Bravura Solutions Limited (ASX:BVS)
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Apr 28, 2026, 4:10 PM AEST
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AGM 2024

Oct 29, 2024

Matthew Quinn
Chair, Bravura Solutions Limited

Good morning. And on behalf of the board, I would like to welcome you to the 2024 Annual General Meeting of Shareholders of Bravura Solutions Limited. This year's meeting is also being held online through a virtual meeting platform provided by Link Market Services, and all attendees are able to listen to a live webcast of the meeting. Members and proxies will have the ability to ask questions in person, online, or through a conference call and submit votes either in person or online. It now being 10:00 A.M., and there being a quorum present, I declare the 2024 AGM of Bravura Solutions Limited open.

I am Matthew Quinn, the Chair of Bravura Solutions Limited, and with me is the Group CEO and Managing Director Andrew Russell, and our Company Secretary, Melissa Jones. Our other directors, Russell, Charles, Sarah, Damien, and Shezad have joined us all online. Graham Leonard from our auditor, Ernst & Young, is also in attendance. I'll start today's proceedings by making some brief remarks, and we'll then invite Group CEO and Managing Director Andrew Russell to address the meeting before we move on to the formal business. FY24 was a significant and successful year for the company. With a refreshed board, new CEO, and management team, the company returned to profitability and exceeded market guidance with materially improved financial results. The company is now well positioned to further improve returns for shareholders, as illustrated by the proposed capital return the subject of resolution three at today's meeting.

There are several important resolutions for vote in consideration at today's AGM. Directors have different views in relation to resolutions one and two, and the reasons for their respective views are included in the explanatory memorandum that accompanied the notice of meeting. I would like to assure you that despite these different views, the board is united in its support of our CEO, Andrew Russell, and his team, and their focus on delivering improved financial performance through more cost savings and revenue growth from both existing and new clients. Furthermore, we all recognize the importance of investing in our products to provide the best technology solutions for our clients, to help them drive operational efficiency, and the importance of looking after our employees and motivating them to do their best for the company. I would now like to invite our CEO, Andrew Russell, to provide an overview of FY24.

Today, I will present the following agenda.

Andrew Russell
CEO, Bravura Solutions Limited

Good morning. My name is Andrew Russell, and I am the Group CEO and Managing Director.

FY25 guidance.

Today, I will present to the following agenda.

And then finish with.

Presentation headlines. FY25 strategy and priorities. FY25 guidance and the capital management update, and then finish with some key takeaways.

Material turnaround in the financial performance.

I will begin with our presentation headlines. We exceeded our upgrade. Key messages for our shareholders are. There was a material turnaround in the financial performance of the business in FY24. We exceeded our upgrade in guidance, delivering a full-year result of AUD 25.8 million and Cash EBITDA of AUD 10 million. Revenue at AUD 250.4 million was in line with guidance. We transformed the business at scale and at pace. Having rebuilt the foundations of a quality business, we are now able to explore revenue growth opportunities in all the markets we operate in with both existing and new clients. In FY25, we expect to see a continuation of the improvement in our financial results. FY25 is focused on energizing the business so we can build and grow our revenue and client base.

Client focus, margin improvement, and employee engagement.

Our corporate strategy is simple and is focused on delivering a fundamental back-to-basic business strategy. Client focus, margin improvement, and employee engagement. Now that the business has been reset, we turn our operational execution to deliver on our energized, build, and grow transformation strategy. This involves executing to four strategic pillars. Firstly, an EMEA and APAC market laser focus supported by our centers of excellence in Poland and India. Secondly, continuous improvement in our market-leading technology. Thirdly, positioning to grow with our clients, and fourth, building a high-quality technology business.

And seeking their feedback on how we can.

In both our markets, we are actively listening to and regularly engaging our clients regarding the changes and improvements we are making and seeking their feedback on how we can be a better partner with them moving forward. Our second pillar priorities are to have continuous improvement in our technology solutions, leading the thinking in pensions, workplace, digital advice, insurance, superannuation, technology innovation. We have programs currently underway that are focused on delivery of material improvements in our engineering development capabilities through our technology centers of excellence in Poland and India. Our third strategic pillar is to grow with our clients by maintaining and deepening our strategic relationships with them. We are ensuring that we understand our clients' needs and deliver commercial outcomes that benefit both businesses over the short, medium, and long term.

Evidence of how we are improving trust and engagement is that all FY24 expiring contracts were renewed with improved economics. I am pleased with the progress we are making with energizing the business in FY25 to ensure that we are all well positioned to build our revenue pipelines with new client wins as well as growing our programs of work with existing clients. We are now underway with rebuilding a high performance and a great place to work culture following the material transformation the business executed in FY24.

Firstly, guidance.

I would like to make a short update on our FY25 guidance and capital management strategy. Firstly, guidance. The first quarter of FY25 has met our expectations, and we are on track to deliver materially improved results in line with our guidance of EBITDA of AUD 36 million-AUD 40 million and cash EBITDA of AUD 28 million-AUD 32 million. While the forecast cash EBITDA margin for the year is still below benchmarks set by world's best enterprise software businesses, it shows a very positive trajectory that we will further build on in FY26 to strive towards these benchmarks. Now, capital management. Assuming the approval of resolution three at today's meeting and subject to the receipt of a favorable draft class ruling from the Australian Taxation Office, we will be making a capital return to shareholders of AUD 73.2 million in March 2025.

