Good morning, and welcome to the twenty twenty-four Annual General Meeting of Cochlear Limited. I'm Alison Deans, Chair of Cochlear, and it's my pleasure to welcome all shareholders to today's meeting. We have shareholders attending in person here at Cochlear's global headquarters in Sydney and shareholders attending online. I'd like to formally declare the meeting open, and on behalf of Cochlear, I'll acknowledge the Wallumedegal peoples of the Dharug Nation, who are the custodians of this land. I'd like to pay respect to elders, both past and present, and to leaders emerging. I'd also like to acknowledge the traditional custodians of the various lands in which we meet virtually.
Today, I'm joined on stage by my fellow directors: our CEO, President, and Managing Director, Dig Howitt, Glen Boreham AM, who is standing for re-election today, Christine McLoughlin AM, who is also standing for re-election today, Caroline Clarke, who was appointed to the board in September and is standing for election today, Sir Michael Daniell, KNZM, Michael del Prado, Karen Penrose, and Professor Bruce Robinson AC. Also joining us on stage is our Group General Counsel and Company Secretary, Rob McGrory. In the front row is Rachel Gatt from KPMG, our external auditor. Rachel will be available to answer questions about the audit of FY 2024 financial statements later in the meeting. We're also joined today, both in person and via the online platform, by a number of our executives. I'll now invite Rob McGrory, our Group General Counsel and Company Secretary, to run through the meeting procedures.
Thank you, Alison, and good morning, everybody. To start, could you please make sure your mobile phones are switched to silent? And please note that the filming of today's meeting is not permitted, but there is a live webcast and will be made available on our website after the meeting. In the very unlikely event it becomes necessary to evacuate the building today, we'll be exiting through the same doors you entered into today. Please ensure you follow the directions from the Cochlear team. This is a shareholders' meeting, and only shareholders or their appropriately appointed representatives are entitled to vote and ask questions today. Questions submitted prior to the meeting will be addressed as either part of the Chair's address or as part of the relevant item of business.
For those in the room, to ask a question, please approach the microphone in the center of the room when prompted at the relevant item of business. Wait to be introduced before asking your question, please. Anyone who requires assistance moving to the microphone, please let a member of our team know. For the shareholders attending the meeting online, you can submit your written questions at any time via the meeting platform, selecting the Q&A icon, and then select the topic your question relates to. Simply type your question into the chat box and press Send. You can also submit your questions verbally via the telephone line by pressing star one. Your question will then be transcribed by the operator and submitted as a written question.
All questions that are submitted online will be moderated to avoid repetition and may be summarized in the interests of time. All questions from shareholders online will be read by a Cochlear staff member. Your Chair, Alison Deans, will answer all questions initially or may refer to another person for a response, if appropriate. For each item of business, we will take questions from shareholders physically present in the room, followed by shareholders online. Now, we want to give as many shareholders as possible the opportunity to ask questions at the AGM. To do this, we ask that you speak briefly, ask questions at the relevant item of business, and try to limit yourself to a couple of questions. Moving now to voting procedures. Polling is open now, and shareholders are encouraged to vote early. The voting recommendations are set out in the notice of meeting.
The poll will remain open for five minutes after the close of the meeting to allow you to finalize your votes. A representative from Computershare, our share registry, will act as the Returning Officer for the poll, for the purpose of the poll. If you're here in person, please complete the voting card that was issued to you at registration. You may complete your card and cast your vote at any time from now until the poll closes. To cast your vote, place your voting card in the designated boxes beside the meeting room door. If you need assistance, please ask one of the representatives from Computershare. If you're attending online and eligible to vote at this meeting, select the Vote icon, and the meeting resolutions will appear on your screen. To vote, select your voting choice. A tick will appear to confirm receipt of your vote.
There is no need to press the Submit or Send button, as the vote is automatically recorded. You can, however, change your vote up until the poll closes. A quick reminder, the poll will remain open for five minutes after the close of the meeting. If you experience any difficulties with the online meeting platform, please call the number on the screen. Now, during the AGM, the Chair intends to display the number of direct votes and proxies held for and against each resolution on the screen. This will be done before any resolution discussion. I confirm that the Chair of the AGM intends to vote all available proxies in favor of each resolution. The final voting results will be released to the ASX after the meeting. I now welcome back your Chair, Alison Deans.
Thank you, Rob. I would now like to move to my address. Ladies and gentlemen, Cochlear is the leader in implantable hearing solutions, connecting hundreds of thousands of people globally to a full life of hearing. We're a mission-led company. Our people are strongly connected to the mission to help people hear and be heard. It's the passion that inspires the organization and focuses the strategy. The pioneering spirit that started Cochlear over forty years ago continues to drive us forward. Every day, we transform the way people understand and treat hearing loss, and we're committed to reaching more people to provide support for a lifetime of hearing. With every implant, we begin a lifelong journey with our recipients. Excuse me. Over the past year, we've made great progress delivering record sales revenue and growing profits.
At the same time, we continue to invest to drive growth over the short, medium, and long term, and importantly, we made excellent progress in creating value for all of our key stakeholders. We achieve these outcomes by building on our key strengths and market-leading innovation, commitment capabilities, working with a global network of experts and collaborators, the strong and trusted relationships we've built with our customers, and investing in our people, who are central to how we create value. I'll now touch on some of the highlights of the year. At our core, we create value by contributing to a healthier and more productive society. We do this by building societal awareness of the importance of hearing health, advocating for improved access to implantable hearing solutions, and providing implantable hearing solutions that deliver a lifetime of hearing.
This year, we helped over 47,000 people to hear with a Cochlear or acoustic implant. Receiving an implant leads to improved health outcomes, reduced educational costs, and productivity gains. These benefits have been externally estimated as delivering net societal benefit of more than AUD 8 billion over the lifetime of these new recipients. Over the past few years, we've seen a growing body of research establishing links between hearing loss and cognition. In July 2023, interim results were reported from the large-scale ACHIEVE study in the U.S. The research studied a group of older adults with hearing loss and a risk of cognitive decline. It found that those who wore hearing aids showed a 48% reduction in cognitive decline over a three-year period compared to those who didn't wear hearing aids.
Research out of the University of Melbourne has demonstrated the potential role of cochlear implants in stabilizing or improving cognition in older adults with severe to profound hearing loss. Participants in this groundbreaking study demonstrated significant improvements in executive function and working memory after four and a half years of cochlear implant use. These findings are a major advancement in understanding the broader impact of hearing impairment and the need for adults, policymakers, and health professionals to prioritize the treatment of hearing loss. It not only helps people to hear and participate in society, but has the potential to slow cognitive decline. As the evidence for intervention grows, we're also supporting the development of a consistent process by which all healthcare professionals diagnose, refer, and treat adults eligible for hearing implants.
