Karoon Energy Ltd (ASX:KAR)
Australia flag Australia · Delayed Price · Currency is AUD
2.165
-0.015 (-0.69%)
Apr 28, 2026, 3:39 PM AEST
← View all transcripts

AGM 2022

Nov 23, 2022

Peter Botten
Chair of the Board, Karoon Energy

Well, good morning, ladies and gentlemen, welcome to the 2022 Annual General Meeting for Karoon Energy Limited. My name is Peter Botten, I wish to advise that unfortunately, Bruce Phillips, our company chairman, is unable to join us today due to recent ill health. Bruce extends his apologies to those present in person and attending online. I should say that Bruce's leadership as chairman of Karoon has been an absolute driving force for the company's performance over recent years and its success. I'm sure that he's sitting in his bed right now being extremely frustrated as I know he's very passionate about being able to support and promote Karoon Energy. I'm sure you join with me, wish him very well for a very speedy recovery. I'm sure he's watching, so Bruce, get well soon.

The board of Karoon Energy has appointed me to act as chairman for the 2022 AGM. Unfortunately, a very poor substitute for Bruce, I'm afraid. I'd like to begin by acknowledging the traditional owners and custodians of the land on which we meet today, the Wurundjeri people of the Kulin nation. I pay my respects to their elders, past, present, and emerging. Ladies and gentlemen, I'm advised that a quorum of members is present today. I therefore declare the meeting legally constituted and open. For those present in the auditorium this morning, we have some housekeeping matters. Firstly, please ensure, if you can, all mobile m-devices are switched to silent. Secondly, in the unlikely event of emergency, please exit the building via Bourke Street as shown on the diagram on the slide.

Please, at all times, follow the instructions of the RACV staff. Before proceeding with the formal business of the meeting, I'd like to introduce the participants on stage this morning. Firstly, the independent non-executive directors of your company. Mr. Tadeu Fraga, who is a member of the Sustainability and Operational Risk Committee. Mr. Peter Turnbull, who is also Chairman of the People, Culture and Governance Committee and a member of the Audit, Risk and the Sustainability and Operational Risk Committees. Peter Turnbull. Clark Davey, who is also Chairman of the Audit and Risk Committee and a member of the People, Culture and Governance Committee. Ms. Luciana Rachid, who is chair of the Sustainability and Operational Risk Committee. I'm also a member of the Audit Committee and the Sustainability and Operational Risk Committees.

Bruce Phillips, who's not here today, but he is Company Chair, an apology for today's meeting, is a member of the People, Culture and Governance Committee. The last member of the board on stage is our Managing Director and CEO, Dr. Julian Fowles. Also present today is Mr. Ray Church, our Chief Financial Officer, and Mr. Andrew Metcalfe, our acting Company Secretary. In addition, we welcome Mr. Anthony Hodges, representing our auditor, PwC, and Ms. Jane Sheridan from our legal firm, Arnold Bloch Leibler. This is a hybrid meeting of shareholders. In addition to company representatives, shareholders, proxy holders and guests present here in Melbourne, we also have shareholders and proxy holders participating in the meeting virtually via Computershare's online virtual meeting platform. Virtual attendees can listen and view the live webcast of the meeting and see the slides that we are presenting today.

Shareholders and proxy holders have the ability to ask questions and submit votes through the platform. A short piece of bureaucracy around how to ask questions. For those attending in person who wish to ask a question, you may raise your blue attendee card to ask a question when called on to do so. For those attending online, there are two options to participate. First, to ask a verbal question, please allow the instructions below the broadcast window on the virtual meeting platform and the moderator, who will facilitate your question at the appropriate time. Secondly, to ask a written question, please use the Q&A icon on your screen. Type your question in the text box, then press Submit. Written questions can be submitted online at any time during the meeting. I ask that you provide your name and identity, the capacity in which you are attending the meeting, e.g.

shareholder or proxy holder, when asking a question. You may submit written questions now. You do not have to wait until we get to that item of business. Please also note that your questions may be moderated, or if there are multiple questions on one topic, amalgamated together. While time constraints may prevent us from answering all questions, we'll do our very best to address all your questions during the meeting. Otherwise, they will be answered after the AGM is officially closed. For each of the resolutions and the general discussion, I'll first take questions from those physically present at the meeting, followed by any audio and written questions from participants who have joined online. Voting today will be conducted by way of a poll on each item of business. To provide you enough time to vote, I will open voting for all resolutions shortly.

For shareholders and proxy holders who are attending in person, you would have been issued a blue attendee card with voting details on the reverse side. I'll ask you to vote once we've gone through all items of business today by completing the blue voting card. For those attending virtually, if you're eligible to vote at this meeting, a vote icon will appear. Selecting this icon will bring up a list of resolutions and voting options. To cast your vote, simply select one of the options. There is no need to press Submit or the Enter button as the vote is automatically recorded. You will receive a vote confirmation notification on your screen. However, you do not have the ability to change your vote up until I declare the voting closed. Pardon me.

You do have the ability to change your vote up until the time I declare voting closed. For full details on how to log on and vote online, please refer to the online user guide. I now declare voting open for all resolutions. Please submit your vote at any time. I will provide ample notice prior to the close of voting after the last resolution is put to shareholders. I appoint Michael Hutchison of Computershare Investor Services to be the Returning Officer and to conduct the poll. As Chairman of today's meeting, I intend to vote undirected proxies in favor of all resolutions. As outlined in the notice of meeting, your board also strongly recommends that shareholders vote for all resolutions. During the meeting, we will display slides for each item of business and the number of proxy votes received for each resolution.

Ladies and gentlemen, as the notice of meeting has been made available to all shareholders, I will take it as read. I'll now explain the format of today's meeting. I will present the Chairman's Address, followed by a presentation from our MD and CEO, Dr. Julian Fowles. After the presentations, we'll proceed to the formal resolutions and consideration of the FY 2022 financial statements and reports as outlined in the notice of meeting. Shareholders will have the opportunity to ask questions on each resolution before they are put to a vote. We ask that all questions and comments be concise, be confined to the particular item being discussed and to matters relevant to shareholders as a whole, be informative and respectful.

Please note that during the consideration of the financial statements and reports, shareholders will be given an opportunity to ask questions of a general nature, if not covered by earlier resolutions. With that in mind, and with a picture of Bruce on the screen, it gives me great pleasure to deliver this speech on behalf of our Chair. The 2022 financial year, FY 2022, represented Karoon's first full year as an oil producer and operator. Over the past 18 months, Karoon has built a reputation as a safe, reliable, and responsible operator and has made solid progress on delivering our core strategic objectives, which I'll talk to later. Firstly, I'd like to say a few words about the macroeconomic environment in which we are operating. From an oil price perspective, FY 2022 was one of considerable volatility.

It began with the world emerging from the COVID-19 pandemic. As global economic activity started to recover, demand for oil began to outstrip supply, reducing inventories and putting pressure on oil prices. This trend was magnified when Russia invaded Ukraine, leading to the imposition of Western sanctions and withdrawal of most major Western oil and gas companies from Russia. The Brent oil price rose from approximately $75 per barrel in July 2021, peaking at more than $130 per barrel in March 2022. All prices have since moderated to the $90-$100 per barrel range due to concerns about slowing global economic growth resulting from rising interest rates and China's Zero-COVID policy. Current global energy shortages have renewed the world's focus on the importance of security of energy supply.

