GrainCorp Limited (ASX:GNC)
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Apr 28, 2026, 4:16 PM AEST
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AGM 2026

Feb 17, 2026

Peter Richards
Chair of the Board, GrainCorp

It's not 10, but just before I start, a couple of housekeeping matters. Cameras and recording devices are not to be used during the meeting. Media representatives are welcome to remain. However, this is a shareholders' meeting, so questions during the meeting will only be taken from those registered shareholders and proxy holders. In the event of emergency, head back out the door you came in, and the hotel staff will look after you. It has gone 10 o'clock, so welcome to the Annual General Meeting of GrainCorp. I'm Peter Richards, the Chair of the Board, and I thank you for joining us today, both in person and online, as this is a hybrid meeting. If I don't glance over this slide too much, don't panic. I'm not ignoring you. I'm just trying to avoid the bright light that's shining down on me.

We have a quorum of shareholders, Annerly. We do. S o, I can declare the meeting open. Firstly, I'd like to begin by acknowledging the traditional custodians of the lands on which we're meeting today and pay my respects to elders, past and present. For those joining us here in Sydney, we acknowledge the Gadigal People of the Eora Nation , and for those joining online, we recognize the traditional owners of the lands on which you are participating. I would now like to introduce your board of directors. To my left is Robert Spurway, our Managing Director and CEO; our retiring Non-Executive Director, Kathy Grigg; our director up for election today, Samantha Hogg; we have Clive Stiff; we have another director up for election, Sarah Adam-Gedge; we have John Maher; and bookended with two Peters, there's Peter Knoblanche down the other end.

Our company secretaries are here today, Stephanie Belton in the front, and also bookending us, Annerly Squires up the back. Also joining us is Ian Morrison, our Chief Financial Officer. Sitting adjacent to him, very close, is Eliza Penny from PricewaterhouseCoopers, our external auditor, so welcome, Eliza. Turning to the agenda for the meeting, I will deliver the chairman's address, and Robert will then present a detailed review of our FY 2025 results, as well as an update on the 2025-26 winter harvest, and obviously, our earnings outlook for FY 2026. We will then proceed to consider the resolution set out in the notice of meeting, and the shareholders will have an opportunity to ask questions on each resolution. I'll move to my address.

However, before starting, I want to acknowledge the recent earnings outlook, which reflects the realities of operating in agriculture and the point of the cycle we find ourselves in. As many of you would know, GrainCorp has dealt with conditions like these before, and we are well-positioned to respond to the challenge and opportunities ahead of us. I'll expand on this shortly, as will Robert in his presentation. I'd like to start my review, though, with health and safety, which is one of our core values at GrainCorp. It is therefore disappointing to record a deterioration in our injury frequency rates. While the longer-term trends remain encouraging, particularly with our leading indicators, recent performance reinforces the importance of maintaining across the company focus on our safety strategies.

For example, a key priority in the past year was the standardization and simplification of our approach to critical on-site risks. Through our redeveloped critical risk framework, we have made meaningful progress in reducing critical incidents across previously identified high-priority areas, including confined spaces, mobile plant, and bunker management. Moving now to the FY 2025 performance, this result reflected above-average domestic crop production, coinciding with strong grain and oilseed supply globally, which compressed commodity prices to near cyclical lows. This resulted in constrained margins across the business. Against this backdrop, we delivered underlying earnings before interest, tax, depreciation, and amortization of AUD 308 million, and NPAT of AUD 87 million, both higher than the previous year, and we finished with a core cash position of AUD 321 million.

Importantly, we achieved this by focusing on what we can control: disciplined operational execution, delivering record volumes across many business units, which is a testament to the capability of our people, the strength of our processes, and the quality of our assets. The board declared an FY 2025 final dividend of AUD 0.24 per share, fully franked, bringing total ordinary and special dividends for the year to AUD 0.48. This was in addition to the share buyback, which saw us return a further AUD 38 million to shareholders. Turning now to sustainability, which is also a fundamental part of how we engage with our stakeholders. FY 2025 was another pivotal year for GrainCorp's sustainability journey, with the release of our validated science-based emissions reduction targets covering scopes one, two, and three.

These targets can be found in our sustainability report, and we look forward to updating the market on our progress against these targets. In conjunction to setting these longer-term targets, we continue to make progress on reducing emissions across our network, and we achieved many milestones, such as improving energy efficiency across our processing sites, particularly down in Victoria, reducing our waste to landfill rate across our ECA network, in relation to tarps, for example, and progressing our GrainCorp Next, which is our initiative to build a low-emission canola supply chain. A critical part of our sustainability strategy is continuing to support regional communities in which we live and work. The GrainCorp Community Fund, which is now in its fourth year of operation, supported more than 150 regional community groups across a range of initiatives.

Also, this year marks 10 years of our Silo Art Program, with 19 projects now complete across regional communities in Queensland, New South Wales, and Victoria, transforming grain silos into nationally recognized artworks, there's an example, which also drives tourism and promotes local businesses across these regional communities. Okay, now turning to board renewal. As I've mentioned in the past, we regularly review the board's composition to ensure we have the right mixture of skills. During 2025, we welcomed two new non-executive directors to the board, as I mentioned, Sam and Sarah, both of whom are seeking election today. Sam joined the board in September 2025, and is a member of the Audit and Risk Committee and the Sustainability Committee.

