly take that into account, and the other two items we'll take under consideration.
Thank you.
Thank you. Are there any other questions from the floor? Just trying to mix it up a bit. You've got how many more, John?
Well, I'm trying to do it by point for a discussion. I've got a question about for Mr. Coolidge, Mr. Pollaers, and the remuneration.
Okay, fire away.
Okay. Mr. Chairman, Mr. Coolidge seems to have excellent skills and experience well suited to Amotiv. One shortcoming of your director disclosures in both the annual report and the notice of meeting is there's not enough information provided to enable retail shareholders to make an informed decision about director workload. Could Mr. Coolidge outline all his other current commitments, in particular, any executive or consulting roles in private or not-for-profit board positions, and the time each of them would take per month?
There's a lot of information in there. Look, right now, the requirement, as you know, is to disclose other public company involvements where individuals are directors. There is no requirement for any other private companies, philanthropic type organizations either. So, we're really applying the strict adherence to what's required. So no requirement for David or John to disclose that.
Common practice is to disclose that, and I'm asking the question now. So would-
Well-
-Mr. Coolidge-
Yes
... outline his other commitments and about-
Are you happy to do that, David?
Yes, I'm happy to do that.
Okay.
Yes, so I have no other public board responsibilities at this point in time. I do have a part-time consulting business. I also, through that consulting business, I have a long-term advisory agreement with a privately held business named FCP Euro, and that commitment is thirty hours per month. And then I also have a advisory board commitment for another automotive business called CarMagic, a privately held startup, and that commitment is two hours per month. That's the extent of my commitments other than Amotiv. So primarily, my dedication and commitment is to Amotiv.
Thank you. Excellent.
John, if I could perhaps interrupt there. One of the things that we certainly in our search for new directors, one of the aspects that we look at very closely is making sure they've got the bandwidth to work on the Amotiv board. And certainly in David's case and John's case, I'm very, very comfortable that they have plenty of bandwidth.
Okay, thank you. I've got a question to Mr. Pollaers. Is that the correct pronunciation?
That's correct.
Yep. We notice some Amotiv directors have shareholdings, which we believe is inadequate. Our expectation is that after three years, directors should hold equity, i.e., skin in the game, equivalent to 100% of their fees. As at thirtieth of June, Mr. Pollaers has shares worth about 57% of fees after three years on the Board, with no increase since financial year 2022. Will Mr. Pollaers commit to better aligning himself with shareholders and lifting his Amotiv equity to 100% of his fees within the very near future? Also, could Mr. Pollaers outline his other current commitments, in particular, any executive or consulting roles, private, not-for-profit, to be consistent with what I just asked Mr. Coolidge?
Can I just say perhaps a few opening comments just around directors acquiring shares in the company? There is no policy that Amotiv has on that. There's no absolute requirement. As Chair, I encourage directors to buy shares, and you will note that all non-executive directors actually have shares, including David Coolidge. But you know, everyone's got their own personal circumstances, and that's why we don't have necessary... John.
Right. Thank you. Look, firstly, on the equity investment, obviously, I would disclose my own approach to investing, but I am a shareholder and am supportive of the company and its actions, as noted by the amount of time that we do put in to the Board. To the question, I am very confident that Amotiv gets the majority of my time when it comes to any individual board. I'm only on one other public company, and all other involvement that I have is in not-for-profit space. And so I, when it comes to the amount of time that's required by the Board, this is a priority, as is my other public company Board, and all other fit.
On average, the other interests that I have occupy around two to three days a month.
Okay, thank you and regarding your shareholding, any commitment to increase your shareholding?
I don't think it's appropriate to make that commitment. I'll certainly honor the board position, but I continue to be a very proactive and positive shareholder of the company.
Thank you.
Thanks, John. Any other questions while John just takes a breather? If not, back to you, John.
This is another advantage of having questions at each point in time as you go.
We thought we were simplifying things.
No, I've been to many meetings structured like this, and they go all over the place. Much harder to follow. Mr. Chairman, regarding the remuneration report, item three, the report is generally clear and understandable, so well done to those involved. It does mention that the CEO's fixed remuneration increased by 4%, and, quote, "Was consistent with the increase provided to the overall employee population," unquote. However, if you go to the fine print, you find his LTI has increased by 230% at target, and 150% at maximum in just three years. That's a massive increase in his take-home pay. What's the justification for such a massive increase? Is the largesse being enjoyed by other Amotiv shareholder, sorry, employees?