They have also highlighted the significant underinvestment in the oil and gas industry since 2015, which remains the underlying cause of the current global energy crisis. The world is transitioning away from fossil fuels towards renewable energy, and we at Karoon support this move. However, the energy shortfalls we are experiencing have emphasized the importance of ensuring that this transition takes place in an orderly manner, and that sufficient, secure, reliable, low-cost energy remains available for the world's growing population. In our view, even as the transition to renewables accelerates, oil and gas will be required to support global economies for decades to come. We believe Karoon can play a role in supplying energy responsibly, safely, and reliably in a lower carbon world.

Brazil, where all our operating assets are located, has recently undergone a keenly contested national election with President-elect Lula narrowly defeating incumbent President Bolsonaro. We believe Brazil remains a highly attractive location in which to invest. The oil and gas industry, which represents approximately 15% of the country's GDP, is well established with a stable regulator, a long tradition of respecting contracts, and a genuine desire to encourage responsible investment, as evidenced by the recent reduction in our royalty rates for incremental production at Baúna. We look forward to working closely with the new government to achieve mutually beneficial outcomes for the people of Brazil and for Karoon shareholders. As a pure oil producer, Karoon benefited significantly from the rise in oil prices in FY 2022.

Together with the first full years of Baúna production, this resulted in underlying net profit after tax of just under $90 million compared to $21 million in FY21. The FY 2022 statutory net loss after tax of $64 million reflected several significant items, including a $227 million increase in the assessed fair value of the Petrobras contingent consideration, which was taken through the profit and loss statement. At last year's AGM, I spoke in some detail about the strategic refresh that was completed in October 2021 to update our corporate strategy and key strategic objectives for the next five years. I am pleased to report that good progress was made in all elements of this strategy during FY 2022.

Karoon's highest strategic priority for FY 2022 was to ensure we remained a safe, reliable, and responsible oil producer. We achieved that aim with an excellent 99% facilities uptime at the Baúna FPSO, with no major safety or environmental incidents in our operations, whilst also supporting the communities in which we operate. Our target to more than double oil production from the Baúna asset through the intervention campaign and Patola development is also well on the way to being realized. The intervention campaign, which commenced in May 2022, has been very successful, with the results exceeding expectations.

Assuming the Patola development project remains on schedule and comes on stream in the first calendar, first quarter of calendar 2023, we expect total production to increase from approximately 12,500 bbl of oil per day to between 30,000 and 35,000 bbl of oil per day prior to natural decline resuming. Our second key, strategic objective is to diversify our production base by securing additional organic and/or inorganic value-accretive growth assets. During the year, we committed to drilling up to two wells on our 100% owned Neon oil field, which are designed to de-risk the field development. If the wells are successful, we will move towards the next phase of the Neon development process. As well as the ongoing evaluation of Neon, we are continuing to explore potential acquisition and farming opportunities.

Most of the assets being reviewed are located in Brazil. We are also actively screening other oil-dominated assets, primarily in the Americas. We are being highly disciplined in the way we approach inorganic opportunities and have stringent criteria for progressing with any acquisition. As well as being a good fit strategically, any investment needs to be robust at materially lower oil prices than currently prevailing. This methodical approach was used when we decided not to proceed with the potential purchase of an interest in the Atlanta field in Brazil earlier this year. As part of the October 2021 strategic review, a five-pillar approach to sustainability was developed covering health, safety, and security, which are our absolute highest priority. Climate, People and Culture, Community, and the Environment.

As a relatively new oil producer, much of our focus this year was on how we can reduce and mitigate the carbon footprint of our operations and ensure that our growth aspirations are aligned with the transition to a low carbon future. We achieved carbon neutrality on our Scope 1 and Scope 2 greenhouse gas emissions for FY 2021, and are well advanced with our target to remain carbon neutral for FY 2022 onwards for our Baúna and Patola assets. We remain committed to our target of being net zero by 2035 for Scope 1 and Scope 2 greenhouse gas emissions. The board and management of Karoon believe that a successful business should not only add value for shareholders, employees, contractors, and governments, but also contribute to improving the quality of life for the people in our local communities.

As a result, we committed to four new voluntary social environmental projects in Brazil during the year. I was fortunate enough to see some of these projects firsthand when the board visited Brazil in July, it was very pleasing to see the positive impacts that they are having. In August 2022, we issued our first standalone sustainability report. This reflects the importance we place on operating in a sustainable manner. If you have not already done so, I encourage you to read it to get a better sense of Karoon's purpose, vision, and mission, and of course, our culture. Your company is currently in a strong financial position. We are generating substantial cash flows from operations, assisted by buoyant oil prices and strong cost control, with a breakeven on production of less than $40 per bbl.

At the end of September 2022, we had liquidity of more than $360 million. Our top three priorities for the future allocation of capital are unchanged from last year. Firstly, it is ensuring that sufficient capital is invested in the Baúna operations to ensure safe and reliable production. Secondly, funding debt repayments and satisfying the covenants on our debt facilities, as well as the Petrobras oil price contingent payment installments, with the first payment expected to be made in January 2023. Thirdly, funding the remainder of expenditure required to complete the Baúna intervention campaign and Patola development. Beyond these priorities, surplus capital will be allocated to value accretive growth opportunities, subject to the strict economic assessment and financial discipline already described.

Once the major investments in Baúna and Patola have been completed, we intend to make returns to shareholders a priority. The company is currently investigating the mechanics and relative merits of various forms of shareholder returns, with any returns presently anticipated to commence in the second half of CY 2023. As Karoon transitions into a material oil producer and operator, we're undergoing an ongoing process of renewal of both our board and management teams. With respect to the board, we recently appointed Tadeu Fraga as a non-executive director. Tadeu is one of the most renowned oil and gas executives in Brazil, with some 40 years of experience in the sector, including 23 years as an executive at Petrobras. When we were seeking candidates, we were cognizant both of our requirement for somebody with specific technical and Brazilian expertise, and our commitments to greater gender diversity.

Consequently, four female candidates were on the shortlist for this position. Tadeu stood out with his broad knowledge of the E&P sector in the Americas and his deep knowledge of Brazil's oil and gas sector, along with its political and economic environment. Tadeu is already making a very strong contribution to our board deliberations, we're seeking your support for his election later in the meeting. We remain committed to reaching our targets to have 30% females on our board by 2025, with further board changes anticipated in the coming years. On the management side, our technical, operational, commercial, and regulatory management teams continued to be bolstered during the year, both in Australia and in Brazil, with a focus on ensuring Karoon has the talent and capabilities to drive the next phase of growth. Turning now to remuneration.

As already highlighted, many of the company's strategic and operational milestones were achieved during FY 2022. In addition, shareholders experienced a 31% increase in the company's share price. As a result, 67.5% of the possible short-term incentive, STI, as we call it, outcome vested to our key management personnel. In addition, 100% of the long-term incentive also vested based on an absolute three-year total shareholder return of 32% per annum, and Karoon's relative shareholder return position in the 100th percentile. Given the seamless transition from an exploration company to a material oil producer in FY 2021, and the strong operational performance in FY 2022, the board believes that these remuneration outcomes are very well deserved. Pleasingly, the major proxy advisor firms share the board's view, and all have recommended voting in favor of the FY 2022 remuneration report.

In summary, the macro oil price environment is presently very supportive. We believe there will be an ongoing need for secure supplies of responsibly produced oil into the future. We have a high-quality production base, which is generating strong cash flows, providing a platform for growth and enhanced shareholder returns. We're committed to our desire for capital returns to shareholders within the next 12 months. We are also committed to our philosophy of carbon neutrality, and will continue to identify and invest in opportunities to reduce our greenhouse gas emissions, and for potential direct investment in high-quality carbon offset projects. There will also continue to be a focus on our social projects in Brazil to ensure the communities in which we operate benefit from our presence. As shareholders, you can be proud of the contribution Karoon is making in these areas.

On behalf of shareholders, I'd like to commend the entire Karoon team for their hard work and dedication in delivering the strong FY 2022 results, and particularly the highly successful Baúna intervention campaign. Last, but not certainly least, I also like to thank you, our shareholders, for your continued loyalty and support. I'll now hand over to Julian, who will speak further about the company's operational performance. Thank you.

Julian Fowles
Managing Director and CEO, Karoon Energy

Thank you, Chairman, and good morning to everyone who's joining us here in the auditorium and to everyone online on the call. I'd like to talk this morning about the journey that Karoon has been on in 2022, providing a little bit more detail around the strategic themes that the Chairman has already touched on in his address. There is a disclaimer there. It's quite small text, but I assume everyone has read that and is aware of our disclaimer. Our next slide shows the location of our assets in Brazil. Following our exit from Peru, and more recently, the relinquishment of our last license in Australia, this is now our key area of operational focus. The next slide summarizes the progress we have made in executing our key strategic themes in 2022.

Building our reputation, as the Chairman has touched on, as a safe and reliable operator is imperative and provides the foundation to allow Karoon to grow through new organic and inorganic opportunities. We have not only captured material value through stable and increasing production this year, but have also set the company up for further growth and increased shareholder value. Execution of this strategy, presented to the market last October, has been and continues to be the major focus of our team as we continue in the transformation from an exploration company to the oil production and development company that Karoon is today. We see Brazil as a very attractive location to invest. The Brazil environment continues to be relatively favorable on a global stage for upstream oil and gas investment.

If published plans are realized, they will see Brazil become the fifth-largest oil producer in the world by the end of this decade, as the potential of the pre-salt province is progressively developed by Petrobras and the international major oil companies. I recently attended the Rio Oil & Gas Convention in Rio de Janeiro, organized by the Brazilian Petroleum Institute, at which almost every major company involved in our industry was present, with some 60,000 attendees over the three days of the conference. Brazil's upstream sector is very diverse, with a vibrant service industry, is seen as a sector of choice for many graduates. Brazil's recent election will result in a new president in 2023, we look forward to working with President-elect Lula's incoming administration to maximize the value of our activities in Brazil for all of our stakeholders.

If I turn now to Baúna's operating performance. We've been an oil producer now for more than two years. We delivered on our objective of safe and reliable operations of the field in FY 2022, with no significant safety incidents and production reliability sitting at a commendable 99%. Safety will always remain our top priority. I would like to flag that reliability will become more and more challenging in 2023. This is due simply to more production coming into our FPSO, which will utilize close to 100% of the fluid handling capacity of our processing plant, up from approximately 40%-45% during the first 18 months of our operations. This increased utilization will reduce the redundancy in our equipment and elevate the pressures on our maintenance, spares, and crews as they work to maintain high levels of uptime.

With the higher facilities utilization, we expect uptimes over the year, excluding scheduled maintenance, to lie in the range of 92%-97%. We continue to invest in proactive maintenance and risk management. We have previously mentioned our FPSO pipe replacement work, with over 100 tons of pipe work replaced during 2022, this campaign continues to proactively assess risks to safe operations. Another example is the replacement of our two floating hoses. These hoses are large diameter flexible pipes through which our oil is transported from the FPSO to the shuttle tankers, are one of the most critical components of ensuring our oil gets to market efficiently and safely. These programs involve capital investments of several millions of dollars. They are essential to the long-term integrity of our operations and have been instrumental in achieving the high uptimes we have seen to date.

We have also carefully managed our wells and facilities in order to optimize the decline rates in the Baúna concession. Since we purchased Baúna in November 2020 and until the start of our intervention work, our oil production decline rate has been less than 10% per annum, significantly better than our initial expectations of around a 10%-15% decline per annum. I'll touch now on the Baúna intervention program. The current increase that we see in utilization of the FPSO is due to the outstanding performance of the interventions work, which has delivered production outcomes above the top end of our expectations. We started the first intervention in May this year and carried out three interventions in total, finishing the campaign in September with the planned fourth workover on the well BAN-1 Deferred.

Each of the three wells has performed at or above the high end of our expectations, we reached production rates above 25,000 bbl of oil per day during September, before stabilizing at rates around 24,000 bbl of oil per day during October. That reflects an outstanding performance by all of the teams involved over really the last two to 2.5 years. It's worth noting that the accelerated production will also accelerate our decline rates, which are anticipated to rise initially to more than 15% per annum for the next 12 months before gradually falling back to previous levels. Baúna intervention costs are expected to be in the revised range of $135 million-$145 million.

I have a couple of pictures here of the sort of equipment that we use and some of the equipment that we've now placed downhole in the well SPS-56. The intervention work on this well comprised the installation of gas lift and the replacement of electric submersible pumps in wells PRA-2 and SPS-92. Some of that equipment is illustrated here. There's also a picture of the wet Christmas tree from that well, SPS-56. Moving to the Patola development. The rig moved to Patola in late September to drill two development wells. Patola-1 reached TD on the 18th of October, with depth and reservoir thickness coming in as expected and reservoir quality towards the upper end and maybe a little bit higher than our predicted range. We then spudded Patola-2 in late October, and as we recently reported this week, we saw similar results to Patola-1.

Reservoir on depth and thickness as expected, with a slightly higher reservoir quality than predicted. These outcomes for these wells are actually very, very good to see, and the drilling performance that we've seen on these wells was also exceptional. We drilled Patola-1 on time, and Patola-2, we drilled around seven or eight days ahead of time. A very good performance from the teams involved there. The rig, which is now named the Noble Developer rig following the merger of Maersk Drilling with Noble, has now started completion operations on the wells. Once the wells are completed, we'll mobilize the pipelaying vessel to install flow lines and umbilicals and tie the wells back to the FPSO. The new wells will then be commissioned and production brought into the processing plant.

As you might expect, this is really an incredibly busy time for our operations teams, maintaining safe and reliable production during this work remains our priority at all times. We're expecting first oil to flow from Patola next quarter and are hopeful we shall see rates of more than 10,000 bbl of oil per day from the two wells, potentially taking our total production to between 30,000 and 35,000 bbl of oil per day. Our expected costs for Patola development remain in the range of $180 million-$205 million. This slide shows our indicative production and cost profile. Our historical and forecast 2023 production and operating costs are also shown on the slide.