Over the past few years, we've invested in awareness and access activities alongside industry professionals and advocacy groups. We have been actively supporting the rollout of clinical practice guidelines for cochlear implants and continue to focus on professional education to strengthen the referral process. We also continue to advocate for greater funding for hearing implants. Over the past 12 months, we've been successful in expanding indications and funding across a number of countries. The Osia System achieved funding in several countries, and in the U.S., we achieved approval to lower the age for implantation of the Osia System from 12 to 5-year-old children. Moving now to our people. Building a strong organization with thriving people is essential to our long-term success. We have an engaged, capable, and high-performing team. It's a diverse workforce with over 5,000 people across the globe.
Their knowledge, expertise, passion, and focus on excellence is key to achieving our future success. We're pleased to report overall engagement remained strong this year at 80%, with this year's survey highlighting that employees feel proud to work at Cochlear, and that they understand their contribution to our strategy and to the satisfaction of our customers. As our workforce continues to expand, we work hard to intentionally shape the culture that will enable us to grow and deliver for our customers in the future. We continue to invest in capability development for all employees and to strengthen our culture of innovation, achievement, and inclusion. Achieving gender equality is one element of our diversity, equity, and inclusion strategy. Across the business, 51% of our people are female, and we've achieved 43% female representation among our senior leaders.
At board level, female directors increased to 44% following Caroline Clark's recent appointment. Finally, I'd like to highlight changes to the board. Over recent years, we've continued our process of board renewal, adding new directors with diverse perspectives and relevant experience, while maintaining continuity and corporate knowledge. As part of that renewal process, long-serving director Yasmin Allen retired from the board in March. Over her 13 years of service to the Cochlear board, Yasmin provided invaluable counsel. Her extensive experience in investment banking, along with her significant experience in strategic analysis and corporate advice, have greatly contributed to Cochlear's strategic direction. The board and management team sincerely thank Yasmin for her significant contribution to Cochlear and wish her well for the future. In July, we announced the appointment of Caroline Clark to the board.
Caroline has more than thirty years of commercial experience in consumer, medical device, and medical equipment, and healthcare services businesses in large global companies. She was most recently CEO and Executive Vice President, Asia and Pacific, for Philips, responsible for the overall strategy, business, and management of the health systems and consumer personal health business across the region. Caroline has deep understanding of the healthcare industry and is a respected leader with a track record of driving digital transformation in health systems and patient care. Her rounded experience and skills will be invaluable to Cochlear and serve to further enhance the expertise of the board. I'll now hand over to our CEO and President, Dig Howitt, who will talk to progress on our other value drivers.
Thank you, Alison, and good morning, everyone. We create value for our recipients by building a market-leading portfolio of high-quality products and services that support a lifetime of hearing outcomes for recipients, and we invest in education and clinical support tools to ensure our professional customers have convenience and confidence in caring for implant candidates and recipients. We achieve this through a multi-decade philosophy of investing to grow and an unwavering commitment to innovation. Our commitment to innovation stems from Professor Graeme Clark's work to develop the first multi-channel cochlear implant in the 1970s. Our market-leading technology underpins our global market share of over 60%, and in FY 24, we invested over AUD 270 million in R&D, representing 12% of revenue, and we continued to make good progress on key development projects.
Our major new product launch this year was the Cochlear Osia OSI 300 implant, which achieved CE mark and US Food and Drug Administration approval, driving strong demand for acoustic implants from December 2023. The new implant retains the high power output of the OSI 200 and is now 3 Tesla MRI compatible, enabling recipients to undergo MRI scans at 1.5 and 3 Tesla strength without the need to surgically remove the implant magnet. Our implant innovation aims to improve hearing outcomes and make our products fit more seamlessly into the lives of our customers. This includes aiming to improve the quality of stimulation of the auditory nerve and development of a drug-eluting electrode and totally implantable cochlear implants.
Together with our research partners, we are investigating ways to better protect structures of the inner ear and improve the electrode neural interface, exploring drug device combinations, as well as providing the surgeon with more information on electrode placement. We've been developing a drug-eluting electrode, an electrode incorporating the drug dexamethasone, with the aim of improving hearing outcomes for patients. We have long-term data supporting the sustained reduction in impedances from a small drug-eluting electrode feasibility study from two thousand and fourteen. The latest data from a multicenter randomized controlled trial has demonstrated substantial impedance reduction, suggesting a drug device combination has the potential to protect the cochlea, reducing inflammation and resultant fibrosis. We are examining whether reducing fibrosis will improve hearing preservation post-implantation. We also create value by being environmentally responsible, implementing initiatives to promote sustainable use of natural resources and reducing our environmental footprint.
We continue to make good progress towards our net zero targets. We have reduced Scope 1 and 2 emissions by 70% from our financial year 2019 baseline, by increasing renewable energy usage at our manufacturing sites. We've reduced the number of flights taken per full-time employee by 40% from our financial year 2019 baseline. We've also made good progress in preparing for the upcoming mandatory reporting requirements, and we completed a Scope 3 emissions inventory and our first climate risk assessment this year. Finally, we aim to deliver sustained value through financial discipline and a commitment to high standards of corporate governance and transparency. We delivered strong financial results in FY 2024. Sales revenue increased 12% in constant currency to a record AUD 2.3 billion, with strong growth across all business units.
Underlying net profit increased 27%, an increase of 15% in constant currency to AUD 387 million. The balance sheet remains strong. At the end of FY 2024, we had net cash of over AUD 500 million, with operating cash flows sufficient to fund investing activities and capital expenditure while delivering dividends to shareholders. For the year, dividends increased 24%, representing a payout of 69% of underlying net profit. In May, we completed the acquisition of Oticon Medical cochlear implant business. Importantly, welcoming 20,000 new cochlear implant customers to Cochlear. As we look to the future, we remain confident in our opportunity to grow our markets. There remains a significant unmet and addressable clinical need for cochlear and acoustic implants that we expect to continue to underpin the long-term sustainable growth of the business.
Our clear growth opportunity and strategy, combined with a strong balance sheet, mean we are well-placed to create value for our stakeholders now and over the long term. We provided earnings guidance for the FY twenty-five financial year at the release of our results in August, outlining our expectations for an increase in underlying net profit of between six and 11%. We continue to expect this level of increase based on the current foreign currency spot rates prevailing at the time of the result. Thank you, and I'll pass back to Alison.