We're talking 2024 here?
Yeah. Well, it's from the difference between the 2022
Yes
... long-term plan through 2023 to 2024-
Yeah
There's an increase, and these are the figures I provided to you previously.
Yes. Yeah. David Robinson-
Yeah.
Are you able to comment on that?
Well, as you know, John, we benchmark frequently the competitiveness of our REM structure within the industry, and we have made improvements to the MD and CEO's structure in concert with to remain competitive within the marketplace.
I could probably add, we use external consultants to do a very thorough benchmarking of all of our senior management team, not only the MD and CEO. And most important, that those levels of REM are competitive and are appropriate. So the board has a really close oversight on that whole position.
Okay, and one last question on the remuneration report. We welcome the directors using their discretion to reduce STI awards and put an additional gateway on equity awards. Seems an appropriate decision. Given the need for this discretion in a not abnormal year, shareholders may be inclined to believe that the new remuneration scheme is too generous. How can you convince them otherwise?
We think that the board is very strong on this, John. We believe that both the fixed and variable levels at which our people, our management team are remunerated on are competitive, and they attract the very best in this sector. So, we're very comfortable with the levels and, as you point out, in terms of reflecting shareholder experience, we have had the need to adopt or apply downward discretion in a number of cases. Okay?
Yeah. Thank you, and I've got one final question on the fee cap, but it, I'm very... I would very much like someone else to ask a question in the room.
No, I think you're it, John.
So, a final question. Regarding item five, the non-executive director fee cap, what has been the increase in individual non-executive director fees since 2017 ? How does this increase compare with the average of all Amotiv's employees and with CPI and/or WPI? And, also, is it planned to increase individual NED fees next year if the resolution is approved? If so, what is the expected increase?
Yeah. Some observations. The last time, as you, you quite rightly point out, that we increased the, the cap, the pool, was 2017. That's seven years. That's pretty unusual. It's our information that, generally, public companies of our size would increase every four years, every five years, they'd go to the shareholders. So seven years is a long time. Just to refresh your memory, during that time, of course, the company has doubled in size, we've taken it offshore, and we've increased the number of directors. And through our skills matrix, we identify new skills that may be required. We're now working offshore and, some, you know, quite large operations throughout the globe. So, the...
It's always good to have headroom, and it's there to ensure that if we do need new directors, new skills, we'll have the ability to do that sooner rather than later. And just on your last point, there is no plan to significantly increase directors', fees in the near future.
Thanks, Mr. Chair. Just one question.
Yeah.
You sort of gave a good broad coverage, but as to the specific approximate increase compared with CPI of the directors over that period, is about what per year?
Oh.
You've got, yep, yeah.
Yeah.
I, I-
I'd say about five.
Yeah.
5%. Yes.
Okay.
No-
Mr. Chair
... four, I think.
I would say, John, that we have increased over that period of time at CPI.
Yeah.
Which has been tied to the general employee population, so we have not exceeded the CPI and or the employee population increase, general increase.
Thanks, David and Mr. Chair. That's basically what I was asking.
Right
In terms of shareholders. When they see this, they just want to make sure, oh, they're not going for a big raise, and you've answered that. Thank you.
Yeah, CPI. Yeah, sorry.
I think it's also wise just to remind our shareholders that through some of the COVID period, the directors reduced their compensation by, I think-
Yeah, 20.
... 20% at the time, and subsequently took a much lower increase in that particular year. I think it was something like 1.75. So there has been, I think, some prudence applied to that on behalf of the shareholders.
Thank you. Thanks, John. Are there any other questions? None from the floor. Malcolm, any online or by phone?
Chair, Chair, we have no questions from shareholders on the telephone. We do have eight questions from shareholders received in writing online. They all come from Mr. Stephen Mayne. Would you like me to proceed with the question?
Yes, please.
Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX falling by 170, or 7.4%, to 2,124 since June 2022, including 20 straight months of declines. There have already been 27 major takeovers above AUD 200 million completed so far this calendar year, with another 10 deals announced and in the works. The ASX is losing long-standing names such as CSR, Boral, Blackmores, Newcrest, and Crown, which have all disappeared over the past two years. There is a clear mispricing between public markets 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 like so many other companies?