She will be succeeding Kathy, as the Chair of the Audit and Risk Committee following this meeting. She has extensive experience across transport, infrastructure, energy, and resources, both here in Australia and internationally. She has held senior executive positions at Transurban and Western Mining across a broad range of portfolios, including finance, strategy, marketing, and corporate services. Sam is currently a non-exec director of Cleanaway Waste Management, IGO Limited, and Syrah Resources, where she is also chair. Sarah joined the board in November 2025, and is a member of the Audit and Risk Committee and the People, Safety and Culture Committee. Sarah has extensive experience in finance, technology, digital, cyber, and innovation across her executive and non-executive careers, including as Chief Executive Officer and Managing Director for Technology and Digital Businesses globally. Sarah is also currently a non-exec director of Codan Limited, Bravura Solutions, and Aussie Broadband.

And the board obviously unanimously supports and recommends the election of both Sarah and Sam today. I would also like to acknowledge Kathy Grigg, who at the conclusion of this meeting will retire from the GrainCorp board. I'll say more about Kathy tonight, so I won't go into it too much. It makes me emotional. Kathy joined the board prior to the demerger of the Malt business in 2020, bringing with her a steady and deliberate approach to managing the transition and changes to our operating model, which continue today, I might add. On behalf of the board, I'd like to thank Kathy for the exceptional leadership, expertise, and pragmatism she has brought as Chair of the Audit and Risk Committee, and more broadly, to the contribution she has made to the board during her tenure.

Before I finish, I'd like to return to making some comments on the operating environment. From my time as director of GrainCorp, I can attest to the resilience of our business and your business in responding to cyclical market conditions. Our business has withstood droughts, floods, global pandemic, and increasing geopolitical tensions impacting supply chains, and demonstrates our ability to respond to conditions and capture opportunities when they arise, and Robert will expand on this in his presentation. So on behalf of the board, I would like to express my gratitude to the entire GrainCorp team for their dedication, delivering for growers and for customers and for shareholders. And finally, to you, our shareholders, thank you for your ongoing trust and support. I'll now hand over to Robert.

Robert Spurway
Managing Director and CEO, GrainCorp

Thank you, Peter, and good morning, everyone. For those in the room and following online, I will follow the slides that will support what I'm gonna talk about today. But before I start, or as in starting, I do want to echo your comments, Peter, about the sentiment, and provide a little more context around the current operating environment impacting our financial year 2026 outlook. We are currently experiencing a cyclical oversupply of global grain. This is keeping prices low and limiting the willingness of growers to engage with the market. On the demand side, the global oversupply means Australian exports are selling into a competitive market, where end customers have purchasing optionality. These factors are limiting margin opportunities for grain handlers.

In response to this, we are focusing on what we can control, such as exercising cost control and capital discipline, while continuing to invest for growth. I will expand on these points in more detail during my presentation. Starting, though, with reflecting back on financial year 2025 with safety, where we strive for zero harm. Our approach to safety is one of continuous improvement, so we were disappointed to report an uplift in our injury frequency rates following several encouraging years of progress. We will continue to focus on simplifying and standardizing safety across our organization to ensure that a strong safety culture remains a priority across all parts of the business. I'd now like to touch on sustainability in a slide many of you will be familiar with. It is an integral part of our strategy and in the pursuit of long-term value creation for GrainCorp.

Our recently validated SBTi targets will underpin the roadmap for us to drive positive environmental outcomes across our network. Through initiatives such as GrainCorp Next, we are supporting the development of a more sustainable agricultural industry, which will benefit a wide range of stakeholders, growers, and customers. We also continue to invest in our people who are critical to our long-term success. It is a privilege to lead a business that promotes industry-leading initiatives, including the outcomes we've achieved on gender pay equality. Turning to some of the operational and financial highlights from financial year 2025, we saw GrainCorp deliver underlying EBITDA of AUD 308 million, compared to AUD 268 million in the prior year, and underlying net profit after tax of AUD 87 million, up from AUD 77 million the prior year.

The result reflected the 2024 and 2025 East Coast Australia, or ECA crop, as we call it, of 34.7 million tons. This was an above average crop production in Queensland and Northern New South Wales, but offset by lower production in southern regions. Our ECA network handled 31.6 million tons of grain in financial year 2025, compared to 28 million tons in financial year 2024, reflecting the larger crop. Despite tighter overall margins, our team did take the opportunity to capitalize on better margins where they were available across some commodities, including chickpeas and canola. At our ports, we continue to see the benefits of our bulk materials program, which delivered record financial contribution in financial year 2025. Our international business experienced year-on-year uplift in sales volume due to the Western Australian grain production.

However, margins were lower as increased global grain supply competed with Australian exports. Our nutrition and energy segment increased crush volumes to 557,000 tons, offset by lower crush margins. It was another year of growth for our animal nutrition business, which achieved sales volumes of 713,000 tons compared to 517,000 in financial year 2024. Again, another slide that many of you will be familiar with. GrainCorp's strategy drives delivery of returns through the cycle, utilizing our integrated value chain and providing the framework to deliver on our vision and purpose. We do this through enhancing returns from our existing asset base, pursuing disciplined expansion to diversify our earnings, and evolving our business to drive future growth. It's important to look at the context of the macro trends that support this.

