Good morning, ladies and gentlemen, and welcome to today's annual general meeting. My name is Guy Strapp, and I am delighted to address you as a Director and Chair of L1 Group Limited. I begin by acknowledging the traditional custodians of the various lands on which we all join the meeting today and pay my respects to elders past and present. It is now 11:00 A.M., the appointed time for holding the meeting, and I am advised that we have the necessary quorum present. The notice of meeting, dated 18 September 2026, was published on the ASX announcements platform and sent to shareholders. Unless there are any objections, I will take the notice as read. Excellent. No objections, so I declare the meeting open. Please now allow me to introduce your Board of Directors.
Firstly, our Non-Executive Directors, Rachel Grimes AM, Chair of the company's Nom and Rem Committee, Nomination and Remuneration Committee, and Neil Chatfield, Chair of the company's Audit, Risk, and Compliance Committee. Our Executive Directors, Julian Russell, our Chief Executive Officer and Managing Director, and Jane Stewart, our General Counsel. We also have with us Emma Reekie, the Ernst & Young Partner in charge of auditing the company's financial statements for the year ended 30 June 2026. Before I get started, I will hand over to our Company Secretary, Olivia Byron, to take you through some of the formalities. That is better. Olivia.
Good morning, everyone. As Guy mentioned, I will take you through some of the procedural matters for today's meeting. First, please make sure your mobile phones are switched to silent. Thank you. Turning first to voting. If you are in the room, you should have received a voting card. If you do not have one, please see a Computershare representative at the registration desk. If you are online, you should see four icons at the top right of your screen. Select the vote icon to see the resolutions, then select the voting option for each one. A green tick confirms that your vote has been recorded. You can change your vote until the Chair has declared voting closed. All resolutions will be decided by poll. Voting is now open, and you can vote on the resolutions in the notice of meeting until the poll closes.
The Chair will give warning before voting closes. Turning now to questions. All shareholders in the room or online can ask questions on each item of business. If you are a shareholder in the room, please come to the microphone at the front when we reach the question time for the relevant item. Please show your blue or yellow card to the Chair to confirm you are a shareholder who is entitled to ask a question. If you are online, select the Q&A icon at the top right, choose the relevant topic, type your question, and select send. You can submit questions at any time, but they will be answered when we reach the relevant item of business. If you are online and would prefer to ask a question verbally, please follow the audio facilities instructions on the online platform.
You'll be given a phone number and a a meeting ID to dial and will then be placed in the waiting room. To ask a question, press star nine on your keypad. When the chair calls on you, the operator will unmute your line so you can introduce yourself and ask your question. I will now hand back to Guy to deliver his address.
Thanks, Olivia. Financial year 2026 has been a landmark year for L1 Group, being our first year as a combined group following completion of the merger between L1 Capital and Platinum Asset Management on 1 October 2025. The merger has created significant value for shareholders, with the share price up 98% compared with the undisturbed share price immediately before preliminary merger discussions were announced on 30th April 2025. I'd like to highlight four achievements. First, the integration of Platinum is progressing well ahead of expectations. Disruption to clients has been minimal, and Platinum funds under management have largely stabilized. We've upgraded our target synergies from a range of $ 30 million-$35 million to approximately $43 million. Second, we demonstrated our ability to raise significant new capital by extending the offerings of our existing investment teams.
Over the last 10 months, we've raised in the vicinity of $2.4 billion in the L1 managed listed investment companies. Third, we've been actively laying the foundations for future growth, including three new investment strategies, all announced in recent months. PXC Advisors, which is a global long/short equity strategy, which has taken over management of the former Platinum International Technology Fund. Also, East Rocky Asset Management, a specialist biotech manager with a very strong track record and has been appointed to manage the Platinum Health Sciences Fund. Thirdly, a small cap strategy, which Andrew Perros will lead, which is launching in the not too distant future. Fourthly, we delivered a strong FY 2026 financial result, which I'll talk to on the next slide.
Funds under management grew 16.6% to $19.1 billion as at 30th June 2026, up from $16.3 billion a year earlier, driven by positive investment returns of $4.4 billion and positive group net flows post-merger. Funds under management have since grown to $ 19.3 billion as at 30th September this year. Total revenue increased to $ 386 million, which included $ 166 million of performance fees, largely from our L1 Capital strategies. We reduced operating costs year-on-year by $18.1 million- $98.5 million, driving underlying EBITDA of $ 287.4 million, and underlying net profit after tax attributable of $ 188.8 million, which is up 97% on the prior year. We were pleased to reward shareholders with a fully franked dividend of $ 0.03 per share for financial year 2026, a yield of 2.7% based on the 30 June 2026 closing share price.
Alongside these strong financial outcomes for shareholders, L1 Group has remained committed to positive social outcomes. During 2026, we provided more than $7 million in foregone management and performance fees to support charitable organizations, including ThirdLink, Future Generation, and the Aura Fund. We also released our first group-wide responsible investing and sustainability charter, together with our first AASB S2 compliant sustainability report. Following the completion of the merger, there were a number of changes to the board and executive team in accordance with the terms of the merger implementation deed. More recently, we welcomed James Alloway as Group CFO in September of this year. James joins from ASX-listed FleetPartners, where he was Chief Strategy Officer and was previously a senior investment banker at UBS.
I would also like to thank our outgoing Chief Financial Officer, Andrew Stannard, for his significant contribution to the firm, particularly through the merger and integration process. Rachel Grimes AM is retiring by rotation today and will stand for re-election in accordance with the company's constitution. I will now hand over to Julian Russell, our Chief Executive Officer and Managing Director, to provide you with an update. Julian.
Thank you, Guy, and good morning, everyone. Thanks for joining us today. My name is Julian Russell. It is a real privilege to be here with you to talk through the remarkable progress that we have made in the first year since the merger with Platinum. As you just heard, FY 2026 has been an exceptional year, with Platinum integration progressing well ahead of our expectations. At the same time, our combined investment teams have delivered outstanding returns for our clients, and we have executed well against our strategy. I might just turn over to slide seven and talk to that in a bit more detail. The group strategy is defined by four pathways.
Growth through our existing funds through performance and flows, extension strategies where we have existing investment teams and expand into new strategies, affiliates and joint ventures, where we can partner with talented teams and launch compelling investment products, and acquisitions of investment managers should there be a strategic or value accretive opportunity that comes in front of us. Each pathway aims to deliver very high returns in capital with modest incremental risk. If I turn over to slide eight, I can talk through a bit more detail of what we have done over the last 12 months. The capital raising we did just over 12 months ago gave us the flexibility to pursue a number of compelling investment opportunities and deliver new earning streams with very high return or attractive returns on capital. There are many call-outs in this slide, but I will talk to a few initiatives.
First, following a process with Platinum Capital or PMC, that listed investment company became GLS, with the management of the portfolio moving across to L1 Group's Global Long Short strategy. We subsequently completed a capital raising in December last year, effectively doubling GