Good morning. My name is Gail Pemberton, and I'm Chair of the Board of Directors of FleetPartners Group Limited, and I chair this meeting. Ladies and gentlemen, it's now 9:00 A.M., the appointed time for the holding of the meeting, and I'm advised by the Company Secretary that the necessary quorum is present. I therefore have the pleasure of declaring the Annual General Meeting of the Shareholders of FleetPartners open, and I thank you for attending, including those shareholders who've joined by teleconference. I'll commence the proceedings today by acknowledging the Gadigal people of the Eora Nation, the traditional owners of this land, and pay my respect to elders past and present. This morning, I'll provide a brief overview of the business and achievements during the 2024 financial year.
Our Chief Executive, Damien Berrell, will then give an update on our business, including expectations for FY25 post our first quarter's performance. Then there will be time for questions from shareholders when we move on to the formal business of the meeting and the resolutions for your consideration. I'd now like to welcome our independent non-executive directors here today: Fiona Trafford-Walker, who is also Chair of the Audit and Risk Committee, Russell Shields, Cathy Yuncken, also Chair of the People, Culture, Remuneration and Nomination Committee, Rob McDonald, and Mark Blackburn. We also welcome Damien Berrell, Chief Executive Officer and Managing Director; James Owens, Chief Financial Officer; Lauren Osborne, our Company Secretary; Peter Zabaks from KPMG, FleetPartners Auditor; and Simon Pryce, Returning Officer for today's meeting from MUFG Pension & Market Services, FleetPartners Share Registry.
I'd also like to welcome those of our executive team who've joined us here today, our shareholders and business partners. I'm now going to touch on the FY24 performance highlights. At last year's AGM, I described FY23 as a transitional year. In that year, we transitioned from our old family of brands to the new FleetPartners brand and associated set of values. We commenced the Accelerate Business Transformation Program, and we began the transition from a mix of P&A and balance sheet funding to a predominantly balance sheet funded business model. At the same time, the group continued to grapple with supply chain issues and constraints and elevated used car prices as a result of the COVID years. In FY24, we saw the easing of those supply constraints that had impacted the business throughout the COVID years.
This saw the record back order book begin to unwind, and coupled with outsized demand for battery EVs and plug-in hybrid EVs dominated by our novated business, we drove record new business writings of AUD 924 million. This represented an impressive 21% growth to PCP and a record level of assets under management or financed, AUMOF as we describe it, of AUD 2.3 billion and growth of 11% to PCP. No better metric illustrates the level of demand this year than the fact that the majority of vehicles leased throughout the year in novated at 53% were EVs. NOI pre-EOL and provisions was up 5%, driven by strong growth in AUMOF, partially offset by reduced management fees and commissions due to the higher volume of warehouse funding versus P&A in FY24. NPATA at AUD 88 million was slightly down by 1% versus PCP as a result.
Damien will cover more about the group's strategy, known as Strategic Pathways, when he speaks, but I'd also like to call out the achievement in FY24 of an important strategic milestone. When we launched Strategic Pathways in FY21, our group new business writings were AUD 633 million. As at the close of FY24, the group achieved AUD 924 million new business writings, demonstrating a compound annual growth rate of 10% over the past four years. At the same time, the group's operating expenses grew at a much lower compound annual growth rate of 3%, indicative of a highly disciplined approach to cost management despite high commercial activity, the Accelerate Program, and inflation. In addition to the strong financial results of FY24 and encouraging momentum heading into FY25, the other performance highlight of this year has been the defensive qualities of the group's business model.
90-plus day arrears, which finished the year at 44 basis points, are offset by the value of the underlying vehicle, demonstrating the business-critical nature of the vehicles we lease to our corporate customers. To those customers, our vehicles are tools of trade, they are revenue-generating assets, and the group's portfolio credit performance is indicative of that fact. Our business model is highly cash-generative, and the group's cash conversion ratio in FY24 was 128%. As of the 30th of September 2024, the group's balance sheet had a net cash position of AUD 31.3 million. This was driven by the group's carried-forward tax losses, meaning no cash tax was payable in Australia during the year, nor is any expected to be paid until late FY26 at the earliest. Finally, the group declared a capital return to shareholders of AUD 59.4 million for FY24 in the continuing form of our on-market share buyback program.
