Good morning, ladies and gentlemen. I'm David Hamill, the Chair of Dalrymple Bay Infrastructure, which I'll refer to throughout today's meeting as either DBI or the company. On behalf of my fellow directors, I welcome you to DBI's annual general meeting. I also extend a very warm welcome to the security holders joining us today online. I'd like to begin by respectfully acknowledging the traditional custodians of the country north and south of the Brisbane River as the home of both the Turrbal and Jaggera nations. I pay my respects to their elders, past, present, and emerging. It's now 10:00 A.M., the appointed time for the holding of the meeting, and I'm advised by our Company Secretary that a quorum is present. I therefore declare the 2025 annual general meeting of Dalrymple Bay Infrastructure open.
Before I go any further, I'd like to briefly cover off some points of housekeeping and procedure. Firstly, please check that your mobile phones have been switched off and that all recording or broadcasting devices, such as tape recorders and cameras, are switched off. Thank you. In the event of an emergency, please follow the emergency exit signs and instructions of the venue staff to direct you to the safest exit. Now, let me explain how we will run the meeting today. The agenda for today's meeting is set out in the screens behind me. Firstly, I'll present my address. Following that, we'll welcome Michael Riches, DBI's Chief Executive Officer. Michael will present his review of DBI's activities in FY24 and provide an update on the strategic priorities and opportunities for DBI's business in FY25 and beyond. We will then proceed to the formal business of the meeting.
The business to be considered at today's meeting is that contained in items one to four in the notice of meeting dated 10th April 2025. The notice for the 2025 annual general meeting has been distributed and will be taken as read. Item one is the consideration of the financial report of the company and its controlled entities and the reports of the directors and auditor for the period ended 31st December 2024. Whilst this item will not require a vote, we will be happy to receive any questions on the reports at the time they are considered. Item two is the re-election of me, David Hamill, as a director of the company. In accordance with the ASX listing rules and the constitution of the company, I'll be retiring and being eligible to offer myself for re-election to the board of the company.
Item three is the re-election of Bronwyn Morris as a director of the company. In accordance with the ASX listing rules and the constitution of the company, Bronwyn is retiring and being eligible to offer herself for re-election to the board of the company. Item four is a non-binding advisory vote to adopt the remuneration report of the company. In accordance with the company's constitution, as the Chair, I've determined that voting on each of the resolutions will be conducted by a poll rather than on a show of hands. We've adopted these procedures to ensure that the views of as many security holders as possible are represented at the meeting. In respect of the conduct of the polls, I appoint Chris Healy of MUFG Corporate Markets as our returning officer.
Following counting of the votes, we will announce the results of the polls to the Australian Securities Exchange following the conclusion of this meeting. As this is a security holders' meeting, only security holders, their attorneys, proxies, and authorized company representatives are entitled to ask questions or make comments and vote at the meeting. Security holders viewing the webcast who wish to submit a question online now or during the meeting can do so by selecting the Ask a Question button located either at the bottom or the top of the webpage. You will need to validate yourself with your security holder number, then select the item of business your question relates to, type in your question, and press Submit Question. Your question will be placed in a queue.
Some of you here today may have questions that relate specifically to your own securities rather than matters on the meeting agenda. I would ask that you not raise these matters in this meeting, but rather that you see our security registry staff at the registration desk outside this room after the meeting. They would be happy to help you with any specific problems or concerns you may have. Security holders should also be aware that defamatory, repetitive, or domineering questions or questions that are not relevant to the company or the items of business being considered at the meeting will also not be put to the meeting. For those attending the meeting in person, you have been given an attendance card when you registered on arrival. If you have a yellow voting card, you are a voting security holder, a proxy holder, or a corporate representative.
You're entitled to speak and vote at this meeting. If you have a blue card, you're a non-voting security holder. While you're entitled to ask questions and make comments, you are not entitled to vote at this meeting. If you have a red card, you're a visitor and not entitled to vote nor speak at this meeting. If you're holding a yellow or blue admission card, when we come to the time for questions or comments about agenda items, please make your way to the microphone at the top of the aisle at the appropriate time. Please announce your name before your comment or question and show the yellow or blue card to the attendant. As a courtesy to all security holders, please also state your affiliation if you're not here today in your personal capacity.
If there are other people waiting, I would ask you to restrict yourself to two comments or questions only and then wait for another turn. Please limit each question to no longer than one minute, and I ask that all questions be directed to me as chair. Joining me today are all of the current directors of DBI. To my left are the independent and Non-Executive Directors, Dr. Eileen Doyle, chair of our Compliance, Risk, and Sustainability Committee, Mr. Ray Neal, Mr. Jonathan Seller, and Ms. Bronwyn Morris, the chair of our Finance and Audit Committee, who is standing for re-election today. Also in attendance is DBI's Chief Executive Officer, Mr. Michael Riches, DBI's Chief Financial Officer, Ms. Stephanie Commons, and DBI's Chief Legal and Risk Officer and Company Secretary, Ms. Liezl Berman. Other members of DBI's executive team are also present today and are wearing name tags.