Thank you, Dig. I would now like to move to consider the items of business for our meeting today. Resolution one point one deals with the receipt and consideration of Cochlear's financial report, directors' report, and auditors' report for the year ended June thirty, twenty twenty-four. These are incorporated in the twenty twenty-four annual report, which has been made available to all shareholders. There is no requirement for a formal resolution on this item. However, it is Cochlear's practice to do so. I now ask that the direct votes and proxies be displayed on the screen for resolution one point one. Thank you. This item provides shareholders, as a whole, with an opportunity to ask questions on the company's financial and business performance. Any shareholder who has a question or comment on the financial and business performance or on the management of the company should raise them now.
This is also the appropriate time to raise any questions you may have of the company's auditor. Shareholders have already raised a number of questions in advance of the meeting today, and we'll start by addressing those questions. Similar questions have been collated to enable me to respond to the key themes arising from the questions. First, we received questions from several shareholders on why we don't offer a dividend reinvestment plan. We review our capital and cash requirements on a regular basis, but Cochlear does not currently intend to implement a dividend reinvestment plan, as we have sufficient cash to fund our business needs. The next question is about our FY twenty-four final dividend and whether this was franked at a higher or lower level than in prior years.
The dividend paid to shareholders earlier this month was franked at 80%, which is higher than the 70% franking level of the FY 2023 final dividend. We are well on the way to fully franking the dividend again over the next year or so. A shareholder has asked why our share price has fallen. In a broader context, the share price has risen substantially over time as the business has performed well. Indeed, over the past twelve months, the share price has increased by 14%. This has been with some volatility, as there are many factors that can influence the share price, many of which are beyond our control.
As Dig discussed, in FY 2024, we delivered strong financial results, achieving our guidance, which was upgraded in February, and recording record revenue growth of 12% in constant currency, growth in NPAT of fifteen percent in constant currency, and increasing dividends by 24%. For FY 2025, we've provided earnings guidance and continue to expect to deliver solid rates of growth. We've been clear and consistent about our expectation for growth for many years, and we continue to target top-line growth of around 10% over the medium term, while targeting an underlying net profit margin of around 18%. Over the medium term, we expect our shareholders to continue to judge us on our ability to achieve our growth targets.
We have a question from a shareholder on whether we will advertise in media which promotes climate change denialism, misogyny, or racism. Direct communication with potential patients has become increasingly effective in raising awareness among adults and seniors of the importance of addressing hearing loss and of cochlear implants as a therapy. We use a traditional range of mainstream media in reaching those customers, and we have clear standards we require of our suppliers, including those we advertise with. These standards are embedded in our supplier code of conduct. The last pre-submitted question asks if we do intend to continue using KPMG as our auditor.
KPMG are a well-respected firm that has provided auditing and tax services to Cochlear for many years, and we continue to be completely satisfied with the quality of their work. As part of good governance, we review KPMG's independence semi-annually. We also rotate the lead audit partner every five years to ensure we introduce new expertise and fresh perspectives to the audit process, and we'll continue to review this choice over time. Are there any questions in the room related to this item of business?
Chair, may I introduce Patricia Beale from the ASA?
Good morning, Alison and the board. And my name's Patricia Beale. I'm representing a hundred and twenty proxies who've entrusted us with votes that have put us nearly halfway up the list of the top twenty shareholders. And that shows that our members do particularly value the long-term nature of Cochlear's steady growth and some dividends, but always keeping enough to support the long-term growth for the benefit of implant holders who will require updating and keeping up to date with all the latest technologies for many years into the future.
And so the value is very much on long-term incentives to the board, to the board and executives to maximize that long-term effect, consistent with still giving some dividends. And so thank you for that. We definitely approve the duration of the dividend over a lot of years. One thing, Alison, you have emphasized how well, and I congratulate you for that, the board is now representative of both genders. Have you started at all monitoring diversity in other aspects, like racial or whatever, to further represent the views of the wide range of people who will need your implants?
Should I go with that first?
Uh-
Yeah.
Yes, I'll-
Yeah
let other people.
No, it's more I might not remember the second question. Let me go with that one. So first of all, Patricia, we also really appreciate the engagement that we have with you and your team at the Australian Shareholders' Association. It's very helpful to have that view from the retail shareholders, so thank you for the work you do. In terms of diversity, we are really clear that a diverse and inclusive workforce is fundamental to business performance, and that includes all elements of diversity.
We're really clear that taking a diverse view on workforce and the board gives us access to the broadest range of talent, and then ensuring we have an inclusive culture ensures that we bring those perspectives to bear, and that just leads to better decision-making and better outcomes. So at a fundamental level, we are absolutely committed to diversity in its broadest sense. Gender has widely been used as the first dimension of diversity, and that's why we have focused on disclosing those metrics. But we are very much committed to diversity more broadly.
Thank you. Regarding the board's skills matrix, and thank you for the clarity with which that has been itemized in the annual report. I'm thinking about sustainability, which was one of the most recently added criteria, I suspect, and it's certainly of an increasing importance in how ASA evaluates different companies. The ratings go from experienced downwards, and sustainability, no members are shown as being experts or experienced. Five are experienced, and three with limited expertise. Are you intending to increase that expertise within the board, please?
Yeah. No, thank you. And I've, we've been reflecting on that since you asked that question, and it was a very good question. So we are very conscious that ESG is an important topic for all companies, and it covers a wide range of topics across environmental, social, and governance, and each of those is moving. It is evolving. We actually have a really deep level of experience and expertise on the board around ESG more broadly, particularly the areas of social and governance characteristics. And also, those practices are deeply embedded in the way Cochlear does business. Specifically, on the area of environmental governance, we're conscious that this is an area which is evolving, and we're conscious of our need to keep pace with that evolution.
We are continuing to invest in the capability, both of the board and of the organization, and we do. We're doing that through ongoing board education, as well as engaging with subject matter experts when we need to. What I would say is that while we're continuing to evolve that capability to keep pace with the change, we're comfortable that the level of environmental governance on the board is appropriate for Cochlear at this point in time. More broadly, across ESG as a whole, we actually have deep expertise on the board.
Thank you.
Thank you.
Maybe I'll I have one other minor question, but I'll,
If you want to go ahead-
Stand, uh-
If you want to go ahead, Patricia, while you-
Oh, well, basically, Cochlear very much relies on developing future advances in the technology of all of your devices. And we note with concern, and have done for several years, that the factory in China is now fully operational, I think is how you put it in the annual report. I trust that is accompanied by commensurate security provisions so that you do protect all your expertise.
Yes. It's a really important topic. We invest considerable thought and resources in thinking about how we protect our intellectual property. As you know, we invest over AUD 270 million each year in developing in our R&D processes. That's to develop IP, which underpins our technology advantage and is a really important driver of value of Cochlear over the longer term. So in parallel with that, we have a very rigorous post process for identifying IP, registering that as patents, and then making sure that we monitor the market to ensure people are respecting those patents.