Does the Chair agree this is a problem for the nation, particularly so with so few new floats replenishing the ASX ranks?
Okay, let me take that one. First of all, I think it's fair to say that that is happening to a point. I can't comment on, necessarily on, other sectors and other companies, but, from a Amotiv's point of view, the Board is very, very much focused on, on the valuation of the company, on where the share price is at, and, we're doing everything we can to ensure that that's going to be the case.
Thank you. I'll move to, another question from Mr. Stephen Mayne. "Having served on the board since 2011 , could Chair Graeme Billings please clarify if this will be his final three-year term on the Board, and that he won't be seeking a new term at next year's AGM? Could Graeme and the two directors up for election today, David Coolidge and John Pollaers, comment on whether they believe Graeme's successor is currently on the Board, or will we be searching outside for a new Chair? Also, thank you to Carole Campbell for her three years of service on the board. It is always helpful for investors to have access to some exit perspectives from retiring independent directors.
In her final contribution as an Amotiv director, could Carole please comment on what she regards as the best decision that Amotiv made during her time on the Board, and does she have any regrets? Also, why isn't Carole aspiring to serve shareholders for as long as our Chair, Graeme Billings? Does she have any thoughts on why history over the past five years of ASX two hundred companies shows that new female directors are less likely to seek or be offered a second three-year term than their male counterparts, and that public companies rarely, if ever, explain the reasons as to why this is so when it happens, just like at today's AGM? When an independent director departs earlier than expected, shareholders deserve an explanation.
Thanks, Malcolm, and thanks, Steven. Again, a lot in that question. I'm not going to put John or David under the hammer. This is about succession planning and right now, that stays within the Board. Happy for Carole to comment once I've said a few words. To Steven's comments around me being on the Board since 2011, that is correct, and but what I won't be doing today is confirming that this is my last three-year term. You would assume, and quite rightly assume, our board is very focused on succession planning. We're going through board renewal right now with the advent of bringing David Coolidge on. We are currently looking for a new audit committee chair to replace Carole Campbell. No surprises there. That is work in progress.
We're probably about halfway through that process. So, from a Board renewal point of view and succession planning, it's well underway. If I look at the structure of the Board, it's probably worth noting that both David Robinson and I have 13 years of experience. There is quite a gap in terms of longevity of experience on this Amotiv Board to Jen Douglas and John Pollaers, who are the next two directors who have both got four and three years. They've got plenty of experience on other directors, on other Boards, so we don't, that's not a problem whatsoever. It's more about the knowledge of GUD and where it's been over the last 13, 12 years, that David and I are there serving a purpose.
Our focus is always on succession planning, and we will continue to ensure the Board is relevant and most importantly, independent.
Thank you. The next question from Mr. Stephen Mayne relates to the re-election of John Pollaers. "John Pollaers does appear to be overloaded with three chairing roles at Swinburne University, AFCA, and the privately owned Brown Brothers Wine business, and two ASX 200 Board roles, namely with us and at AGL, which is one of the most complicated public companies to oversee. Is he planning to reduce his workload in the period ahead? And could he also clarify if and when his teaching role at Melbourne University ended? In answering this question, could John identify which of his five main roles takes up the most of his time? Did any of the five main proxy advisors, ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, recommend against John's re-election based on workload concerns, or did they oppose any other resolution?
Just some words from me first, John. I just want to make everyone aware that the Board has a process, a regular process, an annual process of checking in with all directors to ensure that directors are independent, remain independent, but also have enough bandwidth in terms of their own work load to you know, fulfill their role as a non-executive director of Amotiv. And John, as all of our directors, certainly fit that category. He makes a significant contribution to the Board, and there is absolutely no issue with me in terms of whether or not John has the capacity to do that. So very, very comfortable from a workload point of view. John, did you want to add?
Yeah, just to comment then. I do not teach at Melbourne University. I have an honorary professorship for contribution to manufacturing and to education and to industry. So just to clarify that to Steven. Majority of my time is spent on Emotive and AGL, and as I mentioned earlier, the others are much more for purpose-based. I will put an ad in for Swinburne being a, you know, highly credible technology university, and I enjoy that contact because it does bring a lot of that learning to the boards in which I participate, which have a very strong forward-looking technology focus.