They'll be happy to address any questions you may have at the conclusion of the meeting. Mr. Stephen Tarling from Deloitte Touche Tohmatsu, the company's external auditor, is also in attendance today. There will be an opportunity to ask questions of our auditor in relation to the conduct of the audit and the content and preparation of the audit report. I will now present my address. As I said, I'm the chair of DBI, and I'm an Independent Non-Executive Chair. The Dalrymple Bay Terminal is the world's largest metallurgical coal export facility and serves as a critical link in the global steelmaking supply chain. In FY2024, 63 million tons of coal was exported from the terminal to 22 countries. The metallurgical coal exported accounted for approximately 14% of global seaborne trade of metallurgical coal.
The 2024 financial year saw DBI continue to deliver strong returns for security holders via a combination of capital appreciation and distributions through an increase in revenue and disciplined cost management. In addition to delivering strong returns, DBI remains strongly committed to sustainability. Our 2024 sustainability report reflects our ongoing focus on all aspects of sustainability through our business, including our preparations to meet the requirements for climate-related disclosures under the Australian Accounting Standards Board S2 from FY25. Today, we announced DBI's forecast tick applicable for the tick year—that is the terminal infrastructure charge if you're wondering what a tick is—for being for the 12 months commencing one July 2025 of AUD 3.72 per ton. The forecast tick for tick year 2025 to 2026 represents approximately 3.6% increase on the previous year. Growth: the combination of DBI's access pricing framework, which continues to 2031, and its long-term take-or-pay contracts provides significant cash flow certainty.
Our continued investment in non-expansionary capital, which we call NECAP, has and will continue to be a source of organic growth and uplift our tick revenue over time. We have approximately AUD 394 million of NECAP projects currently underway, which will be progressively completed over the next two to three years. Our investment in NECAP projects ensure the terminal remains optimized to deliver its capacity whilst delivering a meaningful uplift in our future tick and thus revenues. While DBI remains focused on organic growth opportunities, we are proactively exploring opportunities to acquire other high-quality infrastructure assets that have a similar risk profile. The review of these opportunities will be undertaken with a focus on delivering long-term value for our security holders through continued strong distributions and capital growth. Distributions: DBI has a strong history of returning capital to our security holders via distributions.
In FY24, a total of AUD 0.22 per security in distributions was paid, reflecting a 5.8% increase on FY23. Today, we've announced Q1 25 distribution of AUD 0.05875 per security in line with current guidance issued in February 2025 for tick year 2024 to 2025 and distribution guidance for the year commencing one July 2025, totaling AUD 0.245 per security to be paid in quarterly distributions, reflecting a 6.5% increase on the tick year 2024-2025 distribution guidance. We're pleased to reaffirm our distribution per security growth target of 3-7% per annum for the foreseeable future, subject to business developments and market conditions. The TY25-26 guidance remains in line with our distribution policy of targeting to distribute between 60-80% of funds from operations. Conclusion: On behalf of the board, I'd like to thank our talented team at DBI for their tremendous contribution during the year.
Under the leadership of our CEO, Michael Riches, the skills and capabilities of our team have been further developed to drive innovative solutions and opportunities that are and will continue to drive security holder value. Finally, I'd like to thank our security holders for your continued support, which will enable DBI to pursue opportunities to deliver long-term value for all of our stakeholders. Again, thank you for your attendance today, and I'll now hand over to our Chief Executive Officer, Michael Riches, to provide you with some more detail on our financial and operational performance for 2024. Thank you.
Thank you, David, and welcome, everyone. It's an honor to speak with you today after a full year as Chief Executive Officer of Dalrymple Bay Infrastructure.
Today, I'll provide an overview of our financial performance for financial year 2024, discuss our growth opportunities, and detail some of our strategic priorities for 2025. I'm pleased to report that DBI had a very successful financial year 2024, growing our revenue, profit, and distributions to security holders whilst maintaining a safe workplace for our employees and continuing our focus on the sustainability of our business. EBITDA rose 7.1% year on year to AUD 279.8 million, and our funds from operations increased by 11.1% to AUD 156.7 million, demonstrating continued strong cost discipline. The terminal infrastructure charge, which we refer to as the tick, as David mentioned, for tick year 2024-2025 was AUD 3.59 per ton, reflecting a 4.4% uplift on the prior period.