With the anticipated increase in production and our cost base largely fixed, although still subject to CPI, as I have mentioned, we expect our unit OPEX to come down significantly to between $15 and $20 per bbl. As mentioned in the chairman's address, Karoon was recently granted a very welcome reduction in the royalties payable on our increased production, reflecting the regulatory authority's encouragement of companies pursuing value-adding activities on mid-to-late life fields. As our Chairman, Bruce Phillips, once reminded me, "The Lord giveth, but the Lord taketh away," our high production levels start attracting additional levies on gross revenue once our total production at Baúna is above approximately 21,000 barrels of oil equivalent per day. Moving now to the potential Neon development.

After the Patola completions, the rig will move to drill our main organic growth opportunity at the Neon field, some 60 km to the northeast of Baúna, with the first of hopefully two wells likely to spud in January or February 2023, depending on the receipt of final regulatory approvals. The Neon drilling is aiming to address the uncertainty in subsurface parameters, and thereby reduce the range of potentially recoverable volumes at Neon. These new data and analyses will assist in decisions on how the field may be developed economically, with a number of different concepts being investigated. If the first well, which will be drilled some 2 km southwest of the Echidna-1 discovery well, is sufficiently encouraging, then we plan to drill a second well.

As shown on this figure, the well will be drilled to the northeast and will also target untested potential upside volumes which are lying deeper than the discovered reservoirs. If we have success at Neon, this should help to partly de-risk the Goya discovery and will also provide additional calibration points for assessing upside exploration potential in the vicinity of the existing discoveries. We continue to actively evaluate potential M&A opportunities that will allow us to deliver enhanced value to shareholders. Our focus has been on oil-producing assets or those which are at or post FID. These evaluations are largely focused in Brazil, but as already mentioned, we also have an active program looking elsewhere in the Americas for suitable opportunities.

We have a number of key criteria that we apply to determine if we should proceed and to ensure risk and exposure can be appropriately managed in the case of an acquisition. Looking now to our climate strategy. 2022 has been a year when we focused not only on safe and reliable operations, but also on operating responsibly with a drive to further developing and progressing Karoon's sustainability goals. Carbon management is a key area for Karoon as the world embraces the energy transition. It is also essential that we strive to make meaningful contributions to and improve the lives of the people in the communities where we operate. Through the implementation of a number of carbon emission reduction projects within our operations and the purchase of high-quality verified emissions or offsets, we achieved carbon neutrality on Scope 1 and Scope 2 emissions for our FY 2021 Baúna operations.

We plan to do the same for FY 2022 and future years under our carbon management plan. We also have significantly strengthened our Rio-based sustainability team and are actively seeking nature-based carbon capture projects in Brazil, in which we can take direct interests to enable us to continue to achieve our long-term carbon management objectives with a net zero target for Scope 1 and 2 emissions by 2035. On this slide, we've outlined some of the projects we have implemented during 2022 to directly reduce our carbon footprint and the offset agreements we put in place to achieve our carbon neutral goals. We continue to seek further ways to reduce the direct carbon emissions associated with our operations.

We have also developed and invested in a number of voluntary social and environmental projects in the area of our operational footprint in Brazil, focused in Santa Catarina and Rio de Janeiro states. Our focus areas are in education, economic development, and biodiversity. It is inspiring to see the positive impact which Karoon can have on families and in communities where there are few opportunities to develop a steady income or for child and youth education. Peter has already commented on Bruce's reaction to seeing some of these projects when he had the opportunity to visit in July this year. I'm proud to say we published our first sustainability report alongside our annual report this year, I steer you to that document to learn more about what we're doing in this area.

We also issued our first modern slavery statement in December last year, and we are continuing to be very diligent to ensure we have no exposure through our own operations or in our supply chain. Cybersecurity is very topical at the moment, and we have undertaken significant upgrades in our corporate IT systems this year to ensure our systems have integrity and our data from the most remote connection points to our core systems are kept secure behind best-in-class firewalls. The transformation from an exploration to a production company has required a significant review of our systems, and we shall still be implementing the upgrades and improvements during 2023. We are fortunate in having a very diverse workforce in Brazil, and we are working to achieve a number of diversity goals across the company as we continue to expand our business.

I'll talk now a little bit about cash and our liquidity. Our production during 2022 and the high oil price environment helped to strengthen our balance sheet significantly with over $180 million in cash and cash equivalents at the end of September, despite our ongoing capital-intensive programs. Our debt facility of $210 million remains largely undrawn with $180 million of that still available. We expect the remaining elements of our CapEx program to be largely funded from existing cash and ongoing cash flows. As a result of our strong cash position and safe and reliable production record, our lenders have agreed to defer our next tranche of hedges. We'll continue to engage with our lenders to ensure we maintain exposure to current oil prices and seek to defer further hedges if appropriate.

The Chairman has already outlined our capital allocation priorities. As we deliver higher production from the Baúna intervention and Patola programs over the next few months, the constraints on cash should lessen, the board has committed to making returns to shareholders when our free cash allows it. In summary, Karoon is well-positioned to take advantage of prevailing high oil prices with our increasing production and relatively low operating cost per barrel. We have executed the intervention program as promised with better results than expected. We are now executing the Patola program with reservoir results looking promising, execution of the completions and tie-ins is still to come.

Our expectation remains that Patola should add 10,000 bbl of oil per day or more when it comes on stream in the first quarter of calendar 2023, taking total production to between 30,000-35,000 bbl of oil per day prior to the resumption of natural decline. We are aiming to minimize that decline through careful reservoir and facilities management, but with more modest levels of uptime expected due to the higher levels of throughput and consequent lower levels of equipment redundancy in our facilities. We are looking forward to commencing the Neon drilling following Patola and being able to evaluate the potential of that project with more data. In the success case, we do hope to be in a position to make a decision on the development concept in 12 or 15 months' time.

Potentially attractive M&A opportunities are also being sought to provide the company with a robust value-adding growth profile. These opportunities are being evaluated with a strict set of economic and operating criteria before we are prepared to enter into any new asset. Karoon is in a solid financial position, enjoying strong cash flows from our enhanced production and current high oil prices. We're executing our sustainability program with a focus on not only managing our carbon footprint, but also ensuring we give back to and provide opportunities to the communities in the areas where we operate. We feel very strongly that this is a key element of being a responsible operator alongside our overarching belief in safe and reliable operations. Lastly, the board is considering the appropriate timing and method of returning surplus cash to shareholders, and we'll continue to evaluate potential growth opportunities against that backdrop.

We've strengthened our team in key areas, as Peter has touched on. We're determined to maintain strict capital discipline as we grow and expand our production base. I'd like to commend the hard work of all of our staff and contractors during the year. The results we are seeing now are testament to that hard work, to the dedication and professionalism of our teams in Australia and in Brazil, both onshore and offshore. Finally, I would like to acknowledge all of our stakeholders, especially in Brazil, where we work closely with governments and regulators, and of course, the communities within which we operate and whose encouragement and support is enormously appreciated. Thank you for your attention. I'll now hand you back to our chairman.