Supporting the delivery of that strategy are compelling long-term fundamentals, in particular, the growing population and evolving demographics in our key export destination markets. As you can see on the slide, the population of Australia's 20 largest grain export destinations is expected to increase by approximately 80 million people by 2035. This market growth will increase the demand for high-quality Australian grain well into the future. Evolving consumer trends, such as increasing protein consumption, are expected to support the growing feedlot sector, where Australian producers have a strong competitive advantage. GrainCorp has exposure to a range of diverse and attractive markets with deep customer relationships. In summary, the long-term fundamentals of our industry are strong, and we expect GrainCorp to benefit from these trends through the cycle. If we look at our strategy into action, in financial year 2025, we progressed a range of strategic initiatives.

In agribusiness, we invested in our upcountry network to improve the equipment, storage capabilities, and ultimately move grain more efficiently across our supply chain. This will allow us to improve service to growers and ensure faster turnaround times at sites. At our ports, we see opportunities to continue developing our bulk materials program, which I touched on earlier. This improves the utilization of our port infrastructure and is growing and diversifying our non-grain earnings. In December 2025, we did announce the sale of GrainsConnect Canada following a strategic review. This does reflect our broader commitment to portfolio optimization and demonstrates our willingness to take action to enhance returns. Our nutrition and energy portfolio remains well-positioned for future growth as we continue to invest in our human nutrition, animal nutrition, and agri-energy capabilities.

As we progress towards the delivery phase of our business transformation program, we are focused on the delivery of the benefits, and we've spoken about those previously. If I move now to the 2025-26 harvest, that does set the context for the financial year ahead. The 2025-26 East Coast Australia crop saw strong overall, but varied growing conditions across the region, with production in all states expected to be above the 10-year average. Crops in Queensland and northern New South Wales were strong. However, these were contrasted by more variable conditions across Victoria and southern New South Wales. ABARES is predicting an ECA winter crop of 31.2 million tons for the 2025-26 season. After an excellent start to the harvest in northern Queensland, the winter harvest, as we call it, was more prolonged than prior years because of unfavorable weather interruptions.

However, as of this week, we've received 10.6 million tons into our grain network during the 2025-26 harvest period, and year-to-date export volumes are 2.3 million tons. The harvest of the summer crop is now also underway, and we've received high-quality sorghum across northern parts of our network. Growers across East Coast Australia, particularly in the southern regions, will, of course, eagerly be awaiting rainfall to support the winter crop planting prospects in the months ahead. Just further expanding on our operating environment to explain the dynamics of the current grain market. It is clear, as you can see from this chart, that we're experiencing a cyclical global oversupply of grain.... For example, on the top right there, you can see that this year, the supply of wheat exceeded demand by 18 million tons globally. That's according to USDA.

This oversupply has exacerbated an already competitive global grain marketplace, leading to continued low grain pricing. Growers who are exposed to these low prices have responded by delivering a lower portion of the overall harvested crop to market. This means that the purchasers of grain, such as bulk handlers, grain traders, feedlots, and downstream processors, are participating in a more competitive marketplace with reduced grain availability. For grain handlers, including GrainCorp, this set of circumstances has created an environment where margins are lower. We expect this set of conditions to revert to a more balanced supply and demand environment as local and global inventories become more balanced. However, the timing of this is currently unclear. I do want to assure everyone that we are managing everything under our control to ensure the impact on GrainCorp's earnings is minimized.

With these conditions in mind, I'll now make some comments and turn to the financial year 2026 guidance. As we announced earlier this month, we expect to report underlying EBITDA of between AUD 200 million and AUD 240 million, and underlying net profit after tax of between AUD 20 million and AUD 50 million. The guidance range excludes costs associated with our business transformation program and the impact of the GrainsConnect Canada sale. Earnings from our agribusiness will be lower year-on-year, impacted by the lower margins and volumes I've discussed. We are forecasting full-year receivals of between 11 million tons and 12 million tons, and exports of between 5.5 million tons and 6.5 million tons. We expect earnings from nutrition and energy to be softer year-on-year.

While human and animal nutrition earnings are expected to be broadly in line year-over-year, our agri- energy margins are expected to be lower amid the ongoing global uncertainty on biofuel policies. Considering the current conditions, GrainCorp is focusing on what it can control and how we can respond effectively. This includes cost management: ensuring our cost base is appropriate for the prevailing conditions and positioning GrainCorp to win in a challenging environment. In terms of portfolio optimization, consistently reviewing our portfolio to ensure it's best positioned to provide a return on capital invested and capture future growth. Of course, capital discipline, continuing our track record of disciplined capital allocation to enable us to continue to invest in our business and return capital to shareholders.

As you may have seen, today we've extended our previously announced AUD 75 million share buyback, of which AUD 38 million has been completed to date. At the current point in the cycle, responding to the market environment and controlling what we can is critical to our future success and remains the full focus of the board and management team. Just moving to the next slide, I do want to take a moment to remind everyone of GrainCorp's track record of generating earnings through the cycle. As the chart shows, across financial year 2020 through 2025, we've delivered an average of AUD 423 million in EBITDA, excluding payments against our crop production contract. This supports our confidence in AUD 320 million EBITDA through the cycle. We have demonstrated our ability to capitalize on opportunities when market conditions allow.

I want to assure everyone that while we do not control the cyclical elements of our industry, we are controlling how we position the business to respond. Our ability to drive assets and our integrated value chain has been proven over time, and your business will respond to the current conditions and emerge stronger as a result. As I mentioned earlier, given the global conditions with the surplus in global grain, we are operating in a difficult margin environment that history demonstrates will correct with time. In conclusion, GrainCorp's investment proposition remains strong. There are attractive fundamentals underpinning your business and its strategy. We expect demand for high-quality food, feed, and agri-energy products to continue to increase. GrainCorp operates a set of strategic, integrated infrastructure assets to connect growers to the world.