I would just like to remind security holders that our tick year runs from 1 July to 30 June, and yet our financial year runs from 1 January to 31 December. Just be aware of that distinction. We remain committed to reinvesting in the growth and resilience of our business. Currently, we have approximately AUD 394 million in capital projects underway through our non-expansionary capital program. We refer to this as our NECAP program. That program is focused on ensuring our existing infrastructure meets the requirements of our customers. The two major projects underway, a new shiploader and a new reclaimer, comprise approximately AUD 280 million of the current committed capital. Both projects are running on schedule and on budget and have received unanimous customer approval, ensuring the inclusion of the capital spent into the NECAP asset base after commissioning.
These investments will deliver both a return of and on capital, which will be reflected in an increased tick in the years ahead. Our strong financial performance in financial year 2024 enabled us to return during financial year 2024, AUD 0.22 per security to our security holders, in line with our guidance and representing a 5.8% increase compared to distributions paid in financial year 2023. That positive financial performance also allowed distribution guidance in respect of the first and second quarters of financial year 2025 to be increased in February 2025. As David mentioned, we have today announced a distribution of AUD 0.05875 per security in respect of quarter one 2025, in line with that updated guidance. I'll have more to say on distribution guidance later. Just as importantly, we maintained our focus on overseeing the safe and responsible operation of the terminal.
I'm pleased to report that there were no serious injuries recorded at the terminal in financial year 2024 and no environmental incidents, demonstrating our ongoing commitment to safety and environmental stewardship. Of course, this cannot be achieved without constructive engagement and alignment with the terminal operator and our contractors. The ongoing commitment to those relationships by all parties is a real positive for our business, and together with safety improvements, is delivering innovative and valuating outcomes that benefit all stakeholders. If I can move to our financial performance and the key elements of it, I'd like to take a moment to highlight the key components of our business model that support our continued strong financial performance and deliver a predictable revenue and cash flow stream. Firstly, our take-or-pay contracts.
Regardless of the amount of coal shipped through the terminal or the coal price received by our customers, DBI receives the tick on every ton of terminal contracted capacity. The terminal's current capacity of 84.2 million tons per annum is fully contracted to 2028, with all customers holding evergreen renewal options. CPI indexation: under the light-handed regulatory framework, the base tick increases annually by inflation through to 2031, providing long-term revenue certainty for the business. Pricing beyond 2031 will involve direct negotiations with our customers. Our NECAP expenditure receives a return on and of capital. Through the process of obtaining strong customer support for all NECAP projects, DBI has never had any capital expenditure not included in the NECAP asset base. As of 1 July 2025, a further AUD 30.4 million will be added to the NECAP asset base.
All costs of operating and maintaining the terminal are passed through to our customers. DBI takes no operational performance risk or any risk on increases in operating costs. DBI has strong force majeure protection for terminal disruption, including for weather events and events arising from operator performance. Finally, we have a socialization mechanism whereby DBI's revenue is protected if terminal capacity is not fully contracted, for example, due to non-renewal of contracts at the end of mine life, by increasing the tick proportionally for continuing customers to ensure the revenue not received on uncontracted capacity is fully compensated. These core components of our business model deliver a highly predictable cash flow, which underpins our commitment to return capital to our security holders through growing distributions. DBI maintains an investment-grade balance sheet with S&P and Fitch, who both reaffirmed their investment-grade credit ratings in quarter one 2025.
Both ratings are stable. We have AUD 2.3 billion of total debt facilities, of which AUD 1.82 billion was drawn at 31 December 2024, leaving available undrawn facilities of over AUD 400 million to fund our NECAP program. It is expected that NECAP will continue to be predominantly debt-funded as we focus on optimizing our capital structure to meet the future needs of our business. Our drawn debt has a weighted average tenor of 7.9 years, with no existing debt required to be refinanced until December 2027. Today, we announced forecast tick guidance for tick year 2526. Under our 10-year pricing agreements secured with our customers, the tick is adjusted each year and comprises a base tick that is indexed annually in line with the March-to-March Australian All Groups CPI, which at 31 March 2025 was 2.4%.
A NECAP charge that reflects a return on and a return of the NECAP asset base, which will have a further amount of AUD 30.4 million added to it from July 1, 2025, as I mentioned. Finally, the Queensland Competition Authority fees, which were a pass-through of that entity's costs. The forecast tick expected to apply for tick year 2025-2026 is approximately AUD 3.72 per ton, up approximately 3.6% versus tick year 2024-2025. The inflation-adjusted tick, coupled with our continued investment in significant NECAP projects, delivers a predictable and growing stream of cash flows.