At the same time, we're also thoughtful about the know-how that sits in the manufacturing processes and how we think about protecting that valuable asset. So it is a complex area, but a really important one. It's w e understand it's critical to maintaining leadership, and so we invest significant attention and resources in all areas of protecting our IP, and we do that wherever we operate in the world.
Chair, may I introduce Dan Steiner?
I have to start by just saying congratulations. I didn't expect... I've been a shareholder for a while. I didn't expect the kind of results that this company generated, but I'm delighted with it. I do have a couple of questions. My first is a comment. Cochlear has improved, in the last year or two, its annual report to the extent that it is really easy to read and informative. The amount of technical jargon in a report from a company that is led by technology and medical technology, means I've read and understand most of it.
The other innovation, and I, when I was a company monitor for this company, asked in about 2008: "Please, could you make it easier?" So if I'm reading page three and I want to go to the detail on page twenty-four, I can get back to page three. I can do that with a paper report, but guess what? I can do that in 2024, and it works. The content in the report about research and development, about your partners here at the Australian Hearing Center, Johns Hopkins, the UK, and myriad other organizations who contribute. Not just to Cochlear, but to the overall improvement in understanding the importance of rectifying hearing loss. It's revealed very comprehensively in your report. So my congratulations to you, to Dig, and to those people who write the report. Now-
Can I just pause on that one, Dan? 'Cause we really appreciate your comments. You're right. A lot of thought and effort has gone into refining that report to make it more readable and make it clearer about the underlying drivers of what we do, as well as how we do it. And I think most of the people who are involved in that will either be in the room today or certainly listening, and I know they will really appreciate your feedback. So thank you.
For those shareholders who are online, who are not here, who can't get a copy of the report, please look at it online. It is very easy to peruse anything you're interested in. I want to pick up the comment that was first raised by Patricia, and that is artificial intelligence technology. I'm reading more and more these days about the tremendous expansion of capabilities that artificial intelligence is bringing to the entire world, and of course, that will include Cochlear because AI can help in manufacturing, design, customer service, and communication.
It would seem to me that it may be approaching the time when the board needs to look at having one of these directors, not replacing them, adding to them, someone who can assist greatly with the comprehension of what is happening at the leading edge of this enormous breakthrough. And I'm picking up from Bill Gates and from a number of others in various major global companies who are starting to explain, in terms that I can understand, how this is gonna change life. I just want to make sure that I get the technology to extend my life so that I can see it when it happens.
The question I wanted to ask about Australia: this company is based here. It's been based here forever. It started here. Has the market penetration of your target audience, that is, both the young but people who've approached middle age like me, and have begun to experience hearing problems, is your home market demonstrating an acceptance and progress in adapting the technology that your company offers, greater penetration than some of the other major markets in the world, or is there an opportunity in Australia to raise the game?
So many questions embedded in there. Let me take the AI one first, and then I'll come back to the Australia one. You're absolutely right. We have used AI in our products and services for many years, so there's actually quite a high level of expertise in the company. But the advances in recent years mean that there are just broader applications that we will consider in the future, and that goes from the primary focus will always be the products and services and the opportunity for better hearing, particularly sound processing and speech and noise, but also AI-assisted fitting, personalized rehabilitation programs.
There's also opportunities to use AI in how we think about developing clinical evidence, so using data and AI to accelerate that process, and definitely the opportunity to use data and analytics in how we approach our business operations as well. It is something that we definitely think about as a board matrix, and when we look at the skills that we want to have on the board, we consciously look at what are the skills we'll want over a five- and ten-year horizon, and bake that into how we think about directors we might want to approach in the shorter term.
And then second one on Australia, I'll leave Dig with the specifics on how, you know, how Australia penetration links to others. But I would say that there is definitely opportunity for greater adoption in, particularly in the adult and senior market. In pediatrics, Australia does very well in terms of newborn screening and then the follow-up through to implantation. But we still have very low penetration of severe to profound seniors and adults who would benefit from a Cochlear implant, so definitely more work to be done. But do you want to speak to the specifics?
Yeah. A little bit more to that. So Australia has the best hearing treatment in the world, both for children and for adults and seniors, but there's still a long, long way to go. So nine in ten adults and seniors in Australia who would benefit from a cochlear implant currently don't have one. So that's an indication of the growth opportunity we have around the world. It's also an indication of the extent of work that we all need to do, or society needs to do, on taking hearing loss seriously, as a medical condition and ensuring people have access to the best available care, given all of the other health and social benefits that come along with that. So there is much more we can do in Australia.
Just a final question. Government support for Cochlear Baha implants is very important to your business model. Has government support improved here in Australia, but your other major markets, such that that also helps the expansion of the adoption of the hearing enhancement that this company is based on?
Yeah, I think you're thinking about whether Australia acts as almost an exemplar for other countries in terms of penetration?
I'm really interested in whether or not there's been a trend, both in this country and others, that as the reports that you referred to in the annual report have come out and people are aware of it, whether governments are responding to that and saying, "Oh, we better improve access but also improve possibly the level of financial assistance that we provide those who need this implant.
Right. So those findings are absolutely fundamental in terms of understanding the importance of addressing hearing loss. I think it's still early days in terms of policymakers and clinicians understanding those and adapting and bringing that into their practice, whether that's in policy or in clinical practice. I would say it's still early days in terms of that impact.
There's an election coming up here. I'll talk to my local member.
Terrific. Thank you.
Chair, may I introduce Ray Trenery?
Hi. I'm a shareholder, and I agree with what Dan said about the annual report. It was really well-written, and I flipped through, and I thought you covered all bases on that one, and it all sort of tied together. You can easy cross-reference, et cetera, and I've got to congratulate you on the year, because on a year-to-year basis at least, it's like Paul Keating once said, "A beautiful set of numbers," 'cause everything, all the major metrics and that, like in patent, even are trending in the right direction over time. So I've got nothing really to complain about in terms of performance.
I mean, it's a great company. I like the way it's been run compared to a lot of other companies on the ASX. But just a small minor question: on page 24, you have this statement that people experiencing dizzy spells have falls, et cetera, and they're more likely to have those dizzy spells if they've got poor hearing. Is the implication that if you improve their hearing, you're gonna reverse that process? Why would that be? I just thought that was a case of, you know, if their... 'Cause your balance is part of your hearing mechanism, et cetera.
Yeah.
If that's been damaged, well, then, yeah, there's a correlation there. But how do you reverse that, yeah, and why would you think you could?
Yeah. Look, it is a really interesting area, and one that's going through sort of early research. But did you want to talk to the specifics of what's actually
Yes
been proven and not in that area?
Yeah.
Yes, please.
There's only one reference paper to it. I didn't bother reading it, but,
Yeah.
Yeah.
Yeah.