Peter Botten
Chair of the Board, Karoon Energy

Thank you very much, Julian. Ladies and gentlemen, we now move to the formal business of the meeting. As mentioned, each resolution will be voted on by way of a poll. You may vote at any time. The persons entitled to vote on the poll are all shareholders, representatives, and attorneys of shareholders, and proxy holders who hold blue admission cards. The persons holding green voting cards are shareholders, representatives, and attorneys of shareholders and proxy holders who have already voted. The persons holding white voting cards are visitors and may not vote or ask questions. On the reverse of your blue admission card is your voting paper which details resolutions one to six being put to a poll. If you require any assistance, members of Computershare are here to assist you.

Please raise your hand at any point if you require assistance during the voting process. Proxies have been received from 354 shareholders, representing 242.7 million ordinary voting shares, being 43.9% of Karoon's issued capital. Results of the polls will not be available until after the close of the meeting, will be announced on the ASX and posted on the company's website. I appoint our statutory auditor, PwC, as scrutineer to oversee the poll voting process. If you need to leave before the close of the meeting, please complete your blue voting card and give it to a registry representative as you exit the meeting. Shareholders and proxy holders may choose to vote on each resolution as they are put to the meeting or on all resolutions at once. I now move to resolution one, the election of Mr.

Carlos Tadeu da Costa Fraga as a director. Firstly, resolution one, which deals with his proposed election. Tadeu was appointed to the board as an independent non-executive director on the 26th of August this year. He's a member of the Sustainability and Operational Risk Committee. He retires in accordance with the company's constitution, and being eligible, offers himself for election. The Board strongly supports Tadeu's election. I now invite Tadeu to address shareholders regarding his candidacy.

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

Thank you, Bruce. First of all, good morning to everyone that's here and the ones that join us online. I really appreciate this opportunity to be here in front of you speaking about the resolution proposing my election to the board of Karoon Energy. I'm a humble person, despite the fact that I feel difficult to speak about myself. I realize that it's important to introduce myself to you and to share with you part of my background, my principles, and most important, my motivation. I'm a petroleum engineer by background with complementary education in business, regulatory affairs, statistics, leadership, and innovation from different institutions in North America and Europe. I'm also a certified board member from the Brazilian Institute of Corporate Governance.

I have worked in the energy sector, primarily the oil and gas, then in more than 35 years, and more recently on the renewable business and also in infrastructure and logistics sector in Brazil and elsewhere. I have served as a C-level executive and also as a board member, including some chairmanship positions in different listed and non-listed companies in Brazil, Argentina, and U.S. During my career, I have been largely exposed to the oil and gas business since I was a young field engineer following the first developments of offshore Brazil until recently when I was in charge of the major pre-salt developments of offshore Brazil. I have managed complex operations, very large capital projects, and technology developments that were implemented that made pre-salt feasible. And I have been also managing relationships with regulators, partners, funding institutions, and key suppliers.

I have to tell you, I have been lucky enough to see the transformation of this business during the last four decades. Many changes, many challenges, but also many opportunities, including this critical global issue of proper balancing between energy transition and energy security that brings for us some opportunities and has to be taken very seriously. My main principles, I will summarize, start by saying that as a board member, I know that my main role is to serve you guys, shareholders, dedicating my knowledge and experience for a sustainable value creation journey and working jointly with my distinguished colleagues and closer to you, shareholders, in a very responsible and cooperative manner. I believe that ESG principles are key pillars for this journey.

There is no sustainable business without full commitment with best practices in governance, environmental care, and meaningful social engagement with the communities around the places where we operate. Last but not least, I firmly believe that people always first, and what I mean by that, safety always first. We are in a very complex business with some risks that should be properly managed and mitigate, We should be able to allow our workers to be back home with their lovely families at the end of each shift. My main motivation, I'm very excited about the possibility of being part of the Karoon board, a company that has evolved very successfully from a pure exploration company to a sizable production company in a very short period of time.

Karoon has been able to build a very competent and solid team, combining together the experience of some senior professionals and the energy and fresh mind of many young professionals. Results are encouraging as shown. The company's growing, and they see further opportunities ahead which could bring scale and enhance profitability. I also see exciting challenges regarding energy transition that the company must be able to translate in a new set of opportunities for us and for shareholders.

Finally, I would like to offer to the company, and to you, company shareholders, my experience in the energy business, my knowledge about this market, my knowledge about Brazil and America, my reputation, and the consequent good relationship that I have with key stakeholders. I also would like to highlight my desire and my availability to engage, to contribute, and to cooperate with you and this distinguished group of board members, always seeking for a material and sustainable value creation. Thank you for the opportunity.

Peter Botten
Chair of the Board, Karoon Energy

Thank you, Tadeu. Details of the proxies received for this resolution are up on the screen now. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. For questions from the floor today, please wait for an attendant to provide you with a microphone prior to asking your questions. Are there any questions from the floor? I don't believe there are. Moderator, are there any audio questions?

Operator

There are no audio questions at this time.

Peter Botten
Chair of the Board, Karoon Energy

Are there any written questions?

Speaker 7

Yes, Mr. Chairman, there are several questions through online, and several from Mr. Steven Main. The first one is, did any of the five main proxy advisors, which is ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, recommend a vote against any of today's resolutions, including the re-election of Carlos? Which of the proxy advisors are covering us, have there been any material proxy protest votes? Also, why not disclose the proxies to the ASX with the formal addresses like others now do?

Peter Botten
Chair of the Board, Karoon Energy

I can confirm that, they're all CGI, Glass Lewis, ACSI, ISS, Ownership Matters, all voted or made a recommendation for shareholders to vote in favor of all resolutions. There were no dissenting voices from the proxy advisors. Therefore, Tadeu was strongly supported. By the vote, as we see in front of us, is very strongly supported by our shareholders. Other parts to the question, Anne? Sorry, I'm-

Speaker 7

Sorry about that.

Peter Botten
Chair of the Board, Karoon Energy

one-dimensional today.

Speaker 7

Why not disclose the proxies to the ASX with the formal addresses like others now do?

Peter Botten
Chair of the Board, Karoon Energy

That's obviously a discussion between ourselves and the proxy advisors and the confidentiality that they have in their advice accordingly. People pay for that advice, and they sometimes are not that keen on applying the publicity to it. It's certainly a discussion point, and I'm happy to discuss that with the proxy, but make no commitment to doing that.

Speaker 7

Thank you, Mr. Chairman. There's another set of questions from Mr. Steven Main. Could Tadeu please comment on his historical experiences with the Brazilian political system and whether he has ever met with or had dealings with Lula, the new president? Also, has Karoon had previous engagements with Tadeu, or is this recent board appointment the first association?

Peter Botten
Chair of the Board, Karoon Energy

Tadeu, I don't know whether you heard all of those questions, but, if you'd like us to repeat those questions as to your-.

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

If possible-

Peter Botten
Chair of the Board, Karoon Energy

Yeah

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

... please repeat. I couldn't get that right.

Speaker 7

Sorry. Can you please comment on your historical experiences with the Brazilian political system and whether you've ever met or had dealings with Lula?

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

I will.

Speaker 7

That's the first part of the question.

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

I will start from the end. I do not have any relationship with any political party in Brazil, including the party that was elected. I have been known as a professional in the industry. I don't have any close relationship with any political party.

Speaker 7

The second part of the question is, has Karoon had previous engagements with Tadeu, or is this recent board appointment the first association?