But they are for purpose, and they don't require any, anywhere near the amount of time and energy that is required by public companies, which I gladly give time to.
Thanks, John.
Chair-
Back to you, Malcolm.
Chair, a further question from Mr. Stephen Mayne, in relation to the approval of the LTIP grant to Mr. Whickman: "Did any of the five main proxy advisors, ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, recommend a vote against the CEO's LTI grant, which attracted a 17.23% vote against in the proxy? If so, what reasons did they give, and will you make any changes to the terms of next year's grant? Also, Argo Investments have just gone substantial in our company, which is very rare for a listed investment company. Corporate voting is not a secret ballot in Australia, so do you know how Argo voted or whether they voted on the LTI grant?
Not sure on Argo. Let me come back to that. Certainly, the proxy advisor that voted against the LTIP was ISS, and we responded to them. They told us that, and we responded in terms of a written letter to ISS and a number of quite a few of their subscribers who are also shareholders of Amotiv. So explaining why it was given at the level it was given, and once again, it was benchmarked through peer groups cut a number of ways: revenue, market cap, and industry sector. And we felt it most appropriate, along with the fixed remuneration as well, so for the managing director.
... Thank you. Chair, I have a number of general questions from Stephen Mayne and another general question from another shareholder. I'll ask Stephen Mayne's first. If I hadn't asked you to do a name change at the 2022 AGM, do you think it would have happened anyway?, and well done for saving shareholders' funds by doing the research work in-house, but having lobbied for a change. I was disappointed not to be included in the stakeholder group that was consulted before you went public, and also surprised you chose to incur the cost of making the change at an AGM rather than at this AGM.
That's the end of the question?
Yes.
Look, with respect to Mr. Mayne, we didn't change the name at his request. We changed it based on the fact that because we're during the year, we became an automotive pure play, we felt it appropriate to change the name. We were at an inflection point in the history of the company, and we just felt that a name such as Amotiv, which was a lot of the work was, as he quite rightly points out, a lot of the work was done internally. We touched base with a lot of investors and we got a really good response to it, so we're very happy with it. But unfortunately, I can't, I can't dedicate that the name or the concept to Mr. Mayne.
Thank you. A further question from Mr. Stephen Mayne. Very few public companies hold their AGMs on a Monday, largely because this means the proxy voting deadline occurs on a Saturday, and it is more difficult resolving any proxy voting issues over the weekend. We certainly haven't had a Monday AGM for many years, if ever, so why the change this year? Is it something to do with an opportunity for interstate or international participants in this meeting being able to attend yesterday's Australian Motorcycle Grand Prix at Phillip Island? Or am I being too cynical? Absolutely no problems if this is the case, given that our company is now 100% focused on the automotive market, and the global F1 circuits are a big part of that industry.
Thank you. Look, fair to say it's not an ideal day. I know for a fact that there were issues in terms of, availability of venues, availability of directors. So this is where we settled. I, like Mr. Mayne, not sure we'd ever do it again on a, on a Monday, given how much work leading up to it, is required, and sort of last-minute work, which you can't avoid when you're running an AGM. So we will look at that in the future, but, nothing sinister, I can assure you.
Thank you, Chair. One further question from Mr. Stephen Mayne. During the GFC in May 2009, when Clive Hall was chair, GUD made an inspired decision to buy a 19.4% stake in the then rival, Breville, for a total of AUD 18 million, paying an average AUD 0.72 a share. After the ACCC blocked our subsequent takeover offer in late 2009, we then sold the 25.4 million shares in February 2012 for AUD 3.35 a share, booking a AUD 66 million profit.
Given that Breville shares closed on Friday at AUD 34.43, and the whole company is capitalized at AUD 5 billion, which is more than three times our current market capitalization, could Chair Graeme Billings, who was on the board at the time of the decision to sell in February 2012, comment on whether he regrets not retaining those 25.4 million Breville shares, which would today be worth AUD 874 million if we hadn't cashed them in for just AUD 84 million? Is this decision his biggest regret during his 13 years on the board?
It wouldn't be my biggest regret. I'm not sure what my biggest regret is. I tend to be a person that continues to move forward, and I'm not gonna comment on decisions made all those years ago, but Breville have done very well, haven't they?