This is equivalent to a dividend payout ratio of approximately 68% of the AUD 88 million NPADA. The on-market share buyback continues to be the best alternative mechanism for a return of capital to shareholders in the absence of distributable franking credits. It's expected that the group will resume dividends as it accrues franking credits and in the absence of no superior capital allocation alternative. From the inception of the buyback program in the second half of FY21 up until the end of the first quarter of FY25, the group has outlaid a total of AUD 233 million, representing 30% of the shares on issue. Moving on to ESG, which is a guiding principle of our group's strategy, it's seen great progress during FY24, as outlined on slide eight. Our commitment to environmental, social, and governance principles extends beyond environmental initiatives.
We're actively engaged in fostering social responsibilities within our group and the broader community. By investing in our employees, supporting local communities, and championing diversity and inclusion, we are building a corporate culture with its foundations in empathy, respect, and equality. Most importantly, the board is proud of the energy and passion of our team at FleetPartners and how they dedicate that energy to supporting their local communities each and every year. In 2024, the group's Reconciliation Action Plan was endorsed by Reconciliation Australia. Throughout the year, the group delivered on its commitments under this plan, demonstrating and strengthening relationships between Aboriginal and Torres Strait Islander peoples and non-Indigenous peoples for the benefit of all Australians. In November 2024, the group released its second sustainability report, aligning its ESG progress under the United Nations Sustainable Development Goals framework, the Global Reporting Initiative, and the Task Force on Climate-Related Financial Disclosures.
During the 2024 year, the group maintained its Climate Active carbon-neutral certification in Australia and Toitū Net Carbonzero certification in New Zealand. Combined, this makes the group the first fleet management company with both sets of climate certification. In 2024, the group also launched a Green Bond framework to issue certified green asset-backed securities under global principles. This included a successful inaugural AUD 75 million Green Bond issuance in May 2024, which broadened our investor base and reinforced our commitment to addressing climate change through sustainable investment solutions. These initiatives placed the group in a strong position to support our clients with their ESG and emission targets, including helping them transition their fleets to lower-emission vehicles. The group also continues to be a proud WGEA Employer of Choice for Gender Equality. Finally, the group continues to strive towards best practice in corporate governance.
I'm proud to say that FleetPartners has a very capable board of directors who oversee the business with a good balance of gender diversity, sector, governance skills and experience, retained corporate knowledge, and built-in succession. Before passing to Damien, let me conclude with some final remarks. Our group is well positioned to deliver further sustainable EPS growth and shareholder value through strategic pathways, our go-to-market strategy, the impending implementation of the Accelerate Program in FY25, as well as continued disciplined capital management. Damien will cover these EPS drivers in more detail. In closing, I'd like to express my sincere appreciation and that of the whole board to the team members who've contributed to the strong performance of the group.
Their loyalty, resilience, and dedication has delivered the record results achieved in FY24, while at the same time, we know that they've given tirelessly of their time and energy to drive the Accelerate Program to completion. Finally, on behalf of the FleetPartners Group, I also express my sincere thanks and appreciation to our customers, our investors, and to our capital market partners for your continuing support. I'd now like to ask our Managing Director and Chief Executive, Damien Berrell, to address the meeting.
Thank you, Gail. Let me start by thanking you and the entire team at FleetPartners. 2024 was a successful year for the group on several fronts due to the incredible contribution made by the 450 talented people that we have working across our organization. Turning to slide 10, the group has developed a clear vision to create sustainable shareholder value.
As outlined on the slide, this strategy comprises three primary EPS growth drivers: sustainable and recurring revenue driven by Strategic Pathways, enhanced operating leverage from the Accelerate Project, and our ongoing share buyback program. I'll elaborate on the group's significant progress on each of these drivers during FY24 on the following slides. The impact from this strategy can be seen in the chart on the right, which shows the group's adjusted EPS growth of 13% compared to PCP. The main contributors of this growth include growth in Net Operating Income pre-End-of-Lease and provisions, a continued focus on cost discipline, and the impact of the group's share buyback program. Let's turn to slide 11 and look at each EPS growth driver in more detail, starting with our organic growth strategy, Strategic Pathways.
