Good morning, ladies and gentlemen. My name is John Bevan, and I am the Chair of your board. On behalf of the board, I welcome you to today's BlueScope 2023 annual general meeting. As a necessary quorum is present, I declare the annual general meeting of shareholders open. I would now like to welcome to the stage Uncle Richard Davis, who is the Chair of the Illawarra Aboriginal Corporation and has also worked in business development, helping Aboriginal startups for the Indigenous People's Technology and Education Centre for over 30 years. Richard is a former employee of BlueScope, having worked at the Port Kembla Steelworks on the plant for the 10 years prior to that.
He is an important figure in helping shape our surplus land transformation and the master planning work here at Port Kembla, where we're taking a designing with country and cultural respectful First Nations approach. Welcome, Richard.
Thanks, mate. Thanks, John, is it?
Yes, John.
John. Good morning. Thanks, John, for that, and all the best in your retirement, mate.
Thank you.
Yeah, so good stuff. Done a good job. I'd just like to welcome the board of BlueScope, and thank you very much for having a welcome, and continue to do the work that yous are doing in our community, because yous are a big company in Australia, or globally. And I think what yous are doing is great stuff, putting back and recognizing that, you know, the land was and always will be Aboriginal land. But if we can work together, move forward and respect and understand each other's cultures for wherever we come from, I think BlueScope's leading the way, so continue to do the great work and led by a local bloke, so which is good, so well done, mate.
Yeah, look, a welcome to Country is that, it's a welcome, showcasing that Aboriginal people are and will always be the first people of this nation. I think it's important that we continue to move down that track. You know, some people don't understand it, they don't get it. Well, we need to make sure that they do get it and do understand it. There's no going away, back from it. It's about learning your history. And what I say to people is about, learn your history. It's not just for Aboriginal people to understand the history of Australia, it's for people such as yourselves to understand the history of Australia: the good, the bad, and sometimes ugly.
It wasn't great stuff, but, we're here, we're now, so let's understand that, respect that, and if yous can do that, then it makes our society a better place, thinking a bit more about human, human beings. At the end of the day, that's, that's who we are, what we are. Doesn't matter what color skin you got or wherever you come from, human beings. Unfortunately, around the world, you see too many things that are not going right, not doing because of, you know, whatever reasons. We are a lucky country, but some people are not so lucky in our country. So, you know, that's something that we, we need to think about as well. So if we can make our country a better place, then it makes us, good people, people here. It's about the heart. Yeah.
So, look, I'd like to welcome the investors, too, people from all parts of the world, I suppose. Is that right? Yeah, so welcome to investors. I mean, yous are very important people. So, yeah, so it's a great thing that we come together and we can do these kind of things, so welcome to you, investors. So, I'll get on with the welcome, and then, yous can get on with what yous need to do. Yolngu, Ngami, Nalamaiyuwi, Migas, Girigas, Dangang, Nungalili, Nangabang, Ni Yalabi, Nilabura di Nangang, Banjang ni Malay, ni Ewing, Migas, Yolngu Yolngu. Welcome to Country, welcome to land. The land we are meeting on today is the land of the Dharawal people. The Dharawal nation covers from the south of Sydney, Shoalhaven River, Southern Highlands, pretty big area.
Within the Dharawal nation, we have 13 tribes, clans that have occupied this land. Can anyone tell me how long Aboriginal people have occupied the continent of Australia?
Sixty-five.
Oh, they're getting better. Eh? Well, next time I come back, I hope the whole audience says 65,000 years! Yes, could be longer. We've been here for a while, and that's why I think respect needs to be understanding towards that. Yes, we might not have been, you know, the entrepreneurialists and whatever we have now, but we did have our way of making, doing business, of making tools, stone tools, for our living, to survive in our country. So yeah, 65 year. I'd like to acknowledge my elders. My elders in my community are very important people. They are the people who've shown me who I am as an Aboriginal person, to be proud as an Aboriginal person in my own land.
Without their perseverance, their endurance, their walk the walk, their fight, knocking on doors, I don't know where we'd be. And things like what we're doing today is part of the... what the elders have done in the past. And I'm trying to be a little bit similar to that. I'll never be like some of them elders, 'cause they were giants. And when I talk about my elders, I get passionate, because they've had a lot of heart. I'm a lucky bloke. I'm a very lucky bloke. I can do the things that I can do-... You just got to go back 30, 40 years. My elders were lucky to go into a pub. I know it doesn't sound much to people, but think about it. Let's change our society. Let's make our society inclusive to everyone. We're not a perfect society.
Aboriginal people are not perfect. I'm not going to stand up here and say that Aboriginal people, oh, we're the best. We're not. We have our issues. But if anyone can tell me that issues are not in all cultures, then you're kidding yourselves. You need to look in the mirror. No one's perfect culture. There's not a perfect culture going around. So look, I hope that yous continue to do the great work yous doing. I know the CEO, he's a passionate bloke about what he's doing, and Michael Reay and your board, let's continue to move forward. From little things, big things grow. All right? So let's do that. Let's continue to do that. Doesn't have to be anything big at this stage. Little things, big things grow.
Thank you for having me today, and I hope that we can continue to move forward in making our society, our community, and Australia a better place. Thank you very much.
Thank you, Uncle Richard, for that heartfelt welcome to Country. Thank you everyone for joining us here today, and a very warm welcome to those who have joined the meeting online. We are extremely pleased to be back here today in Wollongong for our AGM, and many of our current and past employees present here. I pay my respects to the traditional owners of all the lands where people are watching from today, to elders, past, present, and emerging, and to all First Nations people here today. Now, I will now hand over to Michael Reay, our MC for today, to cover some important protocol and technical housekeeping matters. Michael.
Thank you, John. Welcome everyone, to BlueScope's 2023 annual general meeting. My name's Michael Reay, I'm BlueScope's Head of Corporate Affairs for Australia, and it is my pleasure to be your host today. It is great to be holding the AGM again here in person in Wollongong for the second year in a row, and we hope that continues. As this is a hybrid meeting, a warm welcome to everyone who is also joining us online. Given the hybrid format, I'd like to cover some procedural housekeeping matters for today's AGM.
For those of you present in the room, you would have been given, when you registered this morning, a yellow card for shareholders and proxy holders, who may speak and vote. A blue card for those shareholders who may speak but not vote. And a red card for the visitors who are welcome to observe but cannot either speak or vote. For those online, we'll shortly cover how you can vote and ask questions. However, if you have any trouble using the online platform during the meeting, please refer to the virtual meeting guide, which is online, which can be accessed from your screen. It contains all the information you need to know about how to vote and how to ask questions at today's meeting. You can also call the help number, which is shown on your screen for any assistance.
Now, let's cover off how to vote and how to ask a question. For those shareholders and proxy holders physically present at the meeting in the room, your voting paper for the poll is on the back of your yellow admission cards. In order to vote on a relevant motion, a shareholder or proxy holder must mark the appropriate box for, against, or abstain. Proxy holders who have been directed to vote in a specified manner must vote in accordance with those directions. For your vote to be valid, proxy holders who have open votes must place a mark in the box for, against, or abstain. Once the chairman opens the poll, if you wish to vote early, just complete your voting card and then place your card in one of the ballot boxes, which are positioned near the exits of this room.
For shareholders joining us online, to register a vote and get a voting card, click on the Get a Voting Card box at the top or bottom of your screen, and enter your proxy number or shareholder number and postcode. Or if you are outside of Australia, your country of residence. The notice of meeting contains information on where you can locate these numbers if you do not have them already. To vote, you will need to click either the for, against, or abstain voting button for each item of business, and then click the Submit Vote. Online shareholders and proxy holders attending may vote through the online portal at any time during the meeting. You may edit your voting card as many times as you like while the voting is open. Now, how to ask a question.