Peter Botten
Chair of the Board, Karoon Energy

I'll answer that one. Look, there is a long association of dealing with Tadeu by our people in Brazil. Tadeu is a hugely well-known and highly respected representative who was once a very senior member of Petrobras. He is by reputation an enormous expert in oil and gas business in Brazil. Therefore, our people commonly meet Petrobras people in the normal course of business, including Tadeu.

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

If I could complement also, I'm a board member of the Brazilian Petroleum Institute, association that brings together executives from all the companies in Brazil. By being that, I have been in touch with Karoon executives and other executives from the industry from a long time.

Peter Botten
Chair of the Board, Karoon Energy

Whether we like it or not, the oil and gas business in most parts of the world is a relatively small business. If you're there for any length of time, you get to know a lot of people. Certainly Tadeu is one of those people and certainly in his role, was very well-known to the organization before he joined the board.

Speaker 7

Thank you, Mr. Chairman. There is a question from the Australian Shareholders' Association. Can directors being elected speak briefly on what they bring to the board? I think we already had that one answered. Thank you.

Peter Botten
Chair of the Board, Karoon Energy

We'll have further input from directors standing for elections later in the meeting. I think it's a very important process to have direct engagement between candidates for being a board member and shareholders. There being no further questions, I now put the resolution on the screen to the meeting. Please vote accordingly. Well, thank you. I'll move to resolution two, the re-election of Mr. Clark Davey. Clark was first appointed to the board as a non-executive director in 2010. He retires in accordance with the company's constitution and being eligible, offers himself for re-election. Clark is Chairman of the Audit and Risk Committee and a member of the People, Culture and Governance Committee. The board strongly supports Clark's re-election. I now invite Clark to address the shareholders regarding his candidacy.

Clark Davey
Chairman of the Audit and Risk Committee, Karoon Energy

Thank you, Peter, and thank you shareholders for both your past support as a Karoon director and my time in front of you today. I now seek your continued endorsement for another term. Before I talk about myself, can I just make two acknowledgments? Firstly, can I just acknowledge that I only serve with the support of you, the Karoon shareholders, and obviously the ongoing support of my board colleagues. Secondly, I just want to acknowledge that I know that you as shareholders bear many risks. In particular, and topical at the minute, the oil price risk and the uncertain world that that's around and the energy transition risk. Therefore, when prices are strong and the company executes well, Karoon shareholders should be rewarded. Perhaps a little bit about me and my specifics and my candidacy, that what do I bring in the question context.

Can I just say that I'm the only current board member with an oil and gas industry accounting and tax background. This obviously complements well the diverse skills of my colleagues. Particularly, I bring professional experience where good governance and regulator interaction has been commonplace. I also bring a keen desire to see that cost-effective execution occurs across our varied opportunities and obligations. Secondly, I think your board also needs people that have both broad industry awareness and flexibility. I was gonna say a couple of things. Firstly, I bring a carbon management focus that is about finding the right solution as an entrepreneurial activity rather than just as an additional cost. I was gonna make a second point about the time we've now entered, the period of strong performance for small independent oil and gas companies who can execute. You've already heard some of that.

What I really wanna say is that I believe I contribute and operate well in this environment. I present myself as a credibly independent candidate. In all our board activities and discussions, I challenge everything constantly. I can't put it to you more plainly. I'm very serious about being independent. The output of it is that I serve to advance the interests of all shareholders without bias. As indicated, shareholder returns are a top priority for me. I believe I also enhance our board's effectiveness and stability due to my past experience with Karoon. The Karoon board has now evolved, and senior management has changed considerably over the last two years as Karoon's activities have grown and matured. As a long-serving director, I contribute both my objective professional experience as well as my deep corporate memory within the company boardroom.

To conclude, I believe Karoon has the right strategy for the future. I have both the time and the energy to contribute effectively to our future. I willingly offer this commitment, and thank you again for your time and support.

Peter Botten
Chair of the Board, Karoon Energy

Thank you, Clark. Details of the proxies received for this resolution are up on the screen now. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. Are there any questions from the floor? There doesn't appear to be any. Moderator, are there any questions from on the audio?

Operator

There are no questions on the audio.

Peter Botten
Chair of the Board, Karoon Energy

Are there any written questions?

Speaker 7

No, there are no written questions.

Peter Botten
Chair of the Board, Karoon Energy

Well, thank you. As there are no further questions or no questions, I now put the resolution on the screen to the meeting. Please vote and put your views in the appropriate box on your card or on the voting platform. Well, thank you very much. I'll now move to the re-election of Mr. Peter Turnbull. Peter was first appointed to the board as a non-executive director in 2014. He retires in accordance with the company's constitution and, being eligible, offers himself for re-election. Peter is chairman of the People, Culture and Governance Committee and is a member of the Audit and Risk and the Sustainability and Operational Risk Committees. The board strongly supports Peter's re-election. I now invite Peter to address shareholders regarding his candidacy.

Peter Turnbull
Independent Non-Executive Director, Karoon Energy

Thank you very much, Chair. Good morning, everyone here in the room, and good morning also to everyone online. Thank you very much for the opportunity to speak to you this morning and to talk a little further about my candidacy. I thought the best way to speak to you about this was to separate things into historical and forward-looking. I look at it from a historical and a forward-looking point of view. I first just want to talk a little bit about my approach to being a non-executive independent director. I just want to emphasize the way I think about things. You, the shareholders, are the owners of the company.

That's something I never forget. I have also done everything I can at Karoon to make sure that we're listening to shareholder feedback and indeed wider stakeholder group feedback. At the end of the day, the shareholders own the company, and the board, of which I'm a member, are your stewards. You, the shareholders, expect good governance standards and outcomes at all times, and we do that by good planning, good risk management, good strategy execution, and if all that comes together, we create a more valuable company at the end of the day for our shareholders. As other candidates have also mentioned, the third principle I just wanted to talk about is you expect a return on your investment. That's a principle which guides me and indeed all my colleagues on the board and the management team.

That's a guiding principle for everything we do and particularly as we grow and scale this company. If I just have a quick look at my historical involvement as part of a great team. As others have spoken about, we've transformed Karoon from an exploration company into an oil production company, and I've done everything I can to assist with that process. I was quite involved in the purchase of Baúna from a board point of view, the due diligence, some negotiations, some strategic and some contracting aspects. This was a great team, a huge team involved, both internally and with all sorts of experts. With my legal background and governance background, I was quite involved in all of that.

I've done everything I can to help with board succession, planning and renewal, which is important and is always remains an ongoing issue. I've done what I can over my period of tenure to improve and modernize the governance structures of Karoon. I've also been. I'm a great believer in the board committee structure. I think a properly constituted structure of board committees with defined responsibilities and the right composition of membership is very important. I'm a director of other companies, and I have to say the board committee structure works very well at Karoon, and I'm very involved in that, and I think that helps the helps inform the work of the board quite substantially. If I turn to the future, what do I offer?

I believe I'm well-placed to assist to continue to assist Karoon over the next few years, and the next few years will be a really critical period as the Chair and Julian and other board colleagues have touched on.