As a reminder, Strategic Pathways is designed to grow a new business in three under-penetrated, high-returning target markets, being corporate, small fleets, and novated. This go-to-market strategy is embedded within our business, and we are pleased with the results it is delivering. In FY24, the corporate business produced a strong performance, delivering 20% new business writings growth. The group won several new customers across a variety of sectors, including insurance, manufacturing, and healthcare. The corporate business also continued as a thought leader in the sustainable fleet transition by collaborating with its customers on this growing trend. Under small fleets, the group delivered 41% growth in new business writings in Australia, added around 150 new customers during the year, and extended its long-standing white-label arrangement with a leading OEM. This is validation of the group's small fleets' product and capability.
Finally, FY24 saw another strong performance for the novated business, registering 36% new business writings growth. As Gail mentioned, the novated business is successfully executing a plan which capitalizes on the strong demand for EVs and the profile of our customer base, which is weighted towards white-collar corporate employees. Like the group's corporate business, our novated team also won several new customers during the year across a variety of sectors, including technology, energy, banking, and professional services. Like the group's small fleets business, novated is also looking to expand its distribution channels through white-label pilot programs with several OEMs. Moving to the second major driver of our EPS growth strategy, which is the Accelerate program summarised on slide 12. Accelerate is a multi-year business transformation program that will provide a number of deliverables for the group once complete.
These deliverables will leverage the growth being created by Strategic Pathways in order to maximize the profitability and include simplifying our technology stack by moving to one operating system. This has the obvious benefit of reducing costs associated with running multiple systems, standardizing and automating processes on the back of a simplified technology stack, and consolidating multiple brands into one, being FleetPartners. This ensures a clear and consistent go-to-market message for our customers and suppliers, and finally, as a result of the first three deliverables, our team will have higher engagement, and our customers will experience a greater level of service. The group has made solid progress over the last two years with Project Accelerate, and we are looking forward to the system going live at the end of 1H25.
The project's estimated investment is AUD 30 million, which will create an annualized cost saving of AUD 6 million, which will be realized on a run-rate basis in 2H25. Turning to slide 13 and the final EPS growth driver, our on-market share buyback program. The on-market buyback program was initially launched in the second half of FY21. Since that time, up until the end of the first quarter of FY25, the group has purchased and cancelled around 30% of shares on issue. Assuming we complete the AUD 30 million announced with the FY24 results presentation at an illustrative price of AUD 3 per share, that is equivalent to a share cancellation of 32% over the last four years. As a use of capital, the buyback program is the preferred in the absence of embedded alternative emerging.
This might include bolt-on acquisitions or larger-scale sector mergers, both of which remain options in terms of alternative EPS growth opportunities. Moving to the FY25 update on slide 14, in the first quarter, we have seen the continuation of the operating environment from the second half of last year. 1Q25 new business writings were AUD 211 million, down 7% on PCP. This is primarily due to a decline in new business writings in the group's New Zealand business against a period of elevated demand in 1Q24, leading up to the repeal of the New Zealand Clean Car Discount. AUMOF ended the quarter at AUD 2.3 billion, up 9% compared to PCP. The current level of new business writings continues to drive AUMOF growth, which is the key to the group's sustainable recurring revenue, hence why the 1Q25 result is encouraging.
EOL income per vehicle has continued to decline, consistent with the group's long-term expectations. With that said, EOL income remains significantly elevated compared to where the group ultimately expects it to settle, which is approximately AUD 2,350 per vehicle. Finally, NOI pre-EOL and provisions was up 6% on PCP. NOI pre-EOL and provisions growth continues to track more in line with average AUMOF growth as the normalization of management fees and the impact from funding more leases on balance sheet becomes less of a headwind. This is a good segue to slide 15 on our FY25 expectations. Our expectations remain consistent with those presented as part of our FY24 full-year results. The only update is an AUD 800,000 reduction in our expected share-based payments expense. In relation to NOI pre-EOL and provisions growth, we expect the result in FY25 to directionally follow the same trend as average AUMOF.
As I just mentioned, the normalization of management fees and the temporary impact from funding more leases on balance sheet will partially offset that growth. Average EOL income per vehicle was AUD 5,533 in 1Q25, down 10% on PCP, with the number of vehicles sold down 7%. We continue to expect used car pricing to temper over time. The group has established a track record of disciplined operating expense management, and this will continue in 2025. Operating expenses are expected to be up slightly at 2%-3% in FY25, which incorporates AUD 3 million of Accelerate-related savings. All other items are consistent with what we have communicated in FY24. In closing, we are very happy with the strength of the group's performance in FY24 and the strategic direction of our business.