Our supply chain is resilient, having navigated a number of disruptions and a variety of market conditions over the recent past and beyond. Our strong balance sheet positions us well to navigate the current market conditions, as well as continuing to invest in growth to achieve our strategic goals. We have a demonstrated track record of disciplined capital management that has enabled us to invest in the business, as well as to return over AUD 600 million to shareholders in the last five years. In closing, I want to extend my appreciation to the GrainCorp team for your continued effort and contribution throughout the year. I want to thank growers, customers, and shareholders for your ongoing support. Thank you, everyone!

Peter Richards
Chair of the Board, GrainCorp

... Okay, thank you, Robert. We'll now move to the formal items of business. The notice of meeting was distributed to shareholders on the sixteenth of January, and fortunately, I can take this as read. As set out in the notice of meeting, there are four items of business today. Item one is for consideration, with no vote required. All other business items are ordinary resolutions which require a shareholder vote. Shareholders, proxies, and corporate representatives who are registered to vote today should have received a yellow voting card. Shareholders, proxies, and corporate representatives that are not voting today should have received a blue non-voting shareholder card. Only those holding blue or yellow cards are eligible to speak at this meeting. Anyone with a red card is not able to ask questions during the meeting or vote on the resolutions.

For our online shareholders, if you would like to vote, please click Get a Voting Card on your screen and follow the prompts. In order to ask a question, please click Ask a Question on your screen and follow the prompts to ask a written question or audio question. If you need further assistance, please refer to the instructions in the online guide available on the virtual meeting platform. We will endeavor to answer all questions we receive. However, if there are questions of a similar topic, these will be grouped together and one response provided. If we experience any technical issues that impact the ability for the meeting to continue online, I will assess the circumstances and communicate further with you. If this is not possible, you'll be emailed instructions on how and when to rejoin the meeting.

I can confirm that where undirected proxies have been given in favor of the Chair, these shares will be voted in favor of all resolutions to the extent permitted. Voting on all items of business will be conducted by a poll, and I now declare the poll open. Sumit Singh of MUFG Corporate Markets will be here to conduct the poll as the Returning Officer. Welcome back. Voting cards will be collected at the conclusion of the formal business. If you need to leave early, please ensure that you complete your voting card and present it to a MUFG staff member. As Chair of the meeting, I will ensure that there are opportunities for separate deliberation concerning all items of business.

To enable all shareholders to participate, it's important that comments and questions are succinct and restricted to the subject matter of the business and resolutions as set out in the notice of meeting. Okay, now moving to item one, which concerns the consideration of the financial statements and the reports of the directors and auditors for the financial year ended 30 September 2025. These reports are contained in the annual report, which was released on the 13th of November last year. I will take the reports as read and now formally lay them before the meeting. The purpose of this item is to provide an opportunity for shareholders to ask questions and make comments about the company's performance, operations, and management.

Shareholders were invited to submit questions in advance of today's meeting to our auditors, and Eliza, I can confirm there were no questions received. Before I open the meeting up for questions, a reminder only that holders of yellow or blue cards are entitled to ask questions. When we come to the questions during the meeting, if you would like to ask a question, please raise your hand and provide one of our two roving microphones in the room will come to you. Please also clearly state your name before asking a question. We will take questions from the floor before moving to any other online participants. So are there any questions from shareholders on this item? Sir.

Giles Edwards
Shareholder, Getty Proprietary Limited

Thank you, Mr. Chairman. Giles Edwards, on behalf of Getty Proprietary Limited. I don't know whether the technical gentleman could go back to slide number 12. What concerns me is that China exports are by far the largest single, around 20% by my reckoning, export market for us. And we're already under a canola ban, apparently since 2020, continuing a canola ban of imports into China, which must affect our business and other similar businesses. Is it wise, given China's track record of capricious economic bastardry, just ask... Well, that's what it is. It's not good, fair, reasonable international trade. It's political, it's capricious, and it's very dangerous. Ask Treasury Wine Estates, the lobster exporters from Australia, the barley exporters, and so on and so forth. It's not good economics, it's political bastardry.

Yet, sadly, I see on slide number 12, if that can be brought up, I don't know, just to illustrate, we have a preponderance of exports to China, and if anything goes wrong, if there's any international arbitration or free trade arbitration, they'll ignore the result if it doesn't go their way. They have a huge track record in all industries, mining as well as agriculture. If they don't like the result, they ignore it. Good luck if you want to get any compensation. Is it wise to be having so much percentage exports to a capricious regime like China? I could also add Russia, most of Africa, the dictatorial regimes that don't obey good, fair, level playing field international trade principles. It is dangerous.

It's difficult in a time of oversupply, I grant you, where you want to get as much product moved at whatever price you can get, but that's, that's temporary, as you yourself have said. That, that's temporary. The balance of supply and demand will even out sooner or later, and it's tempting to get suckered into the Chinese way. Should we not be doing something to spread our risk much better?... and maybe have only 5% or 10% maximum revenue coming from China? It seems very dangerous not to.