In terms of how we'll manage shareholder questions today, for each item of business, we'll take questions from the floor here first, then I'll read any online questions on your behalf to the Chair, and followed by any telephone questions that come through. Shareholders present here with a yellow or blue card can ask questions. If you wish to ask a question, you should, at the appropriate time, make your way to one of the microphones in the room. There's two at the front and a roving mic at the back. And give your name to the attendant, who will then introduce you to the Chair. You may then ask your question. Shareholders and proxy holders online can submit written questions at any time from now by clicking on the Ask a Question box, which is at the top of the bottom of the screen.
You'll be prompted to enter your security holder number or proxy details. You can ask a question. If you do have any questions, I encourage you to submit them as soon as possible, as there is sometimes a slight delay in them being received on our end. Shareholders and proxy holders on the telephone, press star one on your keypad to ask a question, and at any time you no longer wish to ask a question or make a comment, you can press star two. We will answer questions in accordance with the item of the business to which they relate. If you are asking a question today as a representative of a particular organization or group, please include or say that at the start of your question.
We also request that you only ask one question at a time, but feel free to ask multiple questions if you like. To avoid duplication, if we receive a number of questions that are essentially the same, we'll do our best to aggregate these and broadly cover the issues raised by the questions. Of course, we do ask that all questions are asked in a respectful manner. Any online questions that include offensive language or defamatory remarks will not be read out or responded to. In the unlikely event that we experience technical issues during the meeting, we may need to take a short break. If we are able, we will communicate this to our online shareholders, either verbally or by putting up a communication.
If there is a significant tech issue, at the discretion of the chair, we will adjourn the meeting to another time or date. If this occurs, please keep an eye on your email inbox and our AGM website for updates and further details. We'll also lodge details with the ASIC, ASX. Now, with those procedural housekeeping matters out of the way, I'd like to hand you back to your chair, John.
Thank you, Michael. Before we start the formal business of the meeting, let me introduce you to my fellow directors. I'm very pleased to be joined on stage by all my fellow directors. Beginning on my immediate right is Ewen Crouch, who's the chair of the Risk and Sustainability Committee, Rebecca Dee-Bradbury, who is the chair of the Remuneration and Organization Committee, Kathleen Conlon and Peter Alexander. Then on my immediate left is Mark Vassella, our Managing Director and CEO, Jane McAloon, our incoming chair, Jennifer Lambert, who's the chair of the Audit Committee, K'Lynne Johnson, the chair of the Health, Safety and Environment Committee, and ZhiQiang Zhang.
Also in the front row, we have David Fallu, our Chief Financial Officer, Debra Counsell, our Chief Legal Officer, Penny Raw, our Company Secretary, and we also have a number of other members of the executive leadership team in the office, in the audience. Can I please ask you that you stand to, so shareholders can see you, because they can speak with you, after the proceedings? Finally, Mr. Matt Honey and Mr. Richard Bembridge from our auditors, Ernst & Young, are also present here today and will be available to answer any questions that shareholders may have for the auditors at the appropriate time. Welcome, Matt and Richard. The notice of meeting was distributed earlier, setting out the business and resolutions to be considered today. I propose to take them as read. Thank you.
There are a number of items of business on today's agenda, all of which are shown on the screen now. Voting on items two to six will be carried out by way of a poll. Mr. Daniel Reid of Link Market Services is the Returning Officer for today's poll. As mentioned earlier, only persons holding a yellow admission card are entitled to vote at the meeting. I now formally open the poll on items two to six. Voting will close five minutes after the end of the meeting, and the results of the poll will be available later today on the ASX and on our website. Now, I will shortly address the meeting and also take the opportunity to introduce Jane McAloon, your new Chair, following the AGM, and Jane will then say a few words.
Following that, our Managing Director and CEO, Mark Vassella, will address the meeting, providing a summary of account of BlueScope's performance in the past year. Finally, Rebecca Dee-Bradbury, the chair of the Remuneration and Organization Committee, will then provide her address. I will then move to the formal business of the meeting. Now to my address. Following our record-breaking FY2022 results, the FY23 year was another strong financial year. In fact, BlueScope's third highest in its history. To summarize, we recorded an underlying EBIT of AUD 1.61 billion, finished the financial year with AUD 703 million of net cash, and returned AUD 518 million to shareholders.
So well done to the 16,500 people at BlueScope in 16 countries for their outstanding results, and thank you for delivering consistently strong results and returns to our shareholders over the years. As always, we start with our commitment to safe, healthy, and inclusive workplaces. Your company's health and safety strategy is evolving. BlueScope has embraced a people-centered approach with an embedded culture of learning from our people. This approach places the people doing the hard technical and operational work at the forefront, allowing them to identify and implement solutions to make their workplace safer. We use a balance of leading and lagging indicators that align with our strategic direction and industry standards to give us greater insight into our HSE practices and performance.
I'm pleased to report that the global steel industry peak body, which is called World Steel, has twice recognized our health and safety programs for safety culture and for leadership. So well done to everybody involved. Separately, we have continued to progress our 40/40/20 vision. That is, to secure 40% participation by women on the company's executive leadership team and at board level. Mark will talk in more detail about health, safety, environment, and progress against inclusion and our diversity strategy. Now, turning to the crucial subject of sustainable growth in a low-carbon future. Our ongoing strength and performance underpins our ability to do three things: one, invest for a low-carbon future; two, to grow sustainably; and three, to continue to deliver solid results. Achieving this trifecta is a win-win for BlueScope, our people, our communities, our customers, and you, our shareholders.
We are here in the Illawarra at the birthplace of BlueScope steelmaking, founded almost a century ago, so it's appropriate to speak of our progress to position Port Kembla Steelworks for a low-carbon world future. As I stated at last year's AGM, there is currently no technically and commercially viable alternative to the blast furnace technology to produce primary iron and steel at Port Kembla. But we continue to expand our involvement in projects and joint ventures to explore decarbonization technologies and opportunities. We have completed a concept study with Rio Tinto, exploring direct-reduced iron and its application to Australia's Pilbara ores using Melter technology. We are progressing broader option studies for large-scale decarbonization of ironmaking in Australia, and we are collaborating with leading global steelmakers such as POSCO, Tata Steel, and ThyssenKrupp.
To secure our long-term, low-carbon future, there must be an interim step to transition from Port Kembla's aging number five Blast Furnace to future low-emission steelmaking technologies once they are developed and scaled, noting that this may still be one decade or more away. As previously announced, we have committed to a reline of the currently mothballed number six Blast Furnace. This is our bridge to the future. I'm pleased to say the board recently approved the AUD 1.15 billion reline and upgrade project, which will allow us the necessary time to develop, test, and pilot alternate, viable, low-emissions ironmaking pathways. It is estimated to be operational in mid to late 2026. Across the global portfolio, we are focusing on climate action as one of our five sustainability outcomes and as a core element of our corporate strategy to transform, grow, and deliver.
We remain committed to investing in greenhouse gas emissions reduction. Our 2030 greenhouse gas targets, which is to reduce our steelmaking emissions by 12% based on 2018 levels, and to reduce non-steelmaking emissions by 30%, are on track, with strong performance in reducing emissions this financial year. In a groundbreaking deal with the New Zealand government, we have agreed to co-investment to build a AUD 300 million electric arc furnace at New Zealand Steel's Glenbrook plant. With a target of being operational as soon as 2026, this new plant will reduce New Zealand Steel's Scope One and Scope Two greenhouse gas emissions by at least 45%.
In a further endorsement of our sustainability journey, at our Western Port plant in Victoria, we gained ResponsibleSteel site certification, the second of BlueScope's site behind Port Kembla to receive such certification. I want to extend my congratulations to the Western Port team that dedicated upwards of 12 months to make sure this site passed a rigorous certification standard. In other recent highlights, we have commenced construction of a new AUD 415 million metal coating line in Western Sydney to service the growing demand for products such as our iconic COLORBOND steel range, which experienced record sales volumes in 2023. Last night, at BlueScope's annual board community event, we revealed our highly exciting master plan to commence the development of 200 hectares of Port Kembla Steelworks land that is surplus to our steelmaking needs.
CEO Mark Vassella will speak to this more fully, but I'm pleased to say this is one of the most significant developments in New South Wales, encompassing major new developments focused on education and training, modern manufacturing, clean energy, defense, and community, and all building upon the great industrial foundations, history, and capabilities of the Illawarra region. Looking further afield to North America, we have invested $2.5 billion since 2019. We have a clear aim to grow future earnings there through two strategic acquisitions and the expansion of North Star. The ramp-up of the North Star expansion is advancing well, and the team is also considering future operational debottlenecking options, which could see production capacity expand, further consolidating BlueScope's position in the U.S. steel market.
Upstream, during 2023, BlueScope Recycling and Materials acquired a third site, and that brings the total of investment in the scrap and recycling segment since 2020 has been $430 million. As the second-largest metal coil painter in the United States, BlueScope Coated Products provides a great opportunity for BlueScope to take our world-class coating and painting capabilities further into the large U.S. market. Let me speak now about your board renewal strategy. With more than half of our revenues and earnings now coming from outside of Australia, it is important that our board reflects all the regions we operate in, and where we will grow and invest, where we will continue to invest and grow.
Last financial year, we welcomed Peter Alexander, based in the United States, to the board, and in January 2024, leading industry executive Alistair Field, who's based in Australia, will be joining BlueScope as a non-executive director. Board renewal is a very good thing. It is critical that the board retains the diversity and breadth of skills and experience necessary as a large-scale manufacturer of steel products and solutions. I believe the board's composition meets this demand, and I particularly want to congratulate Jane McAloon, who joined the board over a year ago, and welcome her as the incoming chair. Jane will be an excellent chair and brings a wealth of experience as a non-executive director and chair across the natural resources, energy, infrastructure, and utilities industries. We will hear from Jane in a moment. As previously announced, this is my last address to you as chair.
I want to thank you, our shareholders, for your support over the last decade. In a cyclical industry, during my term on the board, we have experienced historical highs and some lows over the years. But over the last four years, for example, BlueScope has demonstrated the great financial strength of its portfolio and business model, with an average Underlying EBIT of AUD 1.9 billion, an average return on invested capital of 22%, and an aggregate AUD 1.8 billion returned to shareholders. With strong cash flow and a robust balance sheet, BlueScope is very well positioned to continue to grow and deliver value for you. Having resumed Australian tax payments and recommenced franking on the interim dividend in FY 2023, the final dividend was also fully franked.
Additionally, the board approved an increase in the scale and tenure of the share buyback program to allow up to AUD 400 million to be bought over the next 12 months. So as my last address as BlueScope Chair draws to a close, I reflect on the last 10 occasionally tumultuous years as your Chair, and it's not the financial results that I reflect on. Instead, I'm reminded that doing business is hard, and it's difficult to be successful. In the steel industry, in particular, you need to be constantly anticipating the future. There are always lots of issues, challenges, decisions to consider, decisions that set up the fortunes of the company, not just for now, but for many years ahead. But the fun part of this is actually seeing close up the fantastic employees who operate your company.
Working on the board, we directors get to see them strive, achieve, and mature into the leaders of the company. We get to see them to develop to the next generation leaders, who will build BlueScope for the next phase. One obvious example of growth and development is how we address climate change, which is a major challenge for this industry. On this subject, and many others, I've got great confidence that your company is in really good hands. I am confident about BlueScope's future in a cyclical industry, and with the strength of our international business portfolio and dedication of our new chair, the board, our executive leadership, and 16,500 BlueScope people across 16 countries, we are really well positioned for sustainable growth. Thank you to our shareholders, customers, suppliers, and our global BlueScope team. I'll now hand over to Jane.
Thank you, John. It is my great pleasure to be here today and a privilege to be selected to be your next chair of the board. I joined the BlueScope board, together with Peter Alexander, just over 12 months ago. Since then, much of the board's time has been spent with management in the business across Australia, the U.S., and New Zealand. Under John's leadership, the board has always prioritized spending time in the business, learning and understanding the challenges and opportunities, and importantly, meeting the people who deliver smart steel solutions every day, from iron and steel making, through the value chain, to creating building components and designing and erecting steel buildings. It's inspiring to see their professionalism. We transform, grow, and deliver. That's our strategy. What we do is not easy. It requires excellence in manufacturing, innovation, and capital project implementation.
It requires customer centricity, informing what we do every day and how we deliver. It requires application of financial discipline, enabling us to create value through economic cycles, and it requires decarbonizing iron and steelmaking as and when technology is available. No mean feat. In all of this, one thing stands out, and if you know anyone from BlueScope, you know what I mean when I say that our people are stewards of our business. They care about what they do, how they do it, and working as a team to deliver day in and day out. In businesses with an international footprint, that matters. It makes the difference. That's what they call culture. Of course, it starts at the top, and both John, on behalf of the board, and Mark, on behalf of management, are both exceptional leaders.
As only the second chair of BlueScope's 21 years of public listing, John leaves very large shoes to fill. John has been an outstanding chair over the last 8 years, guiding the company with the board and Chief Executive and senior management through some very difficult challenges. Always there, supporting, challenging, and encouraging, working for shareholders and the company. John, I speak on behalf of the board and management when I say you have been a wonderful and generous colleague and friend. John, you leave BlueScope with the greatest of respect and gratitude from the board, management, and many investors who have specifically thanked you for your leadership and contribution. So on behalf of the board, management, and all people at BlueScope, John, thank you. We all wish you only the very best for the future.
Let me conclude by saying your board understands the strength behind your company's almost 100-year pedigree. We are optimistic, with realistic expectations, and believe the future is bright. As shareholders, you can be confident of the full focus of the board and management in driving our sustainable growth and creating value for you. Thank you, and I hope to see you, our valued shareholders, again at our AGM next year.
Thank you, Jane. Ladies and gentlemen, I'd now like to ask BlueScope Steel's Managing Director and CEO, Mark Vassella, to address the meeting.
Thanks, John. I join with our chair in welcoming all shareholders here in person and online at our meeting today. It's a pleasure again to be here in the Illawarra. Now, before I start, let me say John's contribution to BlueScope in his role as chair over the last eight years has been immeasurable. For the whole of my time as the Chief Executive, I've had the distinct honor to work with John. John is well-liked and highly respected by our people, and he's always engaged in a way that has left them feeling valued as a BlueScope employee. His wisdom, calmness, and genuine interest in and affection for our company has been an incredible asset.
Now, you've seen us through some difficult times, John, and over the last few years, better times, where we've invested in material growth projects, scrap recycling in North America, as well as our painting acquisition. John, these decisions are the foundations of the future prosperity of BlueScope. So on behalf of the 16,500 people, I say thank you, John. We wish you and Sharon, who's in the audience today, all the very best for the future. It's been a privilege. Now, as the chair has noted, BlueScope's financial performance in FY 2023 was strong. I want to congratulate the beating heart of BlueScope, our people, for their continuous efforts.... I'll start by speaking about health, safety, inclusion, and diversity in the workplace. Our people-centered approach to safety continues to evolve, and we've now completed over 900 risk control projects since 2020.
Our safety initiatives have resulted in strong outcomes, as shown by our leading indicators during the last financial year. However, the lag indicator, or TRIFR, was 7.5 for FY 2023, above our long-term range of 5-7. This included the recent acquisitions, where we still have work to do. Our focus on growing our total female representation continued throughout the year and now sits at 24%, while the executive leadership team exceeds 50%. Outside of the robust financial performance in FY 2023, we were most pleased with the key achievements in the U.S., where we're pursuing our growth strategy. We've ramped up production at North Star, and the integration of both BlueScope Recycling and Materials and BlueScope Coated Products is progressing well.
The chair has mentioned some of our innovative breakthrough projects that will advance us closer to realizing our transform, grow, and deliver strategy, such as the Electric Arc Furnace in New Zealand, and closer to home, the upgrade of the number 6 Blast Furnace and the new Metal Coating Line. On our vision for Port Kembla, as we get closer to our 100-year anniversary in 2028, we're progressing plans for its low-carbon, modern manufacturing future. We're exploring options for large-scale decarbonization. We aim to deliver on the next wave of customer service, growth, and productivity improvements by introducing robotics, automation, and digital resources across our operations. Excitingly, after 18 months of intensive research, analysis, and community engagement, we've completed the master planning process to develop a vision for 200 hectares of land holdings adjacent to the Port Kembla Steelworks.
As part of this plan, we've announced the first move in progressing this master plan, signing a memorandum of understanding with TAFE New South Wales to explore the opportunity for a Super TAFE on the site. More information about the master plan will be provided in due course. Today, we've confirmed our first half FY 2024 earnings guidance, as provided on the 20th of October 2023. However, noted that we expect underlying EBIT for the first half of FY 2024 to be towards the top end of the AUD 620 million-AUD 670 million range, given the significant increases in US benchmark spreads since the earnings update. Now, 4 years have passed since our transform, grow, and deliver strategy was established. We aim to transform the business with a major focus on addressing climate change.
Over 4 years, we've established a climate change team and a climate action strategy, setting out our 2030 target and our 2050 net zero goal. In line with this strategy, upstream steelmaking greenhouse gas emissions have reduced year-on-year for 5 years, not an easy task, making a total reduction of 8% since 2018. Since 2018, there's been an 8.8% decrease in non-steel making greenhouse gas emissions. Now, while there's still more to be done, we're on track to meet our targets. Realizing our growth pillar has been most evident in our U.S. business. Since 2019, $2.5 billion has been invested to build quality earnings growth through 2 acquisitions and the North Star expansion. And we remain laser-focused on the goal to deliver a safe workplace and a sustainable business with strong returns.
This is demonstrated through an average Underlying EBIT return on invested capital of 22% over the last four years. We've continued to support the communities in which we operate, with many of our people volunteering their time and the company contributing tax payments in 16 countries. In total, we've contributed over AUD 1.4 billion in group tax payments, with the largest amounts paid in Australia and North America. To enable and deliver the next wave of our corporate strategy, executive leadership team changes came into effect in February this year. Tania Archibald was appointed as Chief Executive, Australian Steel Products, and John Nowlan to a global role as Chief Technical and Development Officer. In the United States, Kristie Keast was appointed Chief Executive, North America, and stepping into Kristy's previous role is Peter Rankin as Chief People Officer.
In March, we announced David Fallu as our new Chief Financial Officer, and he started with us in September this year. Next month, we will welcome a new Chief Digital Information Officer, Sam Charmand. As we enter a new era with Jane as our new Chair, leading a diverse board with a wealth of experience in global markets, BlueScope is well-equipped to navigate the changing operating environment in the coming years. Jane, congratulations on your new position, and I look forward to your leadership as Chair moving forward. We will not be able to succeed without the strength of our 16,500-strong BlueScope team, and the trust and support of you, our shareholders, as we transform, grow, and deliver in 16 countries. Thank you.
Thank you, Mark.... ladies and gentlemen, I'd now like to ask Rebecca Dee-Bradbury, the Chair of our Remuneration and Organization Committee, to speak to you about some of the issues addressed by the committee during the past year. Rebecca?
Thank you, Chair, and good morning, shareholders. Our approach to the remuneration in FY 23 has remained unchanged, and previous presentations to investors have been fulsome in nature. Therefore, today I will focus on addressing feedback received from investors and shareholders, and then detail the KMP reward outcomes, which reflect the company performance. We have received several questions relating to whether the ROIC hurdles in the alignment rights plan are sufficiently challenging. To recap briefly, the intention of the design of the overall remuneration program was to align the interests of shareholders and employees in a way that provides more value to employees at a lower cost to shareholders. The hurdles are set at the threshold level to reduce the impact of external cyclicality on reward outcomes.
Plans are expected to vest more often than other traditional LTI designs in the market, but their quantum is set much lower than the peer group median. I want to highlight that if the business delivers above threshold, as it has done before in the past, executives do not receive any additional awards. The 3-year rolling ROIC hurdle of 10% was set relative to the median long-term ROIC performance of our remuneration peers, major steel companies, and the ASX 100, and with reference broadly, to broadly achieving our cost of capital. Moving now to the BlueScope's growth in the U.S. and the difference between the remuneration structures in the U.S. and the Australian markets. It is expected there will be an increasing requirement for us to attract and retain U.S.-based executive talent.
Our current remuneration policy of paying at, or slightly above, the market median fixed pay and a conservative variable reward is outside market expectations in the US, from a structural and pay mix perspective, but also lower in overall quantum. In FY 2023, a detailed review of the equity-based component of the US remuneration was undertaken, and the alignment rights target opportunity for US participants at certain executive levels was increased by approximately 10%-15%. We will continue to review our approach to remuneration to ensure we attract and retain the right talent in a way that best serves the business and its shareholders. I'll now move to company performance and executive reward. A significant part of the remuneration package is at risk and is only available when performance hurdles are met. Further, BlueScope's at-risk executive pay is at the lower end of the peer group companies.
As the chair outlined, we have delivered strong financial performance in FY 2023. For safety, TRIFR exceeded the target range of 5-7, with the inclusion of scrap recycling acquisitions. Therefore, the threshold for safety on the under the STI was not achieved. To reflect the below-threshold TRIFR result, the board used its discretion to reduce the maximum STI payable from 150% to 145% of target. Pleasingly, our climate action targets are on track. Steelmaking emissions intensity is tracking ahead of target, with an 8% reduction since FY 2018, and midstream emissions intensity has decreased by 8.8% since 2018. The actual STI awarded to the Managing Director and CEO was 88.9% of the maximum.
Awards for other executive KMP were between 60.4% and 96.7% of the maximum opportunity. The FY 2021 alignment rights vested in full in September of this year. The Managing Director and CEO received a 3% increase to his fixed remuneration in FY 2023, his second increase in five years. Executive KMP received a 3.5% increase to their fixed pay after a robust remuneration benchmarking exercise. The board reviews fixed remuneration for the Managing Director and CEO and other executive KMP each year. For FY 2024, the board approved an increase of approximately 3.5% for the Managing Director and CEO, in recognition of the significant inflationary pressures in our operating markets. In FY 2023, there was no increase to the fees or travel allowances payable to the Chair or the other non-executive directors.
I will now refer you to items four and five in the notice of meeting, which deal with the approval for a grant of share rights to the Managing Director and CEO for his short-term incentive and alignment rights. Item four relates to share rights under the FY 2024 STI plan. Executives can elect to take the STI in shares or cash, or a combination of both. Mark Vassella has again voluntarily elected to take all of his FY 2024 STI in shares.... The shares or a proportion of the shares will vest at the end of the financial year based on performance against the objectives set by the board. The specific measures of performance against them will be disclosed in next year's remuneration report.
The notice of meeting outlines the terms and conditions of this award, and together with my fellow non-executive directors, I recommend that you approve this item. Item five in the notice of meeting relates to the approval of Alignment Rights to Mark Vassella for FY 2024. Consistent over the last five years, the FY 2024 Alignment Rights have a threshold return on capital measure, a maximum debt hurdle, and an individual behavioral gateway of adherence to our bond. The return on capital measure is set at a level which broadly achieves our cost of capital, and with reference to the median of our remuneration peers, major steel companies, and the ASX 100. If each of the performance conditions are met, all of the Alignment Rights will vest, and conversely, if they are not achieved, none of the rights will vest.
There are no retesting provisions under the plan, and as always, the board retains an overarching discretion to protect against any any unintended outcomes. Again, the notice of meeting outlines the terms and conditions of this award, and I recommend that you approve this item. In FY 2023, we continue to build a workforce reflecting the diversity of the communities in which we operate. Total female representation is unchanged at 24%. Pleasingly, female representation on the ELT now exceeds 50%, with the board also having 50% female representation. We continue to focus on attracting and retaining executive talent globally, an ongoing challenge with an inflationary and precious and tight talent markets in almost all geographies. Together with my fellow directors, I thank you for your support and recommend that the shareholders vote in favor of the remuneration report. Thank you.
Thank you, Rebecca. I will now turn to the formal business of the meeting. Before opening up for discussion on today's items of business, I want to quickly go over a few procedural matters. As shareholders are aware, there's no formal vote required on item number 1. As I mentioned earlier, the poll on the remaining items, 2-6, is now open. The proxy position on each relevant item will be displayed after the discussion of that item. So to facilitate discussion and voting, I formally put to the meeting each item of business in the terms set out in the notice. There'll be plenty of time after the discussion of these items of business to complete and submit your vote. I will invite questions about each item of business when we address the individual item.
Now, we have received several questions and comments from shareholders in the lead-up to the AGM. We thank you for your input, which we've all considered. Many of these questions have been addressed in my remarks. However, we received several questions on shareholder returns. I mentioned earlier our approach to capital management, including the intention to target AUD 0.50 per share per year as a stable dividend, which is the level we believe is sustained through and fully franked through the cycle. A number of these questions also sought to understand whether BlueScope would be recommencing the dividend reinvestment plan. BlueScope is currently not considering recommencing the DRP, given there is no need for extra capital. Further, we received a question concerning New Zealand's imputation credits. Our New Zealand business has not yet exhausted its accrued tax losses, so no imputation credits are generated in FY 2023.
The balance, the business will commence paying corporate income tax again in the next few years, which will result in New Zealand imputation credits beginning to be generated at levels material enough to allow BlueScope to commence attaching the New Zealand imputation credits to its future dividends. Several questions were received related to the scale of executive compensation, and on this question, I'd refer investors to the address just made by Rebecca Dee-Bradbury and note that a significant effort is made to benchmark our executives' pay to the market. Lastly, a shareholder sent in a question regarding the use of outsourced IT services. As BlueScope is a global company, there is an array of operating and information technology needed to support the business operations.
BlueScope has over 400 employees in the technology function, which is primarily employed in the regions for which they support, including in Australia for our Australian operations. BlueScope also partners with a range of leading service providers to ensure the technology is fit for purpose, resilient, and in today's world, secure. As indicated in the notice of meeting, I intend to vote valid, undirected proxies given to the chair in favor of items 2-6.... So now let's turn our attention to item number 1, which is to receive and consider the annual report, the financial statements, and the report of the directors and the auditor for the financial year, 30th of June, 2023. Shareholders and proxy holders are entitled to ask our auditor questions relevant to the conduct of the audit.
Prior to the meeting, we actually received one question for the auditors, and the question is: How long does it take to submit and finish an audit for BlueScope? The auditors have advised us that, and that's EY, we'll commence planning for the audit in November each year. In fact, we had a conversation about that in the board just this week. They perform testing across all in-scope global operations, and all audit work completed prior to the end of the group financial statements, which are submitted to the ASX in August. So it takes 10 months or so of the whole year to do all that work. Now, I'll now take any questions shareholders may have. I invite any shareholder present who has a question to move to the microphone in one of the aisles.
Please provide your name to the attendant, and then, when called upon, please ask your question about our 2023 results or any general questions you might have about the company. For those of you not here in person, please submit your questions through the online portal, or press star one on your telephone keypad if you wish to ask your question via the telephone. Now, are there any questions from the floor on the general results? Okay. Michael, have we received any questions online or on the telephone?
We do have a number of questions online for general business. We've got the first one from Michael Muntean from the Australian Shareholders Association. It's a general comment. The ASA would like to acknowledge that the retiring chair's contribution to the company. We have always found John Bevan available for discussion, and we have welcomed our regular conversations. The company has been strengthened during John's tenure as a director. So on behalf of retail shareholders, we would like to thank John, and we look forward to working with the chair-elect in the future. I'd just like to echo Michael's comments there, John, and you don't need to respond to that one, so that's a good first start.
It's a good first question, yes, it is.
Yes. So, let's keep them rolling. So another, a follow-up from Michael. We've got: Did BlueScope make any political donations in FY 2023? And if so, how much, and where was this reported?
Okay, so Michael asked me this question when we met a week or so ago, and each year we make equal contributions to both sides of government in Australia. The total amount of our political donations was AUD 131,000 for the year just completed, up from AUD 129,000 the year before. We have not previously published that in the annual report, but it is published on the electoral website, I think, is where it's actually recorded. But Michael raised a good thing of saying it'd be good if it was transparent in the annual report, and we'll look into that as to whether we can do that for the next year.
One more from Michael Muntean from the ASA: Could you comment on how the U.S. acquisitions of the recycled metals business and the painted coil business are performing relative to expectations?
Well, I think Mark sort of addressed that in his presentation, but they're all working to the business case that we have, we developed beforehand. They are both long-term acquisitions. It's important as we meet the needs of climate change, to ensure that we have sufficient recycled metal to melt in our electric arc furnace in the United States. And as all companies convert from their existing technology, many to EAFs, we need lots and lots of scrap metal. So it's important we participate in that industry, and they are performing well and have good opportunities for the future. The painted coated business is going well. We bought those assets fairly underutilized, and they are performing well. We've got lots of work to do to bring them up to BlueScope standards, but that work is underway.
We also have large ambitions for how they might be involved in our rollout, more generally of COLORBOND and products like that in the U.S.
We've got a question here online from Stephen Mayne. Hi, Stephen. Treasury Wine Estates voluntarily moved to annual elections for directors in 2019, in line with U.S. and U.K. best practice. Also, News Corp and Rio Tinto do this, as well as our former parent company, BHP, has voluntarily embraced the practice since collapsing its UK DLC in 2021. I asked whether BlueScope would investigate following this lead at the 2021 AGM, but nothing has happened since. Does new Chair, Jane McAloon, a former head of governance at BHP, think we should make this change?
Well, I think that's for Jane to consider in the future, but we have considered it in the past, and the overwhelming majority of Australian listed companies elect their, and re-elect their, directors every three years. Changing directors on a regular basis means that a lot of the corporate knowledge is potentially lost, and continuity of policy, continuity of understanding, continuity of strategy is very important, and therefore, directors having continuity on the board is actually an important element. So for now, we have not considered that, but we'll of course review that in the future if that's how the trends change.
Thank you, and a follow-up one from Stephen Main. Congratulations to Jane McAloon on being elected chair, and to John Bevan for his contribution to BlueScope's excellent performance over the past decade. In terms of the succession process, were there multiple chair candidates or was Jane recruited to the board 12 months ago as the next chair? My only worry about Jane's existing workload is her membership of the 12-person board of major legal firm, Allens. And given, we use Allens and other firms, isn't this a potential conflict? Will she quit this board?