The group has a clear strategy to maintain long-term sustainable EPS growth, including strategic pathways, the Accelerate program, and effective capital management. Couple that with a fantastic leadership team and passionate and highly capable team members across the entire group, there is a lot to be excited about in terms of the future strength and prospects of FleetPartners now and in the future. With that, I'll pass back to Gail.
I'll now move to the formal part of the meeting. The notice of meeting dated 11th of December 2024 was circulated to shareholders, and I'll take that notice of meeting as being read. As outlined in the notice of meeting, voting on all resolutions will be conducted on a poll, and I've appointed Simon Duvenvoorde from MUFG Pension and Market Services as returning officer for the meeting.
When each shareholder here in person registered their attendance this morning, they would have been issued with an attendance card. The persons entitled to vote on this poll are all shareholders, representatives, and attorneys of shareholders and proxy holders who hold yellow voting cards. If anyone believes they're entitled to vote on this poll in any capacity and does not have a yellow voting card, please see our share registry representatives at the registration desk outside the meeting room. Does anyone need to leave the room to get a yellow voting card? No? Okay. If you're registered on the online platform as a shareholder or proxy holder, you can submit questions by selecting the Ask a Question tab on your screen.
You can submit questions now or any time before the meeting gives consideration to the item of business to which your question relates, and they will be dealt with at the appropriate time. If you have questions already prepared, I encourage you to submit it now so that as many possible questions as possible can be answered. All questions will go through our Chief Legal Officer, Anne-Marie Kernot, our moderator for the meeting, who will identify each person who asks a question, read out the question, and will then pass the question on to me, and I will either answer the question myself or pass it on to the most appropriate person to answer. We reserve the right to rule out questions that do not relate to the business of the meeting.
We will also not answer questions that are the same or substantially similar to other questions that have already been answered. Otherwise, we'll endeavor to answer as many of the questions as we can. For each item of business, I'll address questions from the floor first to give as much time as possible to those shareholders who wish to submit questions via the online platform. I'll then address any phone or online questions. I'll give instructions at the relevant time on how to complete your in-person voting cards. Shareholders who are attending via the online platform and who've neither exercised a direct vote before this meeting nor appointed a proxy to vote on their behalf may cast a direct vote during the meeting using the electronic voting card received when you registered via the online platform.
In accordance with the company's constitution, as chair, I've determined the voting on each of the resolutions will be conducted by a poll rather than a show of hands, and I'll now declare the poll open. Proxies have been inspected, and all those validly lodged have been accepted. Proxies have been received representing 233,257,916 shares or 87% of the issued capital of the company. Undirected proxies or open votes who've nominated the chair as their proxy will be cast in favor of each resolution being put to the meeting today. The results of the poll will be declared and released to the ASX as soon as possible after the conclusion of the business of this meeting. Moving to the first item of business, which is consideration of the annual report, which includes the financial report, director's report, and the independent auditor's report for the year ended 30th of September 2024.
Shareholders were given the opportunity to submit questions to either the board or the auditor via the MUFG Pension & Market Services website, and I note that no questions were received for the board. Peter Zabaks from our external auditor, KPMG, is available today at the front of the room, and shareholders as a whole will be given a reasonable opportunity to ask specific questions of Peter about the conduct of the audit, the preparation and content of the auditor's report, the accounting policies adopted by FleetPartners in relation to the preparation of the financial statements, and the independence of the external auditor in relation to the conduct of the audit. Are there any questions or comments about the reports or for the auditor?
If you'd like to ask general questions or make any comment regarding the management of the company, a reasonable opportunity for those questions and comments will be provided to shareholders at the end of the meeting. I'll now ask whether there are any questions from the floor for Peter. No questions? If there are no more questions from the floor, I'll address any phone questions. Moderator, are there any telephone questions relating to this item?
No telephone questions, Chair. Okay. If there are no more questions from the telephone, I'll now address any online questions relating to this item. Anne-Marie, are there any online questions relating to this item? No telephone questions. Thank you, Anne-Marie.
Before I move on to the rest of the formal resolutions set out in the notice of meeting, I'd like to say a few words about Peter Zabaks, who today retires as the group's audit partner. On behalf of the board and the management of FleetPartners, we extend our sincere appreciation to Peter for his time, effort, and wise advice over the five years he's been our lead external audit partner, and we also warmly welcome his successor, Luke Sullivan, who is stepping into Peter's shoes following a comprehensive succession program. Thank you, Peter. I'll now proceed to the formal resolutions set out in the notice of meeting. The first three resolutions relate to the re-election of Mr. Russell Shields, Ms. Fiona Trafford-Walker, and Ms. Cathy Yuncken. Russ, Fiona, and Cathy have made significant contributions during their tenure at FleetPartners, offering valuable insights and leadership that strengthened our organization.