Peter Richards
Chair of the Board, GrainCorp

Trying to break that question down, it was, I think it's focused on the diversification of our end markets, and I can pretty clearly state that in relation to, ever since probably pre the pandemic, we have been extremely successful in diversifying our end markets with respect to all our products. Robert also picked up on the fact that we were able to take advantage of opportunities in both chickpeas and canola, which included China. So China does pick on various countries at various times, including Canada, and that opened the door, and GrainCorp took advantage of it, and will continue to do so. While also, as I said, diversifying end markets, which is a very important part of our strategy.

Robert, I don't know whether you want to add any more to that.

Robert Spurway
Managing Director and CEO, GrainCorp

Yeah, I might make a comment. First of all, slide 12 that you're referring to, the pie chart there showed the diversification of markets. That was a chart of Australian grain exports, not GrainCorp specific.

Giles Edwards
Shareholder, Getty Proprietary Limited

Ah.

Robert Spurway
Managing Director and CEO, GrainCorp

We don't disclose details of the exact volumes we do with each market. Other than to say, China remains one of the world's largest consumer markets. It's got a very large population, and globally, is one of the largest importers of agricultural products. So it's natural that we will have exposure to those key markets. As the chairman said, over the last five, nearly six years now, we've diversified the markets that GrainCorp actively sells to, from about 30 to more than 50. One of the, I think, great strengths of GrainCorp is that huge diversification that we have. Picking up on some of the points that you made, we've got a demonstrated track record of our ability to navigate and indeed take opportunities from disruption in global trade.

Only a few years ago, Australian exporters were effectively banned, or a major tariff was put in place on barley from Australia to China. That allowed us, with our agility, to open up markets overnight in other markets, and volumes and margins actually increased as a result of that activity. So you can be assured that on a regular basis, we are looking to optimize the value of where we're exporting to, keeping diverse markets-

Giles Edwards
Shareholder, Getty Proprietary Limited

Mm

Robert Spurway
Managing Director and CEO, GrainCorp

... available to us. And of course, working closely with the Australian government on ensuring free and fair trade and open access to all valuable markets for Australia.

Giles Edwards
Shareholder, Getty Proprietary Limited

Well, in that case, I'm sorry about the misunderstanding of the pie chart. In terms of the pie chart as it relates to GrainCorp exporting to the world, what percentage of our revenue would be coming from China? If our revenue is, say, AUD 100 million, what's that? AUD 10 million? Or, as a rough guess, what would the percentage be? Because I find this is a very dangerous reliance on a very dangerous regime that can whip the carpet from under you, and whatever gains we might have had from even premium prices under better trade conditions will evaporate overnight. And then, as I say, Treasury Wine Estates is the classic case, and all the other embargoes and so on. We're already suffering an embargo on canola for rather spurious health reasons. Totally spurious.

Robert Spurway
Managing Director and CEO, GrainCorp

Um-

Giles Edwards
Shareholder, Getty Proprietary Limited

So what's our percentage for GrainCorp, not just general? Page 12 or slide 12.

Peter Richards
Chair of the Board, GrainCorp

Yeah. Robert?

Robert Spurway
Managing Director and CEO, GrainCorp

Yeah, I'm happy to answer that question. And look, rather than getting into the specifics, we don't disclose-

Giles Edwards
Shareholder, Getty Proprietary Limited

Well, that's what I'm asking for-

Robert Spurway
Managing Director and CEO, GrainCorp

I know

Giles Edwards
Shareholder, Getty Proprietary Limited

... because specifics matter.

Robert Spurway
Managing Director and CEO, GrainCorp

I appreciate that.

Giles Edwards
Shareholder, Getty Proprietary Limited

Specifics matter, and I'm a shareholder, and it's a major concern that a Chinese dictatorial government or any other dictatorial government around the world, can really whip the carpet from under us, and we are... You know, as Warren Buffett says, "You'll soon find who's naked when the tide goes out.

Robert Spurway
Managing Director and CEO, GrainCorp

Yeah. So-

Giles Edwards
Shareholder, Getty Proprietary Limited

I want to know specifically, how much, within a percentage or two, how much of our trade is with China as opposed to Thailand, Vietnam, the more ethical countries that actually obey basic rules of international trade? It's a fundamental question that deserves a fundamental, clear answer.

Robert Spurway
Managing Director and CEO, GrainCorp

Look, I appreciate your comments, and I think it's important we focus on the impact to GrainCorp, and I'll make a few points about that. Firstly-

Giles Edwards
Shareholder, Getty Proprietary Limited

Excuse me, I'd like you to focus on my question.

Robert Spurway
Managing Director and CEO, GrainCorp

I will answer your question.

Giles Edwards
Shareholder, Getty Proprietary Limited

Exactly, what is the percentage?

Robert Spurway
Managing Director and CEO, GrainCorp

Yeah, if-

Giles Edwards
Shareholder, Getty Proprietary Limited

... of our exports as a company-

Robert Spurway
Managing Director and CEO, GrainCorp

If, if, if-

Giles Edwards
Shareholder, Getty Proprietary Limited

... not as a country-

Robert Spurway
Managing Director and CEO, GrainCorp

Yeah

Giles Edwards
Shareholder, Getty Proprietary Limited

... to China

Robert Spurway
Managing Director and CEO, GrainCorp

If you-

Giles Edwards
Shareholder, Getty Proprietary Limited

... and any other dubious regimes?

Peter Richards
Chair of the Board, GrainCorp

If we can let Robert answer the question.