Yeah, so there is some evidence that shows that people who have their hearing treated are less likely to fall. And as you said, the vestibular system, the balance system, and the hearing system are very close together. They work in a very similar way, so it's perhaps not surprising that if there is some-
Yeah, is it reversible?
damage in one, it flows through to another. But treating one
Can you reverse the process, though? That's the thing is, I assume that 'cause they've got bad hearing, you know, you could- 'cause they're so closely connected, you could expect that that balance mechanism being affected as well in some, in a lot of cases. But, by improving their hearing, via a Cochlear implant or whatever, does that mean that you think that, you're gonna reverse the situation and less dizzy spells, et cetera?
What some of that evidence shows is that by improving the hearing, people are less likely to fall, therefore have some improvement in balance. But actually addressing balance more directly. It could be a similar therapy but a different implant. So, if that
Yeah
helps. So there is a link, but it's not a,
Yeah, it's not a direct correlation.
It's not a direct correlation of if you improve hearing, you will improve balance. There's some evidence that shows there is-
Yeah
some treatment.
I just thought it was an interesting thing that was-
Yeah
highlighted there because, you know, that's usually the downward spiral in old people. They lose their balance fall over, got osteoporosis, break a hip, and then it's off to the bedridden and-
Yeah
spiral to death. Yeah.
No, and it is. I think we're just being thoughtful about what's been proven versus not in those correlations versus causation and what can be fixed.
Yeah, that's what I wondered. I was just wondering about that.
But it's an area of investigation, and so in our advanced innovation team, there is a group who are-
Yeah
who are exploring this.
It's not like you had multiple or a set of papers. There was only one paper.
Yeah.
So maybe it's just one person putting that forward or one group of people putting that forward. Yeah.
Yeah.
Okay, thanks a lot.
Yeah, thank you. Are there any more questions? Oh, I'm sorry. Excuse me.
I'm sorry. Yeah, just over. Chair, may I introduce Sandra Gugan?
Gugan. I'm sorry, I didn't expect to stand up.
No, good morning.
Good morning. It's my first time. A little nervous. Just one comment from me. I'm surprised that you don't have real-time captioning here for this meeting, for some people who aren't going to get it all orally. So that's just a comment. I have two questions from my son. My son was implanted twenty-eight years ago, so thank you so much to the Cochlear, to that. And he has asked two questions here when I told him this morning I was coming. He said, "When will Cochlear start recycling their electronics, their processors, and their batteries? 'Cause recycling for our young people is very, very important in their life." So that's just one to put there about recycling-
Great the products. Shall I take that one?
Sure.
You're right. In, as part of our greater focus on environmental responsibility, one of the things we look at is the product life cycle. So where are the areas that our total life cycle of the product impacts on the environment? And we've undergone a product life cycle review to work out where we might be able to improve that, in everything from packaging to these areas around recycling. And we already do quite a bit of work in terms of taking older processors and repurposing them, and. But the area of how we might actually take them and make them more recycling-friendly is also an area to look at.
Yeah, thank you for answering that. His second question, and I do need to disclose this, that my son is, his name is John Louis, and as I said, he has a Cochlear, but he also works for the Shepherd Centre.
Ah.
He's asking: Where is the community support for young implantees outside of technical and product support?
I think that might be quite a sort of specific, operational one, so I don't know if Dig wants to answer that now or whether it might be one that we talk to you in the questions afterwards. Do you want to add something to that?
Yeah.
Yeah.
There are some in Australia and around the world, some community or some organizations in the community of Cochlear implant recipients. They typically tend to be self-organized. But perhaps we can talk after a bit more about-
I guess he was.
What, what's he seeing.
Thank you.
Yeah, and
I guess he was asking
In connection to who is it
about something that is
Yeah
more established
Yeah
Coming from Cochlear. On that, in having that. But thank you for discussing it.
Thank you for the feedback, and we'll take that on board as well. Thank you.
Thank you, then.
Are there any more questions? Thank you. Do we have any questions online?
Chair, there are no questions online.
Thank you. Please cast your vote now on this item. The next item of business is the adoption of the remuneration report, set out in pages 98 to 120 of our 2024 annual report. This resolution is advisory only and does not bind the company or the directors. The remuneration report contains information on the company's remuneration framework and outcomes for the financial year, ended 30 June 2024, for the CEO and president and other key management personnel. I now ask that the direct votes and proxies be displayed on the screen. Thank you. Are there any questions in the room that relate to this item of business?
There are no questions.
Thank you. Do we have any questions online?
Chair, we have received the following question online from Mr. Stephen Mayne: Did any of the five main proxy advisors, ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, recommend a vote against any of today's resolutions, including this remuneration report item? If so, what reasons did they give? Please don't say they are confidential. It is standard for companies to be across this detail on the voting recommendations and inform shareholders where relevant.
Thank you. I can confirm that the proxy advisors are referred to, so ACSI, Ownership Matters, ISS, Glass Lewis, and the Australian Shareholders' Association recommended voting for all resolutions. Next question?
Chair, there are no further questions online.
Thank you. Please cast your vote now on this item. The next item of business is the election and re-election of directors. In accordance with Cochlear's constitution, myself, Glen Boreham, and Christine McLoughlin, are retiring at this AGM and standing for re-election. Further, Caroline Clarke is standing for election today, having been appointed to the board in September. The board has determined that each of the directors standing for election or re-election today is independent and brings an impartial judgment to bear on board decisions. Resolution three point one concerns my own re-election. As a result, I'll shortly pass to Christine McLoughlin, Chair of the People and Culture Committee, to conduct this portion of the meeting. Before I pass to Christine, I'd like to say a few words regarding my re-election.
It has been an absolute privilege to serve on the board of Cochlear over the last nine years. It is a remarkable company, fueled by its purpose of helping more people to hear. The unwavering focus on that purpose is supported by a clear strategy, a positive culture, and an extraordinary team. Since I joined Cochlear in twenty fifteen, the business has continued to build on its strengths, while also developing new capabilities which drive us towards the company's mission. We've strengthened our leadership position, and we continue to actively grow the market, working towards establishing cochlear implants as a standard of care for severe to profound hearing loss, irrespective of age. At the same time, we continue to strengthen the organization, because ultimately it will be our people who deliver on our mission.
Over the last nine years, I've served as a member of the Audit and Risk Committee, the People and Culture Committee, and the Product and Services Innovation Committee, and for the last three years, I've served as chair of the board. In all these roles, and in all the work of the board, we focus on stewardship of the company towards achieving its potential, always focused on long-term value creation. We challenge and support the executive team in developing and implementing the company's strategy and ensuring value to all stakeholders. In serving Cochlear, I draw on my experience in global strategy as a consultant with McKinsey, my career as an executive in high-growth technology companies, and my experience as a CEO, advisor, investor, and director.