The board as a whole believes their continued service will further support the attainment of our strategic goals and long-term success. Resolution one is the re-election of Mr. Russell Shields, as displayed on the screen. I'll now invite Russ to address the meeting.
Thank you, Chairman. You'll recall last year at this time, it was my intention not to stand again for re-election, and I reflected on this during the year and decided the job is not finished. I really want to see through the chapter, through the final chapter of restructuring of the group, which has been going on since 2019, and we've made a lot of progress, but we've still got a way to go. The realization of the benefits of Project Accelerate will come to light very shortly. That project has been difficult, but it will be successfully implemented very shortly.
The business growth we can anticipate through the Strategic Pathways initiatives, I find very exciting, especially in the small fleets and the novated areas where I can add some value. The other thing I need, I really want to be involved with, is to see this group go back to providing fully franked dividends to shareholders in the near future, and that'll be around 2027 at the earliest, and depending on board approval. The other thing I do bring to this board is a historical knowledge of the corporate structure, of the corporate performance and history, and that helps me to better guide the existing management and the current directors as well. I've been very proud to serve on this board.
We've done. A group of directors have done a great job, especially in the last few years, to see the company come back to where it should be and realize its potential going forward, so thank you for your support in my re-election.
Thank you, Russ. The proxy votes for this resolution are now displayed on the screen. I now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone. Shareholders who've joined via the MUFG Pension & Market Services portal can submit their questions online. Are there any questions from the floor? No? If there are no more questions from the floor, I'll now address any phone questions. Moderator, are there any telephone questions relating to this item?
No telephone questions. Thank you.
If there are no more questions from the phone, I'll now address any online questions relating to this item. Anne-Marie, are there any online questions?
Yes, Chair, there is one question. It's from Stephen Mayne. The question is, 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 first resolution on the re-election of Russell Shields? If so, what questions did they give, and have there been any material protest votes? Also, best practice is now to disclose the proxy position to the ASX along with the formal addresses to offer more timely disclosures to the market. Will you do this next year? Sorry, it's a very long question.
The answer is no. All proxy advisors recommended for Russell's re-election.
Yes, we will disclose, and I believe we disclosed last year, did we not? I believe we disclosed last year that. Yeah, yeah, we showed this. Not the proxy. Not the proxy recommendations. Okay. Yeah. So I'll take that one on notice. We'll show the shareholders again. Yeah, we'll definitely show the shareholders again. The format in which we would disclose proxy advisor recommendations, I'm not aware of that, so I think we'll take that one on notice. Okay. I'll now ask for you to please record your vote by placing a mark on the for, against, or abstain box against resolution one on your voting card. I'll move to resolution two, which is the re-election of Fiona Trafford-Walker. The second resolution is the re-election of Ms. Fiona Trafford-Walker as displayed on the screen. I'll now invite Fiona to address the meeting.
Thank you, Gail, and good morning, everyone. I'd like to add my welcome to those in attendance at the AGM today, and in the spirit of reconciliation, would also like to echo Gail's acknowledgement of country. As Gail has mentioned, I've been on the board since July 2021 and chair the Audit and Risk Committee and a member of the People, Culture, Remuneration, and Nominations Committee. FleetPartners had commenced on its transformation journey prior to my joining the board, and I'm pleased to have been part of that continued transformation. I heartily congratulate Damien and all of the team on the achievement of the key milestones within Project Accelerate and the imminent go-live of that project. It's a critical and substantial transformation project that will set FleetPartners up for its next phase of success.
My executive career of around 30 years focused in the area of financial services, investments, governance, and superannuation, as well as business strategy and management. In recent years, as a non-executive director, I've gained skills also in corporate strategy, mergers and acquisitions, tech platforms and transformation, customer service and focus, and operating in highly regulated environments. Many of these are relevant to the future success of FleetPartners as the company successfully moves through Project Accelerate, captures the benefit of that transformation, and continues on its growth trajectory. I have the time and I believe the experience and skills to continue to contribute to the ongoing success of FleetPartners. I thank my fellow board members for their support, and I thank the shareholders for their consideration. Thank you.