The company is now generating significant cash profits, and in due course, we expect to recommence payment of dividends to shareholders while retaining funds for a reinvestment in growth opportunities, so in summary, firstly, we are successfully executing in line with our strategic pillars, with the FY25 focus on energizing the business to build and grow a pipeline of revenue growth opportunities. To deliver improved revenue, we will continue to step up our client engagement to both deepen our strategic relationships and solve pain points with our software and professional services offerings. The business is on target to deliver to our FY25 guidance, and we are in a very strong capital position. Thank you to our shareholders for your ongoing support and belief in Bravura Solutions, and to our employees and customers for helping us deliver these results.

I look forward to updating you all on our progress at our FY25 half-year results presentation in February. Thank you. I will now pass back to Matthew Quinn.

Matthew Quinn
Chair, Bravura Solutions Limited

Thank you, Andrew. And well done to you and your team for an excellent performance last financial year. Before we start our formal proceedings, I would like to summarize the proxy and voting procedures for this meeting. If you are attending in person, you will have been given an attendance card when you registered on arrival. If you have a yellow voting card, you are a voting shareholder, proxy holder, or corporate representative and have chosen to vote using a paper voting card. You are also entitled to speak at this meeting. If you have a blue card, you are a non-voting shareholder, having already provided your proxy. You are entitled to ask questions, but you are not entitled to vote at this meeting. If you have a red card, you are a visitor and are not entitled to speak or vote at this meeting.

For those shareholders attending online, I ask that you familiarize yourself with the virtual meeting online guide via the link on your screen to register for a voting card, ask questions online via the ask a question box, or ask questions verbally via the audio question option. You will only be able to ask questions online once you have registered via the online platform, and I encourage shareholders online to send their questions through as soon as possible. We will now turn to the formal business of the meeting. The minutes of the previous AGM were approved by the board and signed by the chair. Copies are available should any member wish to see them. The notice of meeting dated 27 September 2024 has been made available to shareholders, and I propose that it be taken as read.

The board considers it appropriate to recognize the votes of those shareholders present today and those who have voted by proxy by way of a poll. I will now open the poll, and you can vote by completing the voting card and giving it to a Link Market Services representative or by casting your vote online. Proxy results received prior to the meeting will be displayed on the screen prior to the resolutions being put forward. The poll will close at the end of the consideration of the resolutions when all questions have been asked and answered. I will announce the imminent closing of the poll at that time. A representative of Link Market Services will act as returning officer for the purposes of conducting and determining the results of the poll.

The results of the poll will be released to the ASX and made available on the Bravura Solutions website as soon as they are available. On all items of business where undirected proxies have been given in favor of the chairman, I will be voting those proxies in favor of resolutions one and three and against resolution two. Directors and executives identified as key management personnel will not be voting, and undirected proxy votes given to them for resolution one. Entities related to Mr. Leonard, being L6 Holdings and Pinet ree Capital, are eligible to vote on resolution one. If anyone with a yellow or blue card wishes to speak, please make your way to the microphone at the appropriate time and identify yourself before asking me your question.

For those who are participating via our online platform, please ask questions by selecting the ask a question tab or using the audio question option. Any comments made or questions raised for discussion must be relevant to the business of the meeting. We will now move into the items of business for this meeting as set out in the notice of meeting. Proxy results for all items of business are now displayed on the screen. The first item of formal business is to receive the Bravura Solutions financial report for the year ending 30 June 2024. Mr. Leonard from our auditor, Ernst & Young, is available to take questions relevant to the conduct of the audit and preparation and content of the independent audit report. Please direct any questions that you have of our auditor through me.

Are there any questions on the Bravura Solutions financial statements, director's report, or the auditor's report?

We will move to Resolution 1, the remuneration report.

There are none in the room, none online.

Resolution one is the adoption of the remuneration report contained on pages 22- 37.

So we'll move to resolution one, the remuneration report.

Resolution one is the adoption of the remuneration report contained on pages 22- 37 of the 2024 annual report.

As you will see from the proxy results, there is a large vote against adoption of the remuneration report. We will engage with shareholders who voted against its adoption and with the proxy advisory firm that recommended voting against its adoption and take their views into consideration when determining any changes required to our remuneration structures and policy, and we will take this process very seriously. Are there any questions on the remuneration report at today's meeting? None in the room and none online. Item number two, resolution two, the election of Mr. Dexter Salna as a director. The proxy results show a majority in favor of Mr. Salnas election, and with most shareholders having cast their vote by proxy, it is highly likely that Mr. Salna will be elected as a director.

Our next board meeting is due to be held next week, and Dexter will be welcomed to the board at that meeting. We look forward to working with Dexter and drawing on his considerable experience. Are there any questions on this item? No questions in the room, no questions online. Resolution three is the approval of the capital return. Thank you for your almost unanimous support for this resolution. We will now engage further with the ATO in relation to the draft class ruling and update the market by an ASX announcement in due course. Are there any questions on this item? No questions online, and none in the room. I will now allow shareholders to ask any questions that they have not already been addressed, after which the poll will be closed, so if you haven't yet voted, please do so now before the poll closes.

Are there any questions online or in the room?

There are no further questions. The poll will now be closed, and I now.

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