I also draw on my current experience as a director of innovative growth organizations and leading ASX companies. I currently serve as a director of Ramsay Health Care, Calix, Deputy, and Fitness Passport, global growth businesses fueled by technology and innovation and based in Australia. It's a privilege as well as a great responsibility to serve on this board. I thank you for your support over the last nine years and seek your support to continue to serve you and Cochlear for another term. I'll now hand over to Christine.
Thank you, Alison, and good morning, shareholders. Alison Deans is the first director standing for re-election today. Alison's background has been set out in the notice of meeting, and I now ask that the direct votes and proxies be displayed on the screen. Are there any questions in the room on this item of business?
There are no questions, Chair.
Thank you. Do we have any questions online?
Question online from Mr. Stephen Mayne: A transparency request for the Chair, Alison Deans. The annual report says that we have 41,735 shareholders, but less than 2% of them will have voted today. Politicians wouldn't tolerate a 98% no-show in elections, so why do we? One way of tackling chronically low retail shareholder voting rates is to disclose how many shareholders actually voted for and against each item of business, like with a scheme of arrangement. Tabcorp and Suncorp did it this week.
As your board colleague, Christine McLoughlin, would attest, even the ASX itself and Qantas embraced this practice last year. You have the data on how many of us voted, so why not disclose it to the market with the poll results, if only to provide some public ventilation of retail shareholder sentiment? This would, in turn, stimulate higher participation rates in future as retail shareholders won't feel powerless and swamped by end-of-town investors who dominate corporate voting in Australia, making retail voting pointless.
Thank you, Mr Main. Cochlear discloses the results of the voting on the resolutions at the AGM in accordance with the requirements of the Corporations Act and the listing rules, and different companies, as you say, adopt different practices, and that's a matter for the board of each company. Are there any more questions online?
Yes, we have a question from Mr. Peter Caliero: This is not a criticism of Ms. Deans or the other board members standing today, and I intend to vote for. However, why do we have such a large board?
As mentioned in the chair's address, the board adopts a structured and rigorous approach to board succession planning and structure. We have a number of committees. It's a large and complex business, and the governance of this business in multiple countries has quite a workload associated with it. We go through a continuous renewal process, which our chair has led over the past few years, and we regularly evaluate what the appropriate size and composition of the board is, and we look at succession planning. I believe the size of this board is pretty consistent with most other ASX 50 companies. Thank you very much for that question. Are there any more questions online?
There are no further questions online.
Thank you very much. So can I ask you now, please, to cast your vote on this item? I'll now hand back to Alison for the remainder of the meeting. Well done. Congratulations.
Thank you. Thank you, Christine. Glen Boreham, AM, is the next director standing for re-election today. Glen's background has been set out in the notice of meeting, and I will ask Glen to speak to his re-election.
Thank you, Chair, and good morning to our shareholders who have joined us, both in here in the meeting room and online. I'd like to start by saying it has been an absolute privilege to serve on the board of Cochlear, your b oard, for the past nine years, and I seek your re-election at this meeting for a final time. There are two priorities I have in the year ahead. Firstly, many of you have followed Cochlear, there are a lot of familiar faces in this room, will have noted significant board renewal over the past five years. And in fact, our chair, Alison Deans, and I are now your longest-serving board members. So I believe I have a role to play in ensuring continued corporate memory and some continuity at the board level.
This is a company, and Patricia and Dan have used the word long-term. This is a company that genuinely thinks and acts with a long-term horizon, whether that be the development of our next generation of products or the planning of our manufacturing capability that we literally discuss over decades. Secondly, as Cochlear achieves its objectives of assisting more people to hear, it will need to be a significantly larger company that operates differently than it does today. As someone who worked in my executive career in a truly global, fast-changing technology company, I remain totally committed to the evolution of the culture at Cochlear.
This is an exciting journey that we have started, but it involves important cultural leadership and process change. As most of you will have recognized from the video, this is a truly unique company. Australian headquartered, genuinely global, a world leader in its field. A company with a wonderful purpose, having helped over 47,000 people hear with one or two of our Cochlear or acoustic implants in FY 2024. As such, I would welcome your support to continue to work as part of this team, and thank you.
Thank you, Glen. I now ask that the direct votes and proxies be displayed on the screen. Thank you. Are there any questions in the room on this item of business? Oh, it hasn't popped up.
There are no questions, Chair.
Sorry, I'm actually gonna wait until we get the proxy voting up before I-
Resolution 3.2?
Yeah. Can we get three point two on the screen, please? The results of the... Can we get the results of the voting on the screen? If you can even just get the results onto the screen here, and I'll read them out. No, Let me get them. These will be more up to date, I think. I need glasses for that.
Yeah.
Let's try and fix this, actually. Actually, can I just ask the team at the back, if you're looking at the final version of three point two, could you please just read out the results of the voting? Oh, there we go. I've got them here. Apologies, we'll try to get them. I don't know why they're not appearing on the screen behind me. Are we able to fix that?
Up and up.
Yeah, they're here, but not behind you. Okay, what I will do is read out the results. Can I just check that that's okay if I read them out? Thank you. Okay, so, resolution 3.2, the re-election of Director Glen Boreham. Proxies and direct votes received in respect of this resolution are as follows: For, the number of shares is 42 million five hundred and fifty-nine thousand. Oh, there we go. There you go. There we go. So you can see the results. Thank you. You can see the results of the proxy voting and direct voting on the screen. I'll now ask if there are any questions in the room about this item of business?
There are no questions, Chair.
Thank you. Do we have any questions online?
Question from Mr. Stephen Mayne: In April 2020, Glen Boreham was one of the Cochlear directors who oversaw the capital raising by supporting a discounted AUD 880 million institutional placement at AUD 140 a share, followed by a AUD 50 million SPP for retail shareholders, which was patently too small. AUD 300 million of the placement was allocated to a single London-based fund manager, Veritas Asset Management, six times the amount that was proposed for Cochlear's 37,000 retail shareholders in the SPP. Cochlear ended up expanding the SPP to AUD 220 million after receiving AUD 417 million worth of applications from 16,651 retail shareholders. It refunded AUD 197 million dollars and used a scaled-back formula favoring wealthier retail shareholders, which included the directors.
Given this disappointing history, could Glen and the Chair commit to using the fairer PAITREO structure that treats all shareholders equally in future capital raisings? At last year's AGM, after I raised this issue, the Chair read from a script claiming the raising saved the company and no retail shareholders was diluted. Will she now admit that this argument is only sustained if you ignore the circa 21,000 retail shareholders who didn't even apply for SPP shares, partly because they were told only AUD 50 million was available? Does she now acknowledge they were diluted without compensation?