Thank you, Fiona. The proxy votes for this resolution are now displayed on the screen.
I'll now invite any shareholder wishing to speak to this resolution to do so by raising their hand and moving to the microphone. Shareholders who've joined via the MUFG Pension & Market Services portal can submit their questions online. Are there any questions from the floor? If there are no questions from the floor, I'll now address any phone questions. Moderator, are there any telephone questions relating to this item?
No telephone questions, Chair.
Thank you. I'll now address any online questions relating to this item. Anne-Marie, are there any online questions relating to this item?
Yes, Chair, we have one question from Stephen Mayne. Fiona has been an important contributor to the progress on ESG issues in the Australian market over many years. Is she worried that the re-election of Donald Trump will undermine this, and does she believe FleetPartners will resist any pressure to regress?
I think I'll have to hand that to you directly, Fiona.
Thank you, Stephen, for that question. Not one that I'd prepared for. Look, FleetPartners is an entity in its own right, and you can see from the material that Gail has put up today, you can see from our sustainability report, and I know as a director, just by what we talk about at the Audit and Risk Committee, which includes a piece on sustainability, I see the ownership in the company around sustainability and ESG issues. I see Damien as a champion of those. They are all very real, very important things to this company, and I don't foresee any regression at all in the commitment, and you can see, for example, how we talk about electric vehicles, how we talk about sustainability, but it's broader than that. It's about diversity. It's about community.
So I don't see any change in that. Thank you.
It's a very good question, Stephen. If there's no further discussion, I'll ask you to please record your vote by placing a mark in the for, against, or abstain box against resolution two on your voting card. The third resolution of the meeting is the re-election of Ms. Cathy Yuncken, as displayed on the screen. I'll now invite Cathy to address the meeting.
Thank you, Gail, and good morning, everyone, both here in the room in Sydney and also those of you who are attending virtually. My name is, as Gail said, Cathy Yuncken, and I was appointed to the FleetPartners board in July 2021. I chair the People, Culture, Remuneration, and Nomination Committee of the board and am a member of the Audit and Risk Committee.
I'm honored to have served as an independent non-executive director of FleetPartners over this period, a period of significant challenge and change for the business and for the industry. FleetPartners has demonstrated agility and resilience over these past few years, strongly executing on its strategic pathways growth strategy to deliver performance and value while implementing major business transformation. I congratulate Damien and his executive team for this performance, in addition to FleetPartners' disciplined capital management strategy and funding strategy and its support of our customers' fleet and mobility needs. Anticipating and responding to market and technology shifts and opportunities will continue to play a significant role in the future success of FleetPartners for future growth, profitability, and value creation. It's a privilege to serve the shareholders of the company alongside my fellow board members.
In addition to my governance experience, I bring to the board diverse commercial leadership experience at major global and domestic financial institutions, with particular experience in business development, transformation, capital markets, credit, and customer-driven growth strategies. I will be grateful for your continued support as I stand for re-election to the board. Thank you.
Thank you, Cathy. The proxy votes for this resolution are now displayed on the screen. I now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone. Shareholders who've joined via the MUFG Pension and Market Services portal can submit their questions online. Are there any questions from the floor? If not, I'll now address any phone questions. Moderator, are there any phone questions relating to this item?
No phone questions, Chair.
Thank you. I'll now address any online questions relating to this item.
Anne-Marie, are there any online questions relating to this item?
No, Chair, there are no questions.
Okay. So if there is no further discussion, I'll ask you to please record your vote by placing a mark in the for, against, or abstain box against resolution one on your voting card. I'll now move to remuneration matters. Resolution four is the adoption of the FY24 remuneration report as displayed on the screen. The remuneration report is set out in the 2024 directors report, which is available on our website. Further details about the resolution are also contained in the explanatory memorandum that accompanied the notice of meeting. I note that while the vote on this item is advisory only and does not bind the company or its directors, the board will take the outcome of the vote into consideration in setting remuneration policy for future years.
The proxy votes for this resolution are now displayed on the screen. I'll now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone, and shareholders can also submit any questions via the portal online. Are there any questions from the floor? If there are no questions from the floor, I'll now address phone questions. Moderator, are there any phone questions relating to this item?
No phone questions, Chair.