Okay, so, we had a very good process to look at the selection of the next chair. Multiple members of the board put their hand up to be considered to be the chair, next chair, and we used some external facilitation to come to the election of selection of Jane, and I think that process worked extremely well. It's really important that everyone gets behind whoever gets elected as the chair, and we've got some really good candidates inside the board, and so that, that's a testimony of the strength of the board. So no, she was not brought in 12 months ago with the aim of being that. It's just a coincidence in terms of the policy, in the process. The board that Jane is on for Allens is an advisory board.
It's not a operating board for Allens, and she has nothing to do with the day-to-day running of Allens, so I don't think that's an appropriate reflection on Jane's ability to do the job properly.
Thank you, Chair. We do have some questions from Peter Karkos, a shareholder. I've bundled these together. This is mainly to do with the speak up culture. So would BlueScope think that introducing a speak up culture would be worthwhile? A workplace culture where employees feel safe sharing their concerns, and ideas and reporting misconduct.
Well, we, in fact, do have that. We have that as a policy, and we have... In fact, as a board, we had a review of how that's going in terms of people putting their hands up to report things that are inappropriate. So I think we've actually got a very good process internally working. You can always improve, but, you know, the reality is it's actually growing and people are confident that they can put their hand up and question things of how the company does things. And from a whistleblower perspective, there's lots of protection for their confidentiality to ensure that, you know, they feel comfortable to actually volunteer.
That was actually a follow-up question: How do you protect the whistleblowers who come out? So you've addressed that one. Media reporting on sexual harassment and bullying is rife. It appears that BlueScope is doing a really good job. How do you assess BlueScope's current performance and when there is a problem or not a problem?
Well, again, we have a sort of zero tolerance of that sort of behavior. But we also want people to report those items. So the speak up thing identifies areas where that's not working well, and we take action against it. So it's an important thing that leadership needs to be aware of and work with their employees to ensure that this doesn't occur. But they need to have some processes where leadership doesn't step in where they can make a formal complaint, and hence the speak up conversation we just had.
Now, and just following on from that, from Peter, in your assessment, does BlueScope have too much government protocols that are getting in the way of doing business?
I can always talk about governance processes, but what I can say is we're a nearly a hundred-year-old company, and doing things the right way, in a consistent manner is really important. From a board's perspective, that's how we want the organization to operate. The governance processes are a reflection of our underlying values of how we want to operate, and those values are important that we apply them consistently, so shareholders can understand how we operate, employees can understand how we operate. Governance is an important element of what the board does, and you have to have the right balance between that and looking at strategy, growth, and people.
And one on inclusion from Peter Corkas: What can BlueScope do to make sure contractors, suppliers, advisors, have adopted inclusion practices within their workforce?
So with suppliers, we really want to work with people who have similar values to us. So that's the starting point. And on many issues, whether they be diversity or what is now called modern day slavery, in terms of how they actually deal with their employees, or on things like climate change, how they're working to reduce their own emissions, we have high expectations of our suppliers. And as a result of that, we end up working with fewer suppliers who are like-minded as us, and that's sort of our approach. And that's generally delivering well for us.
A couple of questions on that we've bumped up on flexible working arrangements. What are BlueScope's observations of flexible working? Has there been decreased, increased productivity or work-life balance and overall well-being? And also, is COVID a big problem for day-to-day operations?
... Well, COVID was an enormous challenge to the company in terms of continuity of operations, and in some geographies, we had to actually stop it on occasions and so forth. So, COVID threw up an opportunity to operate differently, and people have responded well to more flexibility in the workplace in how we should work. And I think that those learnings that came through COVID will in fact be incorporated going forward in many of our employment practices. But, and that will evolve. I think flexibility of how people work to get the work-life balance is really important, and I think that's in all parts of our business. But we have to be productive, and we have to have people there when you need them there.
So it's, at times, there's conflict here because there is change, but I think that's something the company's working well through.
the 1980s were a time of tough love in the Australian steel industry. Have people forgotten the strides that were made in transforming the industry, and particularly the contributions by operators, trades, management, union staff?
Well, I think the 1980s were a difficult period, and I think that goes back to when the Australian economy was having some troubles. Industry in Australia in the last 10 years has had some problems as well, and I think we've worked through that. I think the outstanding thing about BlueScope, and if we just talk specifically about here at Port Kembla, is we went through some very difficult pieces seven or eight years ago, and the employees responded really well to that. And the productivity of individuals in the company here, and in fact all our sites around the world, I think is extremely high because they're all motivated to do well. They all like the company, and they all want to do the right thing, and that leads to a very, very strong organization.
I think that the culture is actually very good in terms of doing the right thing, but also operating productively.
Just a follow-up, one on climate from Peter. At Port Kembla Steelworks, has BlueScope got a program to eliminate fugitive emissions? And secondly, BlueScope and the steel industry have been criticized for moving too slowly to implement green iron and steel. Should BlueScope and the steel industry be moving faster? Can BlueScope cooperate with other steel industries to move faster to avoid a catastrophe?
Look, I think in both Mark's presentation and mine, we dealt with the issue of what we're trying to do on climate change. What I would say about the fugitive gases is, most of those fugitive gases have energy related to them. So anything we can do to actually recycle those or reduce them is something that we are very actively trying to do and have been doing for many decades. So I think we're in pretty good shape around fugitive gases.
And just a couple bundled up under the theme of projects. It was announced that BlueScope has been awarded AUD 55.4 million from the federal government to establish a steelmaking precinct, including a plate mill upgrade. And BlueScope also announced AUD 20 million towards investment to expand local manufacturing of components used in wind and solar projects. What's the progress on this one? And then secondly, we've got Shell and BlueScope were reported as establishing an MOU to collaborate on two green hydrogen projects. What is the progress on that? And BlueScope also entered into a MOU with Rio Tinto. And how is that one progressing for green steel?
Okay, so the plate mill, which was the first question, interestingly, the board had a good walk around the plate mill yesterday to understand what are the challenges of operating that plant and what we could do if we approved a further investment. Ironically, after this AGM, the board is reconvening and is actually going to make a decision about how that progresses. So I can't actually announce anything on that, other than to say it's one of those areas of the operations where we have very old plant, and there is a lot of opportunity in that area for windmills and also for solar installations, for us to take a stronger position in the plate business. And therefore, you know, there's a good opportunity there. So I think watch this space regarding that one.
In terms of the cooperation between Shell and ourselves about potentially building an electrolyzer here in Port Kembla, that project has been shelved for the moment. We're probably looking for others to supply us with hydrogen for us to trial in our process, rather than necessarily building our own at this stage. So that's that Shell cooperation is sort of we worked through it and decided not to continue with that one at this time. But with Rio Tinto, I think we've addressed in the various presentations, we have a good cooperation with them and good opportunities to try and look at the future technologies that will enable Port Kembla to decarbonize.
Excellent. There's no further questions online, or I can't see any on the telephone either, but I believe we've got one on the floor here.
Okay, good. Thank you.
Good morning, Chair. I would like to introduce to you Dr. Philip Laird.
Thank you, Mr. Chairman.
Good morning.
And look, thank you again for holding your AGM in Wollongong. It is appreciated, and perhaps we'll see you again here next year. And look, thank you for your service as chair, in difficult times, both last decade and this decade, and keeping the steelworks going… Thank you. It's appreciated. My question relates to climate change and reducing emissions. We know that, rail for many freight tasks, rail freight produces one third of the emissions that road freight does. And so are there any plans by the company in its distribution of, you know, steel products and coated products, both interstate and within New South Wales, to make more use of rail, you know, to distributional warehouses, please? Thank you.