Thank you for this question again. Once again, I will go back to the... You got to put this in the context of the capital raise. This was done in March 2020, when we were facing into a pandemic and there was effective close down of elective surgeries around the world. It was a highly volatile financial market, and at the same time, we had the adverse finding in the AMF case, which was a significant financial penalty. So we made the decision that we needed to raise funds, and we needed to do it quickly and within a way that gave a high level of certainty. So we did choose a fully underwritten institutional placement and combined it with a share purchase plan.
The final capital raise was designed to mirror a pro rata raise as closely as possible, while still ensuring a rapid capital raise in that very difficult market. All shareholders, both institutional and retail, had access to proportional allocation, and it was only subject to a minimum, and the other exception was for larger retail shareholders due to a cap on share purchase plans at AUD 30,000. So actually, it's incorrect to say that that privileged the larger retail shareholders and executives.
Actually, it was quite the opposite. At the end of the raise, the mix of institutional and retail shareholders was the same as the mix prior to the capital raise, and we continue to believe that that raise was in the best interest of the company. It secured the balance sheet and allowed us to continue to invest and retain the team through a very difficult period, and it was as fair to as many shareholders as possible. Is there another question?
There are no further questions online.
Thank you. Please cast your vote now on this item. Christine McLoughlin AM is the next director standing for re-election today. Christine's background has been set out in the notice of meeting, and I'll now ask Christine to speak to her re-election.
Thank you, Alison, and good morning again, shareholders. It is a privilege to stand again for election to the board of Cochlear. I was first appointed to the board in November twenty twenty, during the pandemic, and if re-elected today, this will mark the commencement of my second term. Like you, I'm also a shareholder of Cochlear. Over these past almost four years, there have been many opportunities, both in and outside the formalities of the boardroom, to witness the commitment of Cochlear to help more people to hear, and thus contributing to building a healthier and a more productive society. The Cochlear experience comes alive when we have the opportunity, as directors, to meet with our empowered recipients, whose stories keep us highly motivated to keep making a difference for all of our stakeholders.
On a personal note, earlier this year, I did experience a sudden onset hearing loss myself. Often misdiagnosed, a sudden onset hearing loss must be treated within four to six weeks to have a chance of your hearing being restored. So it's a medical emergency that's not well understood. Fortunately, I was able to be treated in hospital overnight with the expertise of an incredible surgeon who regularly implants children and adults with cochlear implants, albeit my own condition did not require an implant. I treasured hearing stories from the surgeon and his regular anesthetist of the different hearing journeys of children and adults they have implanted over several years. Three things have stayed with me from that experience that I carry with me into the Cochlear boardroom.
First, the trust that the parents of infants who cannot hear place in Cochlear's products and surgeons as they implant very young babies and children. This is a responsibility we take very seriously at Cochlear, and as the Chair mentioned earlier, this is a lifetime commitment to our recipients. Second, the incredible expertise of the surgeons and the importance of very clear communication around what the hearing journey will look and feel like for the recipient post-implant, and finally, having witnessed firsthand the complexity of navigating hearing health end-to-end, we must, at Cochlear, continue to help simplify this, and this is why the initiatives that Cochlear has around standard of care and connected care are and will continue to benefit surgeons and recipients.
The parents in the Sydney hospital with their child with me that night were from remote New South Wales, representative of so many across the world, for whom access to aftercare and rehabilitation can require significant travel. This is why our Cochlear Connected Care initiative is transformational. This is an exciting and game-changing initiative for Cochlear, our recipients, our surgeons, and everyone involved in the Cochlear journey. That brief personal experience amplified the importance of hearing health and gave me a better understanding of the systems our recipients and their families navigate. As technology continues to race at an extraordinary pace, new ways of delivering in our business become available. This is exciting. Innovation, research, and development are core capabilities at Cochlear. Understanding the why is at the center of what we do.
In visiting our operations in Australia, the USA, Europe, U.K., and China over the past couple of years post-pandemic, I've had the privilege of meeting our people who work enthusiastically and diligently to deliver awesome hearing outcomes. Some of the technology-enabled solutions the team are exploring now are truly inspiring. My executive and board experience has spanned leading ASX-listed companies in health, financial services, resources, and infrastructure, and more broadly, serving on government boards and in the education sector. I'm currently the chairman of both Suncorp Group and Aware Super. I've always had deep involvement as well in the not-for-profit sector, with a particular passion for sport, communities, and inclusion. I believe that each of these roles adds to my perspective as a director of Cochlear and complements the experience of my board colleagues.
As a director elected by you, I'm well aware of the need for Cochlear to deliver long-term value to our shareholders while balancing the interests of multiple stakeholders. Recently at Cochlear, I took on the role of the Chair of the People and Culture Committee from Glen Boreham. I also serve as a member of each of the Audit and Risk Committee and the Product and Services Innovation Committee. With Cochlear's mission core to everything we do, if reelected, I look forward to serving you on the board and representing the interests of you, our shareholders. Thank you for your support.
Thank you, Christine. I now ask that the direct votes and proxies be displayed on the screen. Are there any questions in the room related to this item of business?
There are no questions, Chair.
Thank you. Do we have any questions online?
Question from Mr. Stephen Mayne: Best practice is now to disclose the proxy position to the ASX, along with the formal addresses, to offer more timely disclosure to the market. The likes of Suncorp, Origin Energy, NAB, CAR Group, Viva Energy, Webjet, Xero, Myer, Brambles, and JB Hi-Fi all do this. Could Christine McLoughlin comment on why she did this at the Suncorp AGM earlier this week, but she wasn't able to persuade this board to do the same today? Will the Chair agree to adopt this practice at next year's AGM? If worried about impacting the debate in the room, you can always delay putting up the proxy slide in, for those in attendance while disclosing it to the market in the slide pack.
Thank you for the question. As you mentioned, and as people in the room would have seen, we disclosed the results of the direct and proxy voting received prior to the AGM before any discussion in the room on the relevant resolution. This is the practice we've followed for many years, and it does broadly align with market practice. And it's also in compliance with the ASX Listing Rules and Corporations Act. But we appreciate the feedback. We continue to engage with many shareholders around the practices that we adopt in the AGM, and we listen to that feedback and evolve as we see helpful for the majority of shareholders. Are there any more questions?
There are no further questions online.
Thank you. Please cast your vote now on this item. In accordance with Cochlear's constitution, Caroline Clark is standing for election today, having been appointed to the board in September. Caroline's background has been set out in the notice of meeting, and I'll now ask Caroline to speak to her re-election. Sorry, her election.