If there are no more questions from the phone, I'll now address any online questions relating to this item. Anne-Marie, are there any online questions relating to this item?
No, Chair, there are no questions.
Okay, great, so if there's no further discussion, I'll ask you to please record your vote by placing a mark in the for, against, or abstain box against resolution four on your voting card.
Resolution five, the grant of rights to the CEO, Damien Berrell, in respect of the FY24 STI. The next resolution is the rights grant to our CEO, Damien Berrell, in respect of the FY24 short-term incentive as displayed on the screen. Details about the resolution are contained in the explanatory memorandum that accompanied the notice of meeting and in the 2024 remuneration report. I now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone. Shareholders who've joined via the Pension and Market Services portal can submit their questions online. Are there any questions from the floor? If there are no questions from the floor, I'll now address any phone questions. Moderator, are there any telephone questions relating to this item?
No phone questions, Chair.
If there are no questions from the phone, I'll now address any online questions. Anne-Marie, are there any online questions relating to this item?
No, there are no online questions, Chair.
If there's no further discussion, I'll ask you to please record your vote by placing a mark in the for, against, or abstain box against resolution five on your voting card. I'll now move to resolution six, the grant of rights to the CEO, Damien Berrell, in respect of the FY25 long-term incentive. The next resolution is the rights grant to our CEO, Damien Berrell, as displayed on the screen. Details about the resolution are contained in the explanatory memorandum that accompanied the notice of meeting and in the 2024 remuneration report. I now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone.
Shareholders who've joined online can submit their questions online. Are there any questions from the floor? If there are no questions from the floor, I'll address phone questions. Moderator, are there any phone questions relating to this item?
No phone questions, Chair. Thank you. I'll now address any online questions relating to the item. Anne-Marie, are there any online questions relating to this item?
No, Chair, there are no questions. Thank you.
So if there is no discussion, I'll ask you to please record your vote by placing a mark in the for, against, or abstain box against resolution 4B on your voting card. We'll now move to the buyback resolution, which is resolution seven is the approval to exceed the 10/12 buyback limit. The next resolution is the approval to exceed the 10/12 buyback limit as displayed on the screen.
Further details about the resolution are also contained in the explanatory memorandum that accompanied the notice of meeting, and the votes for this resolution are now displayed on the screen. As noted in the notice of meeting, the company announced the inaugural share buyback on the 6th of May 2021 for 20 million and since then has bought back a total of 225 million up to the 30th of September 2024, reflecting the period which is covered by the notice of meeting. Under the Corporations Act, the company is limited to buying back up to 10% of the smallest number of shares on issue at any time in any 12-month period. This is known as the 10/12 limit.
As the board and management continue to believe that a return of capital to shareholders is best achieved through the on-market share buyback and cancellation, this resolution is proposed to give the company flexibility to buy back further shares beyond the 10/12 limit over the 12-month period following the end of the AGM. If resolution seven is passed, the company will be authorized to buy up to 25 million shares in the company in the 12-month period following the approval of resolution seven. This would represent approximately 11% of the company's 235 million shares on issue as at the 15th of November 2024, representing the issue date of the 2025 notice of meeting. I now invite any shareholder wishing to speak to this resolution to do so by raising their hand or moving to the microphone. Shareholders who've joined via the MUFG portal can submit their questions online.
Are there any questions from the floor? If there are no questions from the floor, I'll now address phone questions. Moderator, do we have any phone questions relating to this item?
No phone questions, Chair.
Thank you. I'll now address any online questions relating to this item. Anne-Marie, are there any online questions relating to this item?
No, Chair, there are no questions,
so if there is no discussion, I'll ask you now to please record your vote by placing a mark in the for, against, or abstain box against resolution seven on your voting card. Resolution eight has been withdrawn, so this now concludes the voting on resolutions for this AGM. I do note that the original notice of meeting included this eighth resolution for the amendment of the company's constitution to allow fully virtual meetings of shareholders among other amendments.
This resolution was subsequently withdrawn by the board in an announcement to the ASX on the 16th of December 2024 in response to reservations expressed by some investors and other stakeholders. I'd now like to invite shareholders with any questions about the company to ask them now. So are there any questions from the floor? No? If there are no questions from the floor, I'll address any phone questions. Moderator, are there any phone questions relating to this item?
No phone questions, Chair. Thank you. I'll now address any online questions relating to the item. Anne-Marie, are there any online questions relating to this item?