Robert Spurway
Managing Director and CEO, GrainCorp

Please give me a moment to answer the question. The reason we don't disclose individual, market, market data is because it's competitive, in terms of the negotiations we have with the key customers and those markets. While we are exposed to China, I want to correct a comment that you made just about our revenues. Our revenues are typically, depending on the prevailing commodity prices, more like AUD 7 billion.

Giles Edwards
Shareholder, Getty Proprietary Limited

Well, just-

Robert Spurway
Managing Director and CEO, GrainCorp

We are a large business with broad global market exposure.

Giles Edwards
Shareholder, Getty Proprietary Limited

Mm.

Robert Spurway
Managing Director and CEO, GrainCorp

Second point I want to make is that fundamentally, demand for food is growing, and the world's population needs to eat. So we're in an extraordinarily secure and protected market, in terms of the requirements that populations have to eat. We look at that in the decisions we make around who we trade with, who we sell to and where the value and margins are, and I think that is far more important than being concerned about point in time, politics or regimes. The reality is that we trade with markets where we can get the greatest value for GrainCorp shareholders. We do so in conjunction with support from the Australian government to ensure that our interests are protected. And we also

Make sure that the way we sell grain protects the value of that shipment, ensuring we get paid for it before it arrives in destination markets. So I appreciate your question, and I can assure you that I'm very confident that the market dynamics, the fundamentals of GrainCorp business, the way we apply risk, and the way we trade both supports and protects GrainCorp's interests into the future and maximizes revenue and margin in the short term.

Giles Edwards
Shareholder, Getty Proprietary Limited

If China were to pull the rug from under us tomorrow or next week, there'd be minimal effect on our exports as a company to-

... China? Yes, no?

Robert Spurway
Managing Director and CEO, GrainCorp

What I can answer is we have a demonstrated record of when China did overnight close access to barley. We were able to respond extraordinarily effectively and quickly, and I think that's something we should celebrate around GrainCorp's capability.

Peter Richards
Chair of the Board, GrainCorp

Thank you. Any further questions from the floor? Yeah, questions. Jess, any online questions?

Speaker 7

Thank you, sir. The first question comes from Stephen Mayne. Thank you for holding your first hybrid AGM. I'll start the question again. First one comes from Stephen Mayne: Thank you for holding your first hybrid AGM since COVID, and also for embracing early proxy disclosure and scheme like headcount voting disclosure at last year's AGM. I was puzzled by the big protest vote against the re-election of Chair Peter Richards at last year's AGM, which started at 35.7% on the proxies and finished at 45.6% in the poll after further large against votes from the floor. What caused this protest? Was it driven by proxy advisors or shareholders, and how did the chair respond to this unusual protest vote?

Peter Richards
Chair of the Board, GrainCorp

Thank you, Stephen, and I take it you're listening online. We're not really dealing with my election this year, and when the votes come up for Sam and Sarah, you'll probably see why I was particularly jealous of their support. Notwithstanding that, the issues have been consistent with my re-election over time, which is coming down to alleged overboarding. There's a particular box that has to be ticked with respect to how many boards or chairs that you can be on, and that's always led to a degree of protest vote.

We had a particular situation last year where we also had a major shareholder, who was, shall I say, aggrieved with respect to, the engagement they had had with us, and actually turned up on the day of the AGM and reversed their vote, which led to a particularly disappointing outcome.

Speaker 7

The second question comes again from Stephen Mayne. CBH has become a powerhouse after five straight Western Australia harvests of more than 20 million tons, which has lifted annual revenues to almost AUD 6 billion a year. Do the chair and CEO believe that CBH would be more valuable than GrainCorp if they listed on the ASX? And how do we deal with them as a grower-owned cooperative in WA, which appears to have something approaching a monopoly? How big are our WA operations, and have we tried to break into their market?

Peter Richards
Chair of the Board, GrainCorp

We can't comment on the value of CBH. It's a co-op, and it's owned by the growers themselves, and they have a different sort of set of operating requirements with respect to how they meet their grower needs. All I can say is that CBH is actually a very, very valuable supplier of grains to our network, which we use to then export into the Asian markets. And I think we actually increased the stem from CBH in the last year, which on the back of their record production for about the fourth or fifth year in a row was particularly valuable for GrainCorp.

Robert Spurway
Managing Director and CEO, GrainCorp

Peter, I can add to that. We typically export from west coast of Australia between 1.5 and 2 million tonnes. That, of course, depends on the opportunity that we see in any given year. And as Peter said, we see CBH as a valuable partner, and us as a customer of their assets in that business. We also have a canola crush plant in Western Australia that operates and produces both canola oil and canola meal for the animal nutrition side of things in Western Australia.

Speaker 7

Thank you. One more question for this item from Ronald Guy, from Regional Trade Unions Human Rights Shareholder Group. With recent allegations of modern day slavery in animal supply chains by ABC News, how does GrainCorp ensure no modern day slavery in supply chains? What steps do you take, and have you had to review any contractors or supply chain items?

Peter Richards
Chair of the Board, GrainCorp

We have a modern slavery policy, which is on our website. We also have a no deforestation policy, which is on our website, and we have a rigorous process of evaluating all of our international suppliers with respect to conforming to that policy. If need be, we'll work with those suppliers if we think there are any issues, and if not, we'll move on. So it's a fairly rigorous process.

Speaker 7

Thank you. No further questions for this item.