The increase in our tick for tick year 2025-2026, as well as the continued growth in earnings through new revenue opportunities and a disciplined approach to cost management, has provided the board with further confidence to announce a distribution guidance of AUD 0.245 per security for tick year 2025-2026, representing a 6.5% uplift on the tick year 2024-2025 distribution guidance. Tick year 2024-2025 distribution guidance comprised of AUD 0.0563 per security referable to each of the first two quarters of tick year 2024-2025 and AUD 0.0588 per security referable to each of the last two quarters of that year, being AUD 0.23 per security in total. The distribution guidance uplift of 6.5% for tick year 2025-2026 is significantly ahead of the inflation-linked increase in our base tick, demonstrating the ability of our NECAP program and other revenue opportunities to drive growing distributions for our security holders.
DBI reaffirms its distribution per security growth target of 3.3%-7% per annum for the foreseeable future, subject to business developments and market conditions. The tick year 2025-2026 distribution guidance remains in line with our distribution policy of targeting to distribute between 60%-80% of funds from operations. Distributions are expected to comprise both payments of dividends on DBI's stapled securities and partial repayments of DBI loan notes attaching to those stapled securities. DBI's distribution policy is to frank distributions to the maximum extent allowable under Australia's dividend imputation system. DBI has a range of organic growth opportunities with varying degrees of capital intensity that are anticipated to underpin a continued uplift in revenue, ultimately driving improved funds from operations to support those growing distributions.
DBI generated enhanced funds from operations in financial year 2024 compared to financial year 2023 from a combination of the tick increase, win-win initiatives delivered with our customers that generate new revenue streams and cost efficiencies. This enhanced funds from operations was a key factor in upgraded distribution guidance. Further initiatives focused on optimizing the use of terminal capacity, including the potential for a capacity pooling mechanism to be applied at DBT, are being progressed. The ADEX project, which is the eighth expansion of the terminal, provides the option for a staged expansion of capacity to meet additional demand for coal exports that are currently not contracted through our existing 84.2 million tons of capacity. We will continue to work with all of our customers to determine the most efficient and cost-effective way to meet future demand for capacity.
Part of that engagement is the ongoing commercial discussions with the access seekers that have underwritten the ADEX feasibility studies to determine the phasing, economics, and ultimate likely structure of the ADEX project. Our competitive advantages frame the external growth opportunities that we assess to drive security holder value beyond the terminal. We have a range of growth filters that guide what diversification opportunities we assess. Ultimately, we are looking for assets with the following characteristics: high barriers to entry with outsourced operations, presence in the fossil fuel supply chain, opportunities for organic growth and/or the deployment of capital to existing assets to improve asset efficiency and customer outcomes, and a quality customer base.
These filters are designed to guide growth in our business whilst retaining the key attributes that define the value of DBI, including the long-term contracted or regulated revenue we have, stable and predictable cash flows, high credit quality to support debt funding, and limited operational risk. We are incredibly conscious of the unique investment proposition of DBI at present, with our strong yield and low risk, and our assessments of growth opportunities will be done with a focus on increasing security holder value. As we focus on generating total security holder value, we will naturally explore opportunities to grow our business in alignment with our current risk profile. Our competitive advantages will be key guides in the opportunities we consider. Those competitive advantages include our regulatory expertise, where we have demonstrated an ability to navigate complex regulatory situations to deliver substantial value to the business.
Our capital deployment capability demonstrated through a strong track record of successful execution of multiple major projects. Our operational expertise in focused areas, where through our substantial oversight of terminal operations, we have been able to create positive operational benefits, particularly where balancing the interests of multiple stakeholders in the supply chain is required. Our funding capacity, where the stability of our business and our successful execution of a number of major debt issuances allows access to multiple debt capital funding sources. Finally, our key relationships, which have been developed with customers and key stakeholders over many years, allowing constructive and positive negotiations that have delivered win-win outcomes. Applying those skills and capabilities to enhance and/or unlock the value in other businesses or assets will be the lens through which we assess opportunities.
In doing so, we remain mindful of the key attributes of our existing business, and any opportunities pursued will consider those factors. In regards to our strategic priorities for the next 12 months, we have a robust financial and operational platform to delivering value for our security holders. Our strategic priorities for financial year 2025 will include delivering organic growth, sorry, delivering revenue growth through the implementation of approved NECAP projects, progressing opportunities to capture long-term Bowen Basin and metallurgical coal production via our continued review of the use of terminal capacity, including the optimization of that existing capacity, and the ongoing engagement with customers to develop the ADEX project. We will be identifying opportunities for diversification through acquisitions where value can be created through our competitive advantages, and the overall DBI risk profile remains low.