Yes, Chair, we have a number of questions. The first question relates to resolution one, and it is, is Russell Shields still planning on serving a full three-year term?
Russ? That is up to the directors to determine.
If asked, I will consider at the time what I do, but up to the directors to want me on the board. And if that is the case, I'll consider that request at the time.
We have a couple of questions that relate to the withdrawn resolution eight. The first question related to why was the constitutional amendment resolution still open for voting on the online platform when it was withdrawn weeks ago? And will we disclose votes that came in even though it was withdrawn?
I can't answer that question. I think it must have been something that actually may well be something to do with MUFG because it wasn't available for voting outside the online platform. So I can't answer that question, why it was available, because as I just commented, it was withdrawn on the 16th of the 12th.
And the second related question is, which law firm advised on the constitutional amendment, and are we going to pay their bill given that the item had been withdrawn after entirely predictable opposition from proxy advisors and shareholders? And what were we thinking of in proposing a constitutional amendment? And I should also add, there's.
Yes, there was the second part of that other question. I was going to answer that anyway.
No, I don't think there's any that it is relevant to disclose the votes that came through on the online platform for the withdrawn resolution because, as you will have seen, we received something like 96% of votes prior at the close, I think it was what, three days ago, as at three days ago, and there were no votes for resolution eight or only a handful of votes for resolution eight, which probably were cast in the few days while it remained before it was withdrawn. So I think that the number that voted for it is sort of irrelevant. In terms of the, I think I'll take your question on notice about legal advice, Stephen. All I can say is that we thought it would give us, our intention was not to move from hybrid meetings.
In fact, there was a strong view at the board we must continue with hybrid AGMs. The only reason is that our constitution didn't allow us to hold a virtual meeting should an occasion arise where we needed to hold one at a time of speed. And we probably should have considered it a bit more and possibly sought out advice from some of the proxy advisors beforehand. But as you pointed out, we should have known that. I don't think any material legal costs were incurred. And as I said, we withdrew the resolution as soon as we got the sense that it would generally not be favoured.
And we have another. I should have also mentioned I don't think I had mentioned those previous questions were from Stephen Mayne. We have another question from Stephen Mayne.
Could the CEO comment on what the takeover of SG Fleet means for the industry and our business? Who are our biggest competitors? And also, Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to the listed entities on the ASX falling by almost 8% over the last two years. There was a record of 29 major takeovers above AUD 200 million completed in 2024. Were we involved in any takeover discussions? And does the chair agree that this is a problem for the nation, particularly with so few new floats? I think the first part of that question is for you,
Damien.
Yeah, sure. Yeah, no problem. So let me handle the first part. Gail, then I'll pass over to you.
In terms of the SG Fleet transaction, we've been long advocates in terms of the benefits of industry consolidation, which we would participate in. So if the SG Fleet transaction is a catalyst for industry consolidation, we'd welcome it. In terms of the second part of the question, did you want to take?
Yeah, in terms of the second part of the question, which I think was, do I think the volume of takeover activity is a problem for the ASX? I would sort of say that that probably won't be the case with the ACCC reforms that come into effect at the end of 2025. And I think there's been a lot of discussion about why those regulations are going to be introduced. And there is some merit to, I guess, having a more thorough look at lessening of competition in what is a relatively small market in Australia.
We have another question from Stephen Mayne. Thank you for offering shareholders a hybrid AGM today. He says, "I couldn't find a copy of last year's AGM webcast on your website. Out of respect for your 5,000 retail shareholders, more than 99% of whom won't be attending or watching this AGM live, could you please undertake to publish a copy of the AGM webcast on the Investors' Relations section of your website? Even better, why not lodge a copy of the full AGM transcript with the ASX? Finally, will you do a scheme like voting disclosure of the poll like last year?"
So for the first part of the question, no, we won't release the transcript of the AGM to our website, Stephen. We give shareholders an opportunity to join us here physically. They can also log in as well or dial in as well.
We release both my speech and Gail's speech to the ASX as we're required to. So we think that's an ample opportunity for shareholders to participate in the AGM if they need to. That's all the questions we have.
Thank you.
Thank you, Damien. Oh, sorry. Thank you, Anne-Marie. There being no other business to be brought before the meeting, I'd like to take this opportunity to thank you all again for attending the FleetPartners 2025 Annual General Meeting, and I now declare the meeting closed. Thank you.