If I think about the range of skills needed for the foreseeable future as we grow and scale the business and looking at my background, I bring legal, governance and ESG skills to the board, noting that I've been involved in governance, thought leadership and education in Australia and internationally for over 25 years. Beyond my Karoon board role, I'm very involved in technology commercialization and growing earlier stage companies, particularly in the environmental and medical technology sectors, growing the companies of tomorrow, to put it another way, and growing companies that really want to help solve very significant global challenges. I think that experience places me quite well as a member of this board.

focusing on strategic planning, risk management, team building and helping to manage what will hopefully be a very significant scale-up and growth of Karoon ahead. I think, we see a lot of people who are on many boards these days. That's not the case with me, but I do genuinely have the time, the desire, and the focus to devote to Karoon for the next period ahead. As I've touched on, I see a really great future ahead for Karoon as we grow and scale and provide value for shareholders. Thank you very much for the opportunity to address you this morning.

Peter Botten
Chair of the Board, Karoon Energy

Thank you very much, Peter. Details of the proxies received for this resolution are up on the screen. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. Are there any comments or questions from the floor? There don't appear to be any from the floor. Moderator, are there any audio questions?

Operator

There are no audio questions.

Peter Botten
Chair of the Board, Karoon Energy

Anne, are there any written questions?

Speaker 7

No, there's nothing online.

Peter Botten
Chair of the Board, Karoon Energy

Thank you, everybody. I therefore will now put the resolution on the screen to the meeting. Please go ahead and vote if you have not already done so. I now move to resolution four, being the adoption of the 2022 remuneration report. This resolution will be decided in accordance with section 250R of the Corporations Act. It should be noted that the vote on this resolution is advisory only and does not bind the directors of the company. Details of the proxies received for this resolution are up on the screen now. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, to please raise your blue or green attendee card.

Are there any questions from the floor? Don't appear to be so. Moderator, are there any audio questions?

Operator

There are no audio questions.

Peter Botten
Chair of the Board, Karoon Energy

Anne, are there any written questions?

Speaker 7

No, there are no written questions.

Peter Botten
Chair of the Board, Karoon Energy

Well, as there are no further questions or no questions, I now put the resolution on the screen, and it's especially pleasing to see the support from shareholders for this resolution. I now put the vote, and ask you to fill in your cards if you have not already done so or use the voting platform as needed. Thank you. I'll now move to resolution five, approval of issues of securities under the Performance Rights Plan 2022. The discussion and voting on the adoption of this rights plan will now take place. A summary of the main terms and conditions of the 2022 Performance Rights Plan is set out in the notice of meeting. It has also been made available on the company's website. The non-executive directors of the company unanimously support the resolution.

The managing director of the company makes no recommendation in relation to the resolution because it also relates to his remuneration. Details of the proxies received to this re-resolution are now up on the screen, I now invite shareholders and proxy holders who are attending the meeting in person if they have any questions or comments. Please raise a blue or green attendee card if you wish to ask a question. There are no questions I see from the floor. Moderator, are there any audio questions?

Operator

There are no audio questions.

Peter Botten
Chair of the Board, Karoon Energy

Anne, are there any written questions?

Speaker 7

No, there are no written questions.

Peter Botten
Chair of the Board, Karoon Energy

Well, thank you, everybody. As there are no questions, I now put the resolution on the screen to the meeting and encourage you to vote if you haven't already done so, either on your blue-green form or blue form or on the platform, voting platform. Well, I now move to resolution six, approval of to issue performance rights to Dr. Julian Fowles. The final item of business is approval of the grant of those performance rights to our Managing Director and CEO. Under the terms of the company's 2022 Performance Rights Plan. Details of proxies received for this resolution are up on screen. Voting exclusions for this resolution are set out also in the notice of meeting.

I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendance card. Are there any questions from the floor? There don't appear to be any. Moderator, are there any audio questions?

Operator

There are no audio questions.

Peter Botten
Chair of the Board, Karoon Energy

Anne, are there any written questions?

Speaker 7

Yes, there's one written question from Mr. Steven Main. This is directed to Dr. Julian Fowles. Could the CEO summarize his past LTI grants as to whether they have vested or lapsed? Also, has he ever sold any ordinary stock in the company or bought any on market without relying on an incentive scheme to build his equity position in the company?

Peter Botten
Chair of the Board, Karoon Energy

Julian, I'll. The question is posed to you.

Julian Fowles
Managing Director and CEO, Karoon Energy

I'll answer that one, thanks, Mr. Chairman. I joined the company in November of 2020, and my previous LTI grants during the last two years have not had the opportunity to vest. There's that answer I think is quite simple. Have I ever bought any shares on market in Karoon in January 2020? I bought, I think 100,000 shares in Karoon just after I joined, 2021 it was. I've since joining Karoon, never sold any shares in Karoon. I think, does that answer all three of them?

Peter Botten
Chair of the Board, Karoon Energy

I believe it does, Julian. Thank you.

Julian Fowles
Managing Director and CEO, Karoon Energy

Thank you.

Peter Botten
Chair of the Board, Karoon Energy

Are there any further questions, Anne?

Speaker 7

No further questions.

Peter Botten
Chair of the Board, Karoon Energy

Well, as there are no further questions, I now put the resolution on the screen. Please vote if you haven't already done so, either using your card or alternatively, the online voting platform. Thank you for that. I now move to financial statements and report. The final item of business is the consideration of the final financial statements and reports of the company. The company's financial statements for the year ended 30 June 2022, including the director's report and report by the auditor, were provided to shareholders in the 2022 annual report. Shareholders are now provided the opportunity to ask questions regarding the financial statements and reports, the operations and management of the company, or questions to the auditor in respect to the audit report. Mr.

Anthony Hodges, representing the company's external auditor, PwC, is here today to respond to any questions in relation to the conduct of the audit and the preparation and content of the auditor's report. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. Are there any questions from the floor? I don't see any questions from the floor. Moderator, are there any audio questions?

Operator

There are no audio questions.

Peter Botten
Chair of the Board, Karoon Energy

Thank you. Anne, are there any written questions, please?

Speaker 7

Yes, there are several written questions. We received one question by email prior to the meeting, this is from Anthony Correa, who is a shareholder. He asks, "Given the extraordinarily strong cash flow shareholders can expect in 2023 and beyond, will the board commit to a clear and quantifiable policy on capital management via buybacks and dividends?

Peter Botten
Chair of the Board, Karoon Energy

Thank you for your question, and a very pertinent one it is. Through the Chair's statement and also statements made by our CEO and MD, the board is absolutely spending time looking at sort of ways and optimal ways of rewarding shareholders. We've given a very strong guidance on what our focus and prioritization is for capital management right now. Clearly it's the safety and of our operations and appropriate investment in that. It is also to fund and ensure that we meet our obligations with our banks, with Petrobras and on the liabilities we have in terms of payments for the acquisition of Baúna. We obviously continue to address the capital costs and requirements for the development of Baúna, the drilling of Neon.

Clearly after that, we come to new ventures. I'm pleased to say that many of the projects that we're involved in right now are meeting, and delivering and will require less capital in the future. As we deliver on the development of Baúna and the work over program, we will have ability to review and I believe reward shareholders, as all our directors have said who have spoken on this issue today. How we do that is subject to substantial work going on by the board. There is a need to assure that we ensure that we are able to pay, and reward shareholders appropriately in the most tax effective way we can.