We'll focus on retaining an investment-grade credit rating through optimization of our debt capital structure, with tenor, pricing, and diversity of source being key factors. We will continue to explore and assess opportunities for future alternative uses of the terminal. Finally, and importantly, we will deliver sustainability initiatives to create, protect, and regenerate value. With the resilience of DBI's business underpinned by the strategic nature of the terminal and our long-term take-or-pay arrangements, security holders can continue to take comfort in the predictability of DBI's cash flows, which underpin both distributions and growth. Thank you, and I'll now pass back to the Chair for the formal business of the meeting.
Thank you, Michael. I'll now move to the formal agenda items. The notice of meeting sets out information regarding the resolutions to be put to today's meeting. There are three items requiring security holder vote today. For security holders with a yellow card, the voting boxes are on the front of your yellow card. Each item of business listed in the notice of meeting will be discussed in turn, and security holders will have the opportunity to ask questions on that item of business. We will endeavor to answer your questions as best we can. All security holders have an opportunity to ask a question today. Please save your question on individual items until we reach that specific item of business. I also ask that questions can be confined to the business of the meeting. A reminder that you can log online questions at any time.
However, we will hold off on raising those related to a particular item of business until we are at that point of considering that item. Again, I request that you please ask no more than two questions at a time to give all security holders an opportunity to be heard. To facilitate an orderly discussion, I will spend some time addressing questions from security holders physically in attendance. I will then move to written questions received via the online platform. Details of the proxies received on each item of business will be shown on the screen behind me after discussion on that item of business. I am holding open proxies in my capacity as Chair, and it is my intention to vote all available proxies in favor of each resolution. If you require any assistance completing your voting card, our scrutineers or representatives from MUFG Corporate Markets can assist with this.
Turning to the first agenda item, which is the consideration of the financial report and the reports of the directors and auditors of the company for the year ended 31 December 2024. The 2024 annual report and sustainability report contains the financial report, directors report, and the independent auditors report. A copy of the 2024 annual report and sustainability report is available on DBI's website and was sent to those security holders who requested it. The terms of agenda item one are set out on the screen behind me. Whilst we do not put this item to a vote, this is an opportunity for security holders to ask questions or make comments relating to the company's financial report, the reports of the directors or auditor on the business operations and the management of the company.
As I indicated earlier, we also have here today Mr. Stephen Tarling from Deloitte Touche Tohmatsu, who's available to answer any questions concerning the preparation and content of the audit reports, the conduct of the audit, the accounting policies adopted in preparing the financial statements, and the auditor's independence. Before questions commence, I would ask that security holders who wish to ask questions on other matters such as remuneration do so when we reach the relevant agenda item later in the meeting. I would now like to invite questions from security holders in attendance regarding the financial reports or the management of the company. Any questions from the floor? Craig, do we have any online questions in relation to this item?
Okay. Thank you. If we've received no questions prior to the meeting in relation to this item, as there are no questions, I declare the reports have been received and considered at the meeting, and I'll now turn to item two on the agenda and hand over to Dr. Eileen Doyle, the Non-Executive Director, to conduct the next resolution. Thanks, Eileen.
Thank you, David. This item is set out on the screen behind me and relates to the re-election of Dr. David Hamill as a director of the company. As noted in the notice of meeting, in accordance with the ASX listing rules and the constitution of the company, David is retiring by rotation and being eligible offers himself for re-election to the board of the company. To assist with this motion, I'll now ask David to provide a few comments on his background.
Thanks, Eileen. My name is David Hamill, and I had the privilege of serving as an independent Non-Executive Director of Dalrymple Bay Infrastructure Ltd since August 2020 and as chair of the board since October 2020. I've put myself forward for re-election at today's annual general meeting. I'd like to provide you with some background on my experience and the skills I bring to the board of your company. I was educated in Queensland, and as a Rhodes Scholar, I earned a Master of Arts degree from Oxford University. I also hold a Bachelor of Arts and a Doctor of Philosophy degree from the University of Queensland. For nearly 18 years, I had the privilege of serving as the member for Ipswich in the Queensland Parliament. During that time, I held key cabinet positions, including Transport, Education, and Treasury.
I'm deeply passionate about developing infrastructure, which I believe is vital for both our economic and social progress. Over the past 20 years, I've served as an independent non-executive director on the boards of a diverse range of organizations, including publicly listed and private companies, statutory authorities, and entities in the charitable and not-for-profit sectors. My experience spans across various industries, including utilities, transport, health, and education. I have deep industry knowledge and bring to the DBI board a wealth of expertise in corporate governance, government relations, and media and stakeholder relations. These areas of focus are especially relevant as we continue to grow the DBI business. Since our listing, the company has made significant strides, particularly in delivering stable revenue and distribution growth with a low-risk business model. I remain committed to ensuring the fundamentals of the DBI business are maintained.
This foundation will allow us to leverage the core competitive advantages of the business and to drive security holder value beyond DBT. I'm committed to working with the other members of the board and the exceptional team at DBI to capitalize on the opportunities available to the business and to continue to deliver long-term value for and to our security holders.
Thank you, David. As further noted in the notice of meeting, the board considers that David will continue to add significant value to the board deliberations given his experience and skills. Accordingly, the directors, with David abstaining, unanimously recommend that security holders vote in favor of this resolution. Is there any security holder in attendance who wishes to comment on this item or ask me or David any questions? Craig, do we have any online questions in relation to this item?
Yes, we have two questions at this time. The first question is, is this going to be David Hamill's final term on the board, or does he consider it likely he'll recontest again in 2028 at the age of 70? Also, could David please detail his full history with our assets dating back to his time as Treasurer of Queensland, the Babcock & Brown Infrastructure Association, continuing on through the Brookfield years? Given that David has other paid Brookfield gigs beyond this engagement, is he generally independent chair? And if not, would it make sense for us to have a generally independent chair? That question has been asked by Stephen Maine, shareholder.
Thank you. I might just answer the independence question, David, and then you can answer the others. From an independence consideration, the DBI board has determined that David Hamill is an independent Non-Executive Chair, having regard for the factors for assessing independence set out in Box 2.3 of the ASX Corporate Governance Principles and Recommendations. David has and continues to serve as a director on the boards of public and private companies, statutory authorities, not-for-profit, and charitable organizations. David is an independent director of both Brookfield Business Partners and Brookfield Business Corporation. He is subject to director reappointment protocols on those boards as well, including with respect to independence.
David is not a direct employee of the Brookfield entity, and consequently, the board has determined that David Hamill is independent, and his appointments as an independent director of two Brookfield entities do not interfere with Dr. Hamill's ability to independently judge, to bring independent judgment to bear on issues before the board or to act in the best interests of the company as a whole. I have certainly observed that. Thank you, David.
Thanks, Eileen. In response to the specific aspects of the question that were directed to me and whether I would be standing up here again in three years' time, let me make one comment at the outset, and I think it will explain much about my response. I actually believe in governance and good governance. I believe a fundamental part of good governance is also having succession planning in an organization, both in terms of the board and in terms of senior management. I've been on boards where that principle has been espoused by chairs who espouse it for everyone else other than the chair. I don't subscribe to that view. I believe that it counts for the chair as well.
It is certainly my intention that this would be my last term, if re-elected today, my last term in the role as Chair, as a Non-Executive Director, an independent Non-Executive Director of Dalrymple Bay Infrastructure. In terms of a potted history, which was the other part of the question, I suspect there is no one in the room here who has had a longer association with Dalrymple Bay Terminal than I have. When I think back, my association with the terminal has been on and off over the period of some 36 years. I first had a responsibility in relation to the terminal when I became Transport Minister in Queensland back in 1989. In 1992, my role vis-à-vis the terminal changed a little. I became a joint shareholding minister when the Goss government corporatized a number of the public government and trading corporations, including Dalrymple Bay.
I continued in that role until early 1995 when I became Education Minister and was no longer a shareholding minister at Dalrymple Bay. However, I became the other shareholding minister in 1998 when I became Treasurer of Queensland. In that role, I successfully argued in cabinet that it would be in the public interest of Queensland for the Queensland government to monetize Dalrymple Bay, to take the capital, which was locked up in that asset, and be able to deploy it elsewhere in public needs in Queensland. As I said, I successfully argued the case. However, the asset was not actually sold, if you like, or that process was not completed when I left government. I left government of my own volition back in 2001.
A consortium, which was in fact successful in the bidding for the lease, actually approached me some months later after they were being successful when they had decided they wished to have the terminal as a cornerstone asset in a new IPO, which was called Prime Infrastructure Management. I was asked if I would consider being an Independent Non-Executive Director on the board. I assume that the approach was made because of my knowledge of the terminal and the business that was conducted there. Prime Infrastructure Management shareholders resolved in about, I think it was probably at 2005, I think, thereabouts, to adopt a change in the governance, and Prime Infrastructure Management morphed into Babcock & Brown Infrastructure. I remained on the board, albeit now I was the lead independent director. The end of the noughties, if you like, were a tumultuous time in world financial markets.
I well remember as lead independent director being the chair then of Babcock & Brown Infrastructure after Babcock & Brown had departed the scene and the non-independent directors, which were Babcock & Brown employees, had departed the scene. At that time, or about 12 months into that, the board accepted effectively a recapitalization offer that came from Brookfield through the vehicle of Brookfield Infrastructure Partners. That then was another entity called Prime Infrastructure Holdings, of which I was chair, an independent chair, a non-executive independent chair. 12 months after that, with most of the register then held in North America, it was a bit like a divorce settlement that had gone into rapprochement. The dining room table was reunited with the dining room chairs, and the spoons were reunited in the same drawer with the other part of the cutlery.