Thank you, Chair. It's a pleasure to be here at my first Cochlear AGM. My name is Caroline Clarke, and today I'm seeking your support for my election on the Cochlear board. To expand on some of the details in the notice of the meeting, I have over thirty years of experience working in the consumer, medical devices, and healthcare services industry. Most recently, I was CEO and Executive Vice President, ASEAN Pacific at Philips, a global health technology company also focused on innovation. In this role, I was responsible for the overall strategy, business, and management of Philips in fourteen countries across Asia Pacific region. During my tenure, we drove new and holistic solutions-based business models to meet really, you know, unique and evolving needs of health systems. This included partnering with leading healthcare institutions in moving towards their smart hospital aspirations.
To achieve this, I built long-term strategic partnerships with key stakeholders across the region and drove digital transformation across health systems and patient care, leveraging big data, analytics, and artificial intelligence. I'm now excited to be further stepping into my non-executive director career, having previously served as director of the Royal Schiphol Group, an airport company which operates and owns the largest airports in the Netherlands. I joined Cochlear to be part of a company committed through excellent innovation to really improve people's lives, a company with consistent focus on delivering results and investing strategically to grow. Since joining the Cochlear board last month, I've had the opportunity to meet with employees and our global leaders, and I'm proud to be part of leading a transformative healthcare company with outstanding values. I have upcoming clinic and site visits.
I look forward to opportunities to meet with our customers and recipients, and even more of our people across our operations. I've recently had my hearing tested and received my hearing number, and that's given me insight into how important and undervalued this number is in really understanding our own health. I believe that my extensive experience as a senior leader, with particular focus on healthcare technology, positions me to provide valuable contributions to the board as Cochlear pursues its ambitions to help more people to hear. I acknowledge the responsibility that comes with holding this role and will work diligently on behalf of all Cochlear shareholders. Thank you for your support, and I look forward to being a positive contribution to the exciting journey ahead. Thank you.
Thank you, Caroline. I now ask that the direct and proxy votes be displayed on the screen. Thank you. Are there any questions in the room on this item of business?
Chair, may I introduce Dan Steiner?
First of all, I welcome your nomination to the board, and I support your election. There are a number of others on the board, and I note this from your board experience, that it's more limited than some of your colleagues. Have you considered gaining some certification from the Australian Institute of Company Directors, AICD?
I'll start with... If you want to add, I'll give you the opportunity in a minute. But what I would say is that Caroline's experience on the Schiphol board, it's a very significant board with a large organization with a strong responsibility for everything that goes on in those airports. So I think she is familiar with the board environment. As to the specific of whether you're going to undertake the AICD... You have? I beg your pardon.
Director of the Australian Institute of Company Directors.
I beg your pardon.
Question answered. Thank you.
There you go. I was a former member, a former shareholder in MAP, which held a position in Schiphol.
There you go.
So, welcome.
Thank you. Thank you.
Thank you. Do we have any more questions in the room?
No further questions, Chair.
Thank you. Do we have any questions online?
Question from Mr. Stephen Mayne: Could new director Caroline Clark and the Chair comment on the recruitment process that led to her appointment to the board? Was a headhunter involved? Did the full board interview Caroline, and did they interview any other candidates? Did Caroline know any of our directors before engaging with the recruitment process?
Look, once again, I'll answer that in the first instance and then see if Caroline wants to add anything afterwards. We undertake a rigorous process in terms of board renewal and recruiting new directors. We start that process with the skills matrix that you've made reference to in the annual report. And based on that, we develop a profile of the skills and experience that we're specifically looking for in our next NED. And that's based both on the skills and experience in the matrix, the way we see that evolving over time, and also the ongoing renewal within the board itself. Once we have that profile, we engage an international recruitment firm who work with us.
They identify a wide pool of candidates, and then we undergo a thorough interview process and reference checking process before appointing a member of the board. All members of the board meet and interview the new director before we make an appointment. So we're confident that we engage a wide pool of possible candidates. In this particular case, Caroline was not known to any of us prior to her election. Did you want to add? Nothing to add, Chair. Thank you. Are there any more questions online?
There are no further questions online.
Thank you. Please cast your vote now on this item. We now move to the next item of business, approval of long-term incentives to be granted to the CEO and President. As stated in the notice of meeting, the terms of the Cochlear Equity Incentive Plan mean that an exception to ASX Listing Rule 10.14 applies. Nevertheless, the company is seeking approval for the grant of long-term incentive awards to the CEO and President, Dig Howitt, as it's the company practice to do so and reflects good corporate governance. I now ask that the direct votes and proxies be displayed on the screen. Are there any questions in the room on this item of business? There are no questions, Chair. Thank you. Do we have any questions online?
Question from Mr. Doodie Jap: With regards to this item, compound annual growth rate of underlying basic EPS over the four-year vesting period, is that based on basic EPS or diluted EPS? And if it's basic EPS, why not diluted EPS?
That's quite a specific question about the EPS, and I might actually need to. I'm gonna refer first to. Yeah. It's diluted, isn't it? Yeah. I thought it was diluted. Yeah, absolutely. We're confirming. We'll have to check it. Yeah, we'll come back to you. I'm pretty sure it's diluted. We will check the absolute specifics there, but our understanding around across the table is that that is diluted EPS, but we'll confirm that and get back to you, Mr. Jap. Are there any more questions?
There are no further questions online.
Thank you. Please cast your vote now on this item. Are there any shareholder questions that have not been addressed at the meeting today? There are no questions in the room, Chair. Thank you. Do we have any remaining questions online?
Yes. A question from Mr. Stephen Mayne: Thank you for offering shareholders a hybrid AGM this year, and will you commit to keep doing this in future years to maximize shareholder participation? Big companies like BHP, Brickworks, Fortescue, Harvey Norman, Origin Energy, Premier Investments, Ramsay Health Care, Seven Group, Washington H. Soul Pattinson, Whitehaven Coal, and Worley all banned online questions and voting in 2024. What was the experience like from your end?
So we're pleased to have a hybrid meeting this year and in prior years, but I would say that it does add complexity and cost to the overall AGM. We continue to take feedback from shareholders, and we see how practice evolves, and we'll make a decision closer to the time, and we've had engagement with the Australian Shareholders' Association on this topic as well. Are there any more questions?
There are no further questions online.
Thank you. That concludes our discussion on the items of business. Voting will close five minutes after the conclusion of the meeting. If you haven't already done so, please ensure that you cast your vote on all resolutions now. The voting results will be released to the ASX as soon as they are available, and we will also post the results on the AGM webpage of the Cochlear website. This brings us to the end of the 2024 AGM. Thank you for your participation today.
A recording of the AGM webcast will be made available on our AGM webpage. I now declare the meeting closed, subject to the finalization of the poll. For those of you who've joined us here at Cochlear headquarters in Sydney, please come and join us for some light refreshments in the room outside. Management have also organized a display of our product and FY24 highlights in the Taylor Room, which will commence approximately thirty minutes from now.