Well, we use rail extensively already. And you're right, it is a lower emissions route. We've had tremendous issues, though, over the last couple of years with weather and various things like that, that have made the timing of delivery on rail more difficult to predict, and therefore, we've tended to use vehicles to be able to get that delivery in on time. But we have a long-term commitment to rail, and we're probably one of the largest users of rail in Australia. And we have continued to invest in that area, in rolling stock and so forth, with our suppliers to ensure that we can actually improve that service level. So service level is very important in that area, and if we can make that work well, there's no reason why we wouldn't use rail more.
You, you try and make it, use it a bit more?
Yes, indeed. Yes. Yep. Okay. Any more questions from the floor? All right. Thank you. Thank you, Michael. That concludes the discussion on this item. There's no vote on item number one, so we'll now move to item number two. Rebecca Dee-Bradbury, Jennifer Lambert, and Kathleen Conlon stand for re-election today. Each of items two A to two C will be voted on separately, and I will ask each director to address the meeting. Following that, I will ask for questions on any of these items. Item two A relates to the proposed re-election of Rebecca Dee-Bradbury as a director of the company. Rebecca was appointed to the board in April 2014, and was last re-elected at the November 2020 AGM. Rebecca was due to retire from the board in accordance with our non-executive director tenure policy, as she has served her maximum three terms of three years.
However, to allow the board transition to take place in an orderly manner, and also to facilitate the transfer of corporate knowledge to new directors, the board, in its discretion, has formed the view that it would be of benefit to the company for her to stand for re-election. Rebecca has consented to standing for re-election, but intends to retire before serving her full term, should she be re-elected. I'd like to confirm that the board considers Rebecca to be independent and unanimously recommends to shareholders Rebecca's re-election. I'd now like to ask Rebecca to briefly address shareholders on the candidacy.
Thank you, John. Good morning again, ladies and gentlemen. It has been an honor to serve you and our great company over the last nine years, and offer myself to support the business and the board as it transitions to the next phase of renewal. During my time on the board, we have seen much change at BlueScope, driven in part by external shifts and events requiring transformation across multiple sectors: COVID, geopolitical impacts, climate-related concerns, to name but a few. We've also seen, appropriately, an increase in the expectations from our customers, our shareholders, our people, and the communities in which we operate, all shaping our agenda and journey towards being the best future version of BlueScope we can be. The focus is on in increasing our future readiness and stewarding this great company and team to a bright future.
It has been extremely gratifying to observe the progress we have made on our growth and future readiness agenda. Our growth in North America and sustained robust growth of COLORBOND and value-added products in our anchor ANZ markets are but two examples. The team have made inroads in unlocking the power of digitization and information, and continue to focus on doing better every day for our customer. Perhaps one of the greatest achievements we have made is on our continuing efforts to uplift the strength of our greatest asset, our people. Management, under Mark's leadership, have continued to increase the level of diversity and inclusion at BlueScope, as well as driving an uplift in the future-ready capabilities around technology, digitization, marketing, and innovation, and of course, leadership and talent development.
Should you see fit to support my candidacy, it would be a privilege to serve you and the business on the board as we create a pathway and the stewardship of this great business through to and beyond its hundred-year anniversary. Thank you.
That's great. Thank you, Rebecca. Item two B relates to the proposed re-election of Jennifer Lambert. Jennifer joined BlueScope board in September 2017 and was last re-elected at the November 2020 AGM. Details of her background are set out in the notice of meeting. I'd like to ask Jennifer to briefly address shareholders on her candidacy. Jennifer?
... Thanks, John, and good morning, everyone. It has been a privilege to serve you on the board of BlueScope for the last six years, particularly as Chair of the Audit Committee. Over this time, I have really enjoyed working with an exceptional team of people in management and directors, and particularly also enjoyed, you know, the joint development and execution of the business strategy, and to grow the financial capacity and resilience of the company. I've also been privileged to meet a lot of BlueScope employees, and I love hearing the pride that they have in their work and their contribution to the success of BlueScope. I would just like to briefly give you some background of my professional skills and experience. These complement other members of the board, and some of you have heard from, and you will hear from today.
I commenced working in professional accounting firms in the late 1980s, and we've talked about that. 20 years ago, I left PwC to become the chief financial officer at a listed property company. That appointment spanned the global financial crisis and other challenging trading conditions, and consequently, I bring to the board firsthand knowledge of the benefit of and requirement for strong financial disciplines and balance sheet strength. While in that role, I also joined the boards of several for-purpose entities and gained valuable governance experience. About 7 years ago, I left my executive role to be fully occupied with non-executive director roles, and I've served on the boards of listed and private companies, government, and various for-purpose entities, mostly in the capacity of chair of the audit committee.
I thank you for your time today, and as a fellow shareholder, I seek your support for my re-election, and if successful, I look forward to contributing to the continued success of this great company. Thank you.
Thank you, Jennifer. Item 2C relates to proposed re-election of Kathleen Conlon. Kathleen joined the BlueScope board in February 2020, and details of her background are set out in the notice of meeting. I'd now like to ask Kathleen to briefly address the shareholders. Kathleen?
Thank you. Thank you, John, and good morning, ladies and gentlemen. I appreciate the opportunity to present myself for re-election. The last three years has been challenging, but absolutely rewarding. The business has survived and even thrived through COVID and other challenges, as has been set out throughout the day, the morning. There have been substantial enhancements and investments across the business, including the North Star completion and ramp up, the acquisition of Coil Coatings business in the US, and the investment in strong commitment in the transition to a low-carbon economy. There's not been a dull moment. We spend a lot of time in the business around the world, which is really, as a director, the place where you want to spend your time, and one of the things that really has occurred to me as I...
Or I've observed as I've gone through this, is there's a really amazing depth of talent in this organization, and it's very impressive. I do believe that my 20 years of board experience and 40 years, I hate to say that, of global experience, strategic background, supply chain, digital and manufacturing transformation, have allowed me to contribute to the developments over the last 3 years. I'm confident that many more opportunities exist for BlueScope to grow, both in Australia and globally, and I appreciate the opportunity to serve my next term and to support this growth aspiration, as well as to support the business as it continues to navigate and innovate through our carbon reduction strategies. I'm honored to submit myself to you for election and appreciate your support. Thank you.
That's great, Kathleen. Thank you. I'd like to reinforce the important contribution each of these three directors make to your board, and I'd like to confirm that the rest of the board unanimously recommends the re-election of these directors. So I now invite any questions from the floor on the re-election of these directors. Any shareholders present who have a question, please move to the microphone. Okay, Michael?
We do have a couple of questions online, one from Stephen Main. At last year's AGM, the outgoing chair rejected a suggestion to put BlueScope's sustainability and climate policies to a non-binding vote, as other carbon-intensive companies such as Woodside, Santos, and Rio Tinto have done. When did the board last seriously examine this proposition, and will you do it in 2024? Could both Rebecca and chair-elect Jane McAloon comment on this?
Well, Steven, I think I'll just answer that question, if I may. I think the company communicates with shareholders extremely well, and that's around our intentions with climate. Climate change is a long-term commitment of the organization, and we will be updating our climate action plan every three years, and that's the document and conversation that is the most appropriate with shareholders. I don't think it is sensible to actually put this to a vote every year. I just don't find that to be a process that really adds value for what is a 20-year type commitment here. So on that case, we have considered it, and we'll no doubt consider it in the future, but at this point, we don't think it's necessary.
... Thank you. A question from Greg O'Keefe, Tyco Superfund. As a father of a daughter and a grandfather of a granddaughter, I very much support equal opportunity for women. However, I am concerned that while the board contains several women, the only engineer is a Chinese female. Will the board consider bolstering its membership with people who have knowledge in how to make stuff?