Prime Infrastructure Holdings and Brookfield Infrastructure were merged. I was asked if I would accept a position on the board of Brookfield Infrastructure Partners as an independent non-executive director, and I did. I continued in that role until Brookfield decided to launch another platform called Brookfield Business Partners. Along with one other director on the board of Brookfield Infrastructure, we were asked if we would be interested in going to join that platform. That platform had no interest at all with Darren Pobe. My association, which had then extended over 20 years or more, ended at that point, only to find about five years later that Brookfield had decided to take what had been an asset within Brookfield Infrastructure and go to another IPO. It was at that point I was asked if I would be associated with that.
As has been read out in the details already, I agreed, and I became the chair, the Non-Executive Independent Chair of Dalrymple Bay Infrastructure from the IPO in 2020. I hope that is a fulsome account which satisfies the interest of the questioner.
Thanks, David. Craig, was there another question?
There was, and this is another question from Stephen Maine, shareholder. Our constitution has a rare board entrenchment provision, which requires external candidates to be nominated by 100 shareholders or 5% of shares on issue. If other ASX 300 companies attempted to insert such a provision into its constitution, it would be overwhelmingly voted down by shareholders and opposed by the proxy advisors. If shareholders wish to change the board, it should be as easy as possible. Will Chair David Hamill undertake to put up a constitutional amendment at the next year's AGM to regularize our constitution?
I'll go back to David.
The constitution of DBI, of course, was put out there at the time of the IPO, so there's been no subsequent changes in that regard. Look, I'm happy to have a look at that proposition and have it considered by our governance committee within the organization. As appropriately, it should be a matter of consideration by the company.
Thanks, David. Are there any further questions?
No further questions on this resolution.
Thank you. If there are no further questions, we have now finalized discussion on this item. I now put the resolution in item two to re-elect Dr. David Hamill as a director to the meeting. The detail of the proxies received in relation to this item are displayed on the screen behind me. As noted at the beginning of the meeting, we propose that voting on this resolution will be conducted by poll. If there is anyone in attendance who is entitled to vote on any item and who does not have a yellow voting slip, would you please stand in your place now for one of our scrutineers to attend to you immediately? Please complete your voting slips in relation to agenda item two. I will now hand back to the chair for the remainder of the meeting. Thank you.
Thanks very much, Eileen. The next item is set out on the screen behind me and relates to the re-election of Ms. Bronwyn Morris as a director of the company. As stated in the notice of meeting, in accordance with the ASX listing rules and the constitution of the company, Bronwyn is retiring by rotation and being eligible offers herself for re-election to the board of the company. To assist with the motion, I'll now ask Bronwyn to provide a few comments on her background. Bronwyn.
Thank you, David, and good morning. My name is Bronwyn Morris, and it's been an absolute privilege to serve as an Independent Non-Executive Director of Dalrymple Bay Infrastructure Ltd since October 2020 and as chair of the Finance and Audit Committee. Today, I stand for re-election at this AGM. The progress we've made as a company is a testament to the exceptional talent within our executive team and the diverse skill sets present on our board. DBI has consistently upheld and continues to strive for the highest standards of leadership and governance. I'm a fellow of Chartered Accountants Australia and New Zealand, and prior to moving into a career as an independent non-executive director, I served as an audit partner with KPMG. I've accumulated over 25 years' board experience across publicly listed, unlisted, government, and not-for-profit entities.
I've worked across the strategic, operational, and financial aspects of diverse sectors, with particular focus on infrastructure, transport, and utilities. With my broad governance experience and industry knowledge, strong commercial acumen, and expertise in financial oversight, I believe I bring valuable skills to your company's board. Currently, I serve as chair of RACQ Foundation and as an independent non-executive director of ASX listed Data 3 Ltd. My previous board roles include chair of Queensland Rail and Urban Utilities and directorships with Collins Foods Ltd, Queensland Investment Corporation, Watpac Ltd, and National Intermodal Corporation. My passion for strong governance and industry involvement led me to serve as chair of the Queensland Division of both the Australian Institute of Company Directors and as Chartered Accountants Australia and New Zealand.
I have the capacity for this role and am committed to dedicating the time and focus needed to my Dalrymple Bay Infrastructure board responsibilities. I look forward to continuing my work alongside the board and the talented team at DBI to deliver enduring value for our security holders. Thank you for your consideration.