Peter Richards
Chair of the Board, GrainCorp

Online? Over here. No questions online? Okay, so if there's no further... Yes, one more question, sir. Welcome back.

Peter Brereton
Shareholder, Private Investor

Pete, Peter Brereton, shareholder. Talking about world oversupply of grain, what impact does sanctions on Russian grain has distorted the markets worldwide? And I presume most grain of that comes from Ukraine anyway. But is sanctions on Russian grain distorted the market, and that's why we see a oversupply in, or certainly markets we supply?

Peter Richards
Chair of the Board, GrainCorp

There's been some obviously short-term disruptions with grain coming out of the Black Sea, but not necessarily. There's a lot of Russian grain that's found its way into the Chinese market, but also in the African markets. But the conditions, as Robert pointed out, were such that we had record crops in WA, in Canada, South America, which is unusual for all that to arrive at once. So that's led to an oversupply, but in a market, as pointed out, that continues to grow in terms of the demand for grains. Okay, if there's no further questions, and thank you very much for all of those, I can now move on to the other items of business. Item two concerns the adoption of the remuneration report.

This is found on pages 48 to 64 of the FY 25 annual report, and provides disclosures relating to director and executive remuneration. The vote obviously is advisory only, and doesn't bind the directors of the company, but as usual, we'll take note of the views of shareholders in relation to our remuneration policies. We remain committed to ensuring that our approach to executive remuneration aligns with our big business strategy and with the interests of our shareholders, and is fair and is competitive to enable us to attract and retain talent, and to manage our business effectively to meet our strategic objectives. The direct and proxy votes received on this item are on the screen now. And I firstly invite comments from the floor with respect to the remuneration report. You don't need me to read these out?

Hopefully, I know they're fairly small up there, and they should be able to read those. Did someone want to read them out? Because I haven't got them. In favor of four is 96.3%, abstain 0.4%. Against, I think it's 3.3%, with a total vote of 62.3% of available capital, so overwhelmingly in favor. So any questions from the floor? Any questions online, Jess? Any questions open? Okay. Okay, thank you very much. The next item of business concerns the election of Sam and Sarah, who were appointed as directors on the board by the board on the twenty-second of September for Samantha, and the first of November for Sarah.

In accordance with the casual vacancy rule under the ASX listing rules and the company's constitution, they are required to retire at this AGM, and being eligible, offer themselves for re-election. Sam and Sarah were appointed following a comprehensive review of board skills and an extensive, search process, and followed an extensive review of our strategic platform. We are delighted to have Sam and Sarah join the board, and have the, and value the strong contribution, skills, and experience they have already brung. And these will be dealt with two separate resolutions. Firstly, 3A, which concerns the election of Samantha. As I said, Sam brings to the board significant experience in the range of areas relevant to GrainCorp, including transport, infrastructure, energy, and resources.

Details of Sam's qualifications and experience are set out in the notice of meeting, and as usual, we'd now like to invite Sam to address briefly the meeting. Thanks, Sam.

Samantha Hogg
Non-Executive Director, GrainCorp

Thanks, Peter, and good morning, ladies and gentlemen. I'm seeking your support to be elected to the GrainCorp board to serve as a non-executive director. I look forward to contributing to the GrainCorp board and helping to grow the businesses, and create value for GrainCorp and its many stakeholders. I bring broad experience in finance, commodity, commodity markets, and mergers and acquisitions from my time working in the resources and transport infrastructure businesses. My most recent executive role was as CFO for Transurban, noting that was over a decade ago. Since then, I have pursued a non-executive career in both ASX-listed and government organizations. I've served on a number of Tasmanian government boards, such as Hydro Tasmania and Tasmanian Irrigation, as well as federal government boards such as ARENA, Infrastructure Australia, and the COVID Commission.

I served on the MaxiTRANS board and the Adbri board as lead independent director prior to it being privatized in 2024. I currently serve on three ASX boards: Cleanaway Waste Management, IGO Limited, and Syrah Resources. I'm passionate about and have a real interest in agricultural businesses. My husband and I are farmers in Tasmania. This background gives me insight into one of GrainCorp's large stakeholder groups. I thank you for your consideration.

Peter Richards
Chair of the Board, GrainCorp

Thanks, Samantha. The proxy and direct votes, 97.3%, 4.4% open, 2.3% against. Again, overwhelmingly in favor from our online voters. So I'm now happy to invite any questions or comments on this resolution from the floor. Jess?

Speaker 7

Thank you. We have one question from Stephen Mayne. Which recruitment firm assisted with the search that led to Samantha and Sarah's appointments to the board? What sort of onboarding process did we run for them, and could they clarify if either of them knew any of the other directors before engaging with the recruitment process?

Peter Richards
Chair of the Board, GrainCorp

Do we normally disclose our partners? We don't normally disclose which firms we use for recruitment, but it was an independent, large third-party consultant. In terms of the onboarding, in terms of inductions, we have quite a substantial and considerable induction program. In fact, both ladies were able to join us on our board tour back in... I'm trying to think when it was, September, October, where we toured for four or five days, down the border of New South Wales and Victoria. In addition, there's substantial, let's call them education processes, run with our senior management team, and obviously, a considerable amount of materials are provided by our company secretaries, and full and open access to management and other members of the board.