Well, I think that, that's an interesting comment in its own right. But, Alistair Field, who's joining the board in January, has a very strong operational background. I had a very strong operational background in my early career, and there are a number of directors, male and female, who've who have that experience. So, I think the board is well balanced in terms of the skills that it brings to the board, and I think we're we have good balance.
Excellent. And one final question from Stephen Main: Kathleen Conlon has been a director of Aristocrat Leisure since 2014, a business that inflicts a lot of social harm on communities through its gambling products. Does the board take into account the social damage caused by companies on which our directors serve? And could the chair comment as to whether it would be acceptable to appoint a tobacco industry director to our board? Many directors shun the gambling industry. Why doesn't Kathleen?
Let me first start off by saying Kathleen is an excellent director, and whatever board that she's on, she would add considerable value to dealing with all of the issues that those companies have to deal with. So I think Aristocrat are very lucky to have her because she's an excellent director. But I'm not gonna comment on Aristocrat's business. That's another, a different business altogether, and it's not appropriate for me to comment on that.
There's no further questions online or no questions from the telephone that I can see.
Okay. Thanks, Michael. Well, that concludes the discussion on item number 2. Details of the proxies validly lodged in relation to these items are now displayed on the screen. And based upon the proxies received, I'd like to congratulate Rebecca, Jennifer, and Kathleen on their re-election. So I now move to items 3, 4, and 5 on today's agenda, which relate to the adoption of our 2023 remuneration report and grant share rights under the company's short-term incentive plan and alignment rights under the company's long-term incentive plan, respectively, to the company's Managing Director and CEO. Each of items 3, 4, and 5 will be voted on separately, but as they all relate to remuneration matters, we'll deal with this discussion of all three items together.
Rebecca, in her earlier comments, spoke about the company's approach to remuneration issues, including the company's short-term and long-term incentive plans for the Managing Director and CEO and other key management personnel. There are voting restrictions which apply to items three, four, and five, which are detailed in the notice of meeting. Item three involves a non-binding resolution to adopt the company's remuneration report. Each director recommends that shareholders vote in favor of the resolution under item number three. The directors, other than Mr. Vassella, unanimously recommend that shareholders vote in favor of the resolutions under items four and five. Now, I'll now take questions from the floor on any of the three, four items number three, four, or five. Okay, Michael, have we received any questions on the telephone?
None on the telephone, but we had, we do have three online. So, one from Michael Muntean from the ASA: The performance threshold levels in the company's long-term incentive scheme were set more than six years ago when the company's situation was different. How does the remuneration committee go about challenging the threshold levels for ROIC and leverage to ensure they remain appropriate?
Well, as everyone realizes, we're in a cyclical industry, so some years we have good results and other years we have poorer results. The level of the threshold of the long-term incentive plan at 10%, was covered off in Rebecca's presentation. But all I would say is that in a cyclical industry, we want our executives to think long term. The decisions we make about the things that we do, whether they're investments in people or investments in capital, require a long-term view. This is a company that's 100 years old, and the 10% allows the cyclicality of the industry to wash through the incentive process, and ensures that people get rewarded for making the right long-term decisions.
And almost universally, shareholders have agreed that this is a very good way to motivate our people to be stewards of this long-term company.
... One follow-up, one from Stephen Main. Last year, I asked the CEO to summarize his past LTI grants as to whether they have vested or lapsed, and outgoing chair, John Bevan took the question. Most CEOs can factually deal with this question in 60 seconds, so could you please invite Mark to do so this year? Overall, approximately what percentage of his LTI grants have vested and lapsed since he was appointed in 2018? And has he had to sell some shares to meet the tax obligation which come with the vesting, as many CEOs do?
Okay, so Mark's been with the company for 35 years, so I don't know the full history of his his incentive process here. But what I can say is he has received his STI and LTI in shares every year. For his STI, he can either take cash or he can take shares, and he's always chosen to take shares. And that's because he wants to have the same experience as shareholders in living through the ups and downs of the business. Of course, we allow, as a board, each of our executives who have these granted and they vest, to sell up to 50% of them to pay tax, if that's what's required, because taxes need to be paid on these immediately. But that's the only basis on which he sells shares.
One final question from Stephen Main. Quoting from the ACCC press release, in December 2022, the Federal Court found that BlueScope and one of our executives had attempted to induce eight steel distributors in Australia and an overseas manufacturer to enter agreements to fix and/or raise the level of pricing for flat steel products. We were fined AUD 57.5 million. How were the pay arrangements managed for the executive concerned, and what did this embarrassing fine have on broader pay arrangements across the BlueScope executive team?
Okay, so the alleged behavior that the court found against happened in 2013 and 2014, so that's a long time ago. It's not the executives that are in the room today. So that particular court case and judgment, we have appealed, and that appeal will be held sometime in the next 12 months, and we'll deal with that when we get there. I think it's unlikely, though, that we're going to take any action. In fact, I can confirm we won't be taking any action against any existing employees relating to that activity.
Thank you. There's no more questions online or on the telephone.
All right. Thanks, Michael. Well, that concludes the discussion on these three items. The details of the proxies validly lodged with the company in relation to these items are shown on the screen. This brings us to the final item to be discussed today. This item relates to the renewal of proportional takeover provisions. Under the Corporations Act, a company may include provisions in its constitution that enable it to refuse to register shares acquired under a proportional takeover bid, unless a resolution approving the bid is passed by shareholders. Rules 6.12 to 6.17 of the company's constitution currently contain provisions dealing with proportional takeover bids in accordance with the Corporations Act. These provisions were last approved at the 2020 AGM and ceased to have effect after the nineteenth of November of this year, unless this resolution in item number 6 is passed.
The directors considered it in the interest of shareholders to renew these provisions. If this resolution is passed, the proportional takeover provisions will apply for a further three years from today. The information required by the Corporations Act relating to this resolution is contained in the notice of meeting, including the effect, these provisions, the reasons for the provisions, and the potential advantages and disadvantages. The directors believe the proportional advantages outweigh the potential disadvantages of renewing the proportional takeover provisions for a further three years. Therefore, directors unanimously recommend the shareholders vote in favor of this resolution. This resolution is a special resolution that requires to be passed by at least 75% of the votes cast by shareholders. I now invite questions from the floor. Michael?
There are no further questions online or on the telephone.
Okay. Thanks, Michael. That concludes the discussion on that item. Details of the proxies validly lodged in relation to this item are now displayed on the screen. Now, are there any more questions from anybody or anyone online? Michael?
No further questions online or on the telephone.
Okay, thank you. As we don't have any further questions, that concludes the formal business of the meeting today. As mentioned earlier, shareholders and proxy holders present, holding a yellow admission card are entitled to vote, and your voting paper for the poll is on the back of the yellow card. If you have difficulty completing your voting paper, seek out a Link staff member who will assist you. If you haven't already done so, I now ask you to complete your voting paper or vote online. For those physically present, please place your completed voting paper into the poll collection box, which are positioned near the exits of this room. The poll will remain open for a further five minutes to enable shareholders to submit their votes.
For online shareholders, there is a countdown clock that will appear on your screen, letting you know how long you have until the meeting closes. Except for the closure of the poll, there are no other matters to be transacted in this meeting. Thank you for your attendance, and I invite you to join us for some light refreshment after the meeting. The results of the poll of items 2-6 will be available later today and can be obtained by visiting the ASX or our website. Thank you for your attendance at today's AGM. The board and I thank you for your continued support of the company. For the final time, as your chair, on behalf of the board, I wish you and your family good health. I now declare the meeting closed. Thank you.