Thank you, Bronwyn. As further noted in the notice of meeting, the board considers that Bronwyn will continue to add significant value to board deliberations given her experience and skills. Accordingly, the directors, with Bronwyn abstaining, unanimously recommend that security holders vote in favor of this resolution. Is there any security holder in attendance who wishes to comment on this item or ask me or Bronwyn any questions? Anyone? Craig, are there any online questions to Bronwyn?
No online questions for this resolution.
As we've received no questions prior to the meeting in relation to this item, and we've now finalized the discussion of the item, I'll now put the resolution in item three to re-elect Ms. Bronwyn Morris as a director to the meeting. The details of the proxies received in relation to this item are displayed on the screen behind me. As noted at the beginning of the meeting, we propose that voting on this resolution will be conducted by a poll. If there's anyone in attendance who is entitled to vote on this item and who does not have a yellow voting slip, could you please stand in your place now, and one of the scrutineers will attend to you immediately. Please complete your voting slips in relation to agenda item three. I'll now turn to agenda item four.
This item is set out on the screen behind me and relates to the adoption of the remuneration report for the period ended 31st of December 2024. The report is set out on pages 38 to 52 of the 2024 Annual Report and Sustainability Report and is also available on DBI's website. Please note that the vote on this resolution is advisory only, and whilst it does not bind the directors of the company, the board takes the outcome of this vote seriously, and it will be taken into consideration when reviewing our remuneration practices and policies. Noting that each of the independent non-executive directors has a personal interest in their own remuneration from the company, the board unanimously recommends that security holders vote in favor of adopting the remuneration report. Is there anyone who wishes to comment on this item or ask any questions?
If not, Craig, are there any questions online?
No question on this resolution.
We have no questions received prior to the meeting in relation to this item. As we know other questions being presented, we've now finalized the discussion on this item. I'll now put the resolution to adopt the remuneration report of the company for the financial year ended 31 December 2024 to the meeting. Details of the proxies received in relation to this item are displayed on the screen behind me. As noted at the beginning of the meeting, we propose that voting on the resolution will be conducted by a poll. Otherwise, could you all now please complete your voting slips in relation to agenda item four? This ends the formal business of the day.
If you have not already done so, please complete your voting cards and place it in one of the ballot boxes which the attendants are carrying throughout the room or in one of the ballot boxes near the exits. The poll will remain open for security holders for a few minutes to allow security holders to cast their votes for collection by our attendants. The final results of the poll will be announced later today on the ASX and will be published on our website. I would now like to invite any other security holder who has a further question of the board or the company's management to come forward before we close the meeting. Any questions from the floor? If not, Craig, are there any online questions?
We have two online questions at this moment. The first question's from Stephen Maine, shareholder. Thank you for offering shareholders the ability to ask live online written questions via the MUFG platform at today's AGM. I am puzzled why you have disabled the online voting platform when this is standard for hybrid AGMs. How much more would it have cost shareholders to offer live online voting, and will you do this next year? I like voting for directors from home in AGMs after hearing their campaign speeches, but I could not do this today. Could you please explain?
I'd like to see more shareholders take the opportunity to come and so we can meet you face to face in a forum such as this. Look, we've endeavored to provide a number of opportunities for security holders to participate in the meeting, either online, in person, registering their proxies, and so on. There's been a multitude of avenues that have been offered. This is the first time this item has actually been raised with me, either at the meeting or with me personally. My undertaking would be that if there is a significant demand for a change in the way in which we conduct these meetings, then I'm open to considering it. At present, as I said, it seems the arrangements we have seem to be satisfactory for the overwhelming majority of our security holders.
Thank you. Next question is again from Stephen Maine, shareholder. Australia is in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX dropping in 26 of the past 27 months for a net reduction of 211 companies. There are a record 29 major takeovers above AUD 200 million completed in 2024. Why are public markets not valuing ASX-listed companies like ours more highly, and what are we doing to avoid being gobbled up? Does the Chair agree this is a problem for the nation, particularly with so few new floats?
I mean, I think that's just a statement of an opinion. I'm not going to comment on the general state of the ASX or the markets in Australia. Suffice to say, Dalrymple Bay Infrastructure, I think, is in a robust position, and we want to keep it that way. I note the sentiment in the question. Are there no other questions?
No further online questions.
Look, as there are no further questions, I'd like to thank you all for your attendance and your interest in our activities. Once again, I'd remind you that we have a registration desk in the foyer, and please don't hesitate to speak to our staff if they can assist you in any way. On behalf of the board and the company, I'd like to thank you for your attendance today, and I now declare the meeting closed, subject to the finalization of the polls for items two, three, and four. We'd be delighted for you to join us in the foyer for some light refreshment. Thank you very much indeed for your presence and your interest in DBI.