Thank you, Chair. I have a question from another shareholder, Ms. Yi Wen. Her question is: What does the company think of the EV impacts on the auto parts of Amotiv in the midterm?
Can you just repeat that question? Sorry.
What does the company think of the EV impacts on the auto parts of Amotiv in the midterm?
I will ask Graeme, our CEO, to speak to this, but perhaps some opening words. We're quite measured in terms of how we view the EV initiative, if you like. We think we're staying ahead of the game with Infinitev and the battery reman and repair business. I think you've got to reflect on the car park, the size of the car park and longevity. It's about a bit over eleven years, so we expect ICE vehicles to continue for quite some time. That's not to say that you take your eye off the ball in terms of when it comes to EV.
We're very much focused on EV, but, you know, when you globally, when you look at the lack of now government incentives in quite a range of countries impacting demand, you're looking at oversupply in China. So, the market and you look at what the big U.S. OEMs are doing in terms of how many running off their lines now, there's been a reassessment globally. So we're mindful of all that, but there is no doubt it's got a role to play and Amotiv are in there at the appropriate level. Graeme, do you want to add to that?
Just a couple other points. So I think we're well positioned to embrace that change over time. Australia is a bit of a laggard. That doesn't necessarily mean that we are a laggard. There's a good portion of our revenue, well documented, around 75%, coming from ICE-agnostic categories, which is very important for us. We've grown that from the late forties, early fifties in probably about three to three and a half years. In addition to that, we're at the early part of adoption in this particular country with initiatives, as Graeme said, in terms of repair and reman of those sort of technologies. At the same time, we're applying our product development capability to businesses like our OEM, where we're lightweighting.
So, you know, we took quite a considerable amount of weight out of the latest range of tow bars, as an example, because for those of you who are aware, when you think of electric vehicles, weight is. So whether it's right now, in terms of where our revenue is sourced or where we're going in the future, we're actually very well positioned.
Chair, one final question from Mr. Stephen Mayne. The Amotiv annual report says we have 11,675 shareholders. How many of them have voted or participated in today's hybrid meeting? If you don't know now, perhaps answer the question when disclosing the poll results to the ASX later today by including the data on how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement. This will provide a better gauge of retail shareholder sentiment and insight into the chronically low retail shareholder voting participation rates in Australia, particularly since the move away from paper. Others have already blazed the trail, as this was a voluntary disclosure initiative adopted by a number of ASX companies in recent years. Finally, on the AGM process for next year, please stick with the excellent hybrid model.
Disclose the proxies to the ASX earlier, along with formal addresses, as many others now do, and return to the normal process of taking questions on each resolution sequentially, rather than this job lot model. You don't throw the agenda out at Board meetings and ask directors if they have any issues to raise on any item all at once, so please don't do it at the AGM. It disrespects retail shareholder and reduces the focus on important items of business, such as today's proposed material increase in the fee cap for directors. And speaking of which, how bizarre not to offer a Board recommendation on that item. By putting it up, you are, by definition, recommending it. Sure, don't vote the open proxies held by the chair, but you should still recommend shareholders vote in favor, as we need top-notch directors, and they don't come cheap.
Okay. Thank you, Mr. Mayne. As part of our normal process, all of the voting is disclosed. It goes up on the ASX at the end of this process. We've been doing that now, I think, for about five years, so that won't change this year. Can we actually show independent shareholders? I'm not sure. No. As we haven't got access to that, but certainly, all of the results are up on the ASX soon after this meeting. And, Stephen's comments around today's calling for questions has been noted. Okay, before I close, are there any other questions? No. All right. If there's no further questions, ladies and gentlemen, we have concluded the resolutions to be put to the meeting. Please finalize your voting on all resolutions now.
Shortly, I will close the voting system. I will pause for a minute to allow you to finalize your votes before I close the poll. Just going to pause. Okay. Voting is now closed. Thank you. I declare closure of voting. The results of the poll on all items will be notified to the ASX shortly following the conclusion of this meeting, in accordance with the listing rules. Voting results will also be available on the company's website. Ladies and gentlemen, I thank you for your attendance, and I declare the meeting closed. A copy of the webcast of the meeting will be available for viewing on the company's website following this meeting. The other directors and I would be very pleased if you're able to join us for a tea or a coffee just outside. Please join us. Thank you.