That we need to transfer funds from our Brazilian operations into other parts of the business to be able to do that effectively for all shareholders, of which many are Australian-based. That work is ongoing, and in the second half of 2023, when many of the major obligations of the company have been met, or are better risk managed, we'll be able to give our shareholders much greater clarity about how we would reward them in some form of capital returns. A lot of work going on, a lot of intellect being applied, and some substantial optimization of how we pay from a tax perspective to all of our shareholders.

We're very mindful of changed circumstances in the organization, and very mindful that the expectations of shareholders are such that capital returns will be part of the future of this company. Isn't that a good thing?

Speaker 7

Thank you, Peter. The next question is a three-part question from Mr. Steven Main on Brazil. Do we have a policy on making political donations in Brazil? How did we play the recent election?

Peter Botten
Chair of the Board, Karoon Energy

We absolutely do not pay any donations to any political party, whether in Brazil or in Australia or any other country in which we work. I'd like to emphasize that fact, and I'll say it again, no, we don't pay.

Speaker 7

The second part of the question is, are we a member of any oil industry association in Brazil? How did they play the election?

Peter Botten
Chair of the Board, Karoon Energy

We are in one IBP, the industry association in Brazil. Like all industry associations, they generally speaking, work to their lowest common denominator of their membership base. Therefore, most, I'll ask Tadeu to give his view about how they played the election. My experience in every country I've worked in, and I've worked in a few, is that industry bodies generally keep well out of political interference or political patronage because they know that governments change, and you have to work with whoever has the seat of power. I would assume that to be the case, but in Brazil, but I'm not an expert, and I'd ask Tadeu or Luciana to comment on that, because I know Tadeu is part of that process.

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

I'd be glad to comment. It's exactly like that, Peter. We don't get involved with any political party unless to do the proper advocacy defending the business itself.

Speaker 7

Thank you. The final part of that question is, does Brazil have a political cash for access regime like in Australia? Do we participate in any cash for access programs?

Peter Botten
Chair of the Board, Karoon Energy

I'll ask Tadeu. Do you know what cash for access is? It's on... I think it's on the front page of one of the newspapers or two of the newspapers today. I can tell you that any company that I've been involved in that I know about, has not had any association with cash for access. That goes to no political donations, no purchases of fundraising, of seats on fundraising dinners, et cetera, et cetera. I do know that it does go on in just about every country I've worked in. I just can say that I don't believe we do any of that. Tadeu?

Tadeu Fraga
Independent Non-Executive Director, Karoon Energy

No, we don't. We don't.

Peter Botten
Chair of the Board, Karoon Energy

Thank you.

Speaker 7

Thank you. We have another question from Mr. Steven Main. Given the interesting discussions across a range of topics today, could the acting chair undertake to make an archived copy of the webcast plus a full transcript of proceedings available on the company's website?

Peter Botten
Chair of the Board, Karoon Energy

The acting chair can make that obligation. We are very happy to provide an ongoing access to the presentations and discussions and questions in that occurred on the AGM. Some people like to see their name mentioned, and I'm sure that's an important part.

Speaker 7

Thank you. Mr. Steven Main asks another question. Well done on producing your first sustainability report. Why not take the next step and offer investors a non-binding vote on your climate action plan at the 2023 AGM?

Peter Botten
Chair of the Board, Karoon Energy

Well, I'm sure you understand, thank you for the question, Mr. Main. I'm sure you understand that Karoon, like many companies making substantial transitions from a much smaller to a much larger organization, is on a journey. A journey with respect to how it manages climate, how it manages its carbon exposure as we move into a lower carbon future. I'm sure that over the next 12 months, we'll be discussing that at board level. If we believe we've reached that maturity, and I think we're pretty close, that it may well be appropriate to address ourselves to that will be a board decision that will be undoubtedly be part of our of our analysis for next year's report.

Speaker 7

Thank you. The final question from Mr. Steven Main is, "Thank you for offering shareholders a hybrid AGM this year. And will you commit to doing this in future years to maximize shareholder participation?

Peter Botten
Chair of the Board, Karoon Energy

Look, I think it's great to have a face-to-face meeting and a return to that after the COVID pandemic. Certainly, I think we've all learnt how to manage virtual meetings in an effective way. I do believe that a hybrid way is the way to go. I believe it's actually part of the Corporations Act that you must offer a hybrid. I believe it's useful for all parties. A useful method of the company reporting and being accountable to its shareholders. I certainly endorse that. I'm sure the board will consider that in future AGMs.

Speaker 7

Thank you. We have a question from the Australian Shareholders' Association. What does the board see as the biggest three risks to achieving their objectives?

Peter Botten
Chair of the Board, Karoon Energy

I know some people would say oil price, oil price and oil price. I see it a little bit more complicated than that. Obviously oil price is a massive issue to manage in the risk of our business because it is such a direct correlation to our revenue. I think there are a number of other risks. Clearly, risk profiles of the organization are comprehensively analyzed by our different board committees, whether they be environmental, whether they be operational, whether they be financial. The risk profiles of the organization change through time. A significant risk for the business in 2022 was the appropriate delivery of the Baúna-Patola workovers and the tie-in of those wells.

The risks of those wells not delivering what we asked and the risk of capital cost or operational challenges that would handicap that delivery. Pleased to say that the risks of that piece of our business has diminished enormously through the good work of our teams in Brazil and in Australia. The risks are constantly changing. I believe one of the big risks in the business at the moment, frankly, are people. If you can highlight over the last two years, the stresses and strains that our people working in different environments, different countries have on with COVID, the challenge of supply chain disruptions. The challenge of finding quality people remains a very significant challenge in Brazil, which is a particularly hot market for oil and gas expertise.

Value in the business is driven by people. Geology helps, but people are a critical element and a key risk factor for the organization. I'm pleased to say, I think, having visited Brazil earlier this year, apart from catching COVID, it was a hugely positive experience in meeting a quality team in that area. I would say risks on people, getting the right people in the organization. As I say, we have a very, very comprehensive risk matrix in our business, be they operationals, environmental, and financial. We follow that as a key part of board business at committee and at board, and mitigate as much as possible. Risks do change. I'm pleased to say some of our risks are diminishing, especially on the operational front.

Speaker 7

Thank you, Mr. Chairman. There are no further questions from online.

Peter Botten
Chair of the Board, Karoon Energy

Thank you very much. Well, thank you, ladies and gentlemen. It has been a real pleasure to be able to meet with you and talk with you. I'd say I do feel for Bruce Phillips who is, as I say, a passionate advocate and dynamic leader of the organization. His leadership has led to fundamental changes in the business over the last few years. I'm sure he's tearing his, what little hair he has left, out to be here. I know he wanted to be here and speak to you and give you his views of life. There is no further business to be conducted. Please ensure that your votes are now recorded. I ask Computershare representatives to collect the poll voting cards.

For those who are on the webcast, there will be a short pause while votes are collected and the massive ballot box is carried around the room. Well, thank you. Thank you for that collection. I can now declare that the poll is closed. Thank you, ladies and gentlemen, for your continued support and your attendance here physically or virtually. The results of the poll voting will be announced at ASX as soon as possible after this meeting and will also be posted on the company's website. I now declare that the meeting is closed, and in doing so, thank you for your attendance today. To shareholders and proxy holders who are attending virtually, we thank you for your attendance today, and we will now close the webcast.

Powered by