In terms of whether they knew other members of the board, it's openly stated that Sam is also on the board of Cleanaway, as is Clive. So I'd expect there was a fair degree of knowledge between them before. And in terms of Sarah, Sarah and I, when we get to Sarah, I'm sure you'll have the same question, where we was on the board of Emeco together for a number of years. Thank you. Any more questions, Jess?

Speaker 7

No.

Peter Richards
Chair of the Board, GrainCorp

No questions. Okay, online, so thank you very much. We'll move to the next item, which is three B, concerning the election of Sarah. Sarah brings to the board significant experience in a range of areas, including finance, technology, digital, cyber, and innovation, and details of her qualifications and experience are sent out in the notice of meeting. Sarah, would you like to say a few words?

Sarah Adam-Gedge
Non-Executive Director, GrainCorp

Sure. Thanks, Peter, and good morning, everyone. I appreciate the opportunity to address the meeting and to outline my background and experience. Firstly, I'd like to say that it's a privilege to join the GrainCorp board and to be involved in an organization that has a critical role to play in the agricultural sector here and globally. In terms of my experience, I bring over 30 years of experience in digital technology and operational leadership as CEO and MD of global organizations, in addition to significant commercial and finance capability and quite diverse governance experience to the board of GrainCorp. From a technology perspective, the last 20 years of my prior executive career was as CEO and in leadership roles of global IT companies such as IBM and Avanade, which is a Microsoft joint venture.

I'm a chartered accountant fellow and have a keen interest in, and currently studying cybersecurity, governance, and risk, which, together with my early career at PwC and Arthur Andersen, brings strong commercial, finance, financial, and risk expertise. I'm a full-time non-exec director, and I currently serve on three ASX-listed boards, which Peter mentioned earlier, are Codan Limited, Bravura Solutions, and Aussie Broadband. Just to sort of wrap that up, my digital and cyber expertise, strong commercial finance and global markets experience, and diverse board portfolio will be areas that I hope to contribute to GrainCorp to deliver shareholder value. And I'm looking forward to working alongside my board colleagues and with the management team, and thank shareholders for your consideration. Thank you.

Peter Richards
Chair of the Board, GrainCorp

Thank you, Sarah. The votes now are shown on the board, which is 98.74, 0.4 and 0.9% against. So again, overwhelmingly in favor. So any questions on the floor with respect to this resolution? Jess and Ange? No. Okay, thank you very much. I now move to the final item of business on the notice of meeting, which relates to the grant of performance rights to our Managing Director and CEO, Robert Spurway. The notice of meeting provides a summary of the performance hurdles, vesting mechanisms, and other conditions applicable to the FY 2026 long-term incentive performance rights.

The board believes that the offer of performance rights under the long-term incentive plan is an important part of Robert's overall remuneration package, as it is designed to provide a long-term incentive to pursue the continued growth and success of GrainCorp, which in turn is directly aligned with shareholder interests. The votes are 97.24%, I think that's 97.24% for, 0.4% open, 2.3% against. Again, overwhelmingly in favor. Firstly, I'll just take questions from the floor. Jess?

Speaker 7

Thank you, Chairman. We have one question from Stephen Mayne. Robert Spurway joined GrainCorp as CEO in March 2020. Today's grant has been well supported by shareholders, but could the CEO please summarize his past long-term incentive grants as to whether they have vested or lapsed? Also, has he ever sold any ordinary shares in the company or bought any on market without relying on an incentive scheme to build his equity position in the company? Mr. Mayne has also asked that we do not refer him to the annual report or the ASX announcements, and instead, has asked that the CEO factually summarize the situation.

Peter Richards
Chair of the Board, GrainCorp

Are you happy to do that, Robert?

Robert Spurway
Managing Director and CEO, GrainCorp

I, I am. Thank you for the question, Stephen. Look, first up, the rights granted today are, of course, subject to performance hurdles, as defined in our plans, and, of course, the company and I need to meet those performance hurdles in the period ahead. Second part of your question, if we look back over the last four years, last year, the LTI paid out in part as a result of performance and the performance hurdles measured. The three prior years, the LTI paid out in full, I think reflective of the performance of the company and the return to shareholders, over that period. Finally, in terms of your question, I have sold shares, solely to meet my tax obligations.

Of course, when you're granted shares, there's also a tax liability comes with that that needs to be funded. In terms of buying shares, on my appointment to GrainCorp, I bought a number of shares, showing my belief in the company. I still hold more than 500,000 shares in the company, and as I said earlier, absolutely confident in the future of this company and where we're heading. Thank you for the question, and as you indicate, all the details of our remuneration and LTI plan are detailed online and in our annual reports for further detail.

Peter Richards
Chair of the Board, GrainCorp

Thank you, Robert. Jess?

Speaker 7

No further written questions. Thank you.

Peter Richards
Chair of the Board, GrainCorp

And no more questions. Okay, thank you. So for those who are entitled to vote, could you please now complete your voting card, and I will ask Emmett to collect the voting cards. If you require any assistance, just put your hand up. Yes. Are we good? Everyone had an opportunity? Again, very much appreciated. So, I can now declare the poll on the resolutions closed. These will be collated by MUFG, and the results will be available on the ASX platform later on today. So ladies and gentlemen, this now completes the formal items of business. I'd like to thank you all for attending today's AGM, and I know you will hate it, but if we can just give a little round of applause for Kathy with her tenure on the board. She'll get me back later, but that's okay.

Okay, I now declare the meeting closed, and we do welcome you. We do, at last, I think we have the morning tea outside, so please join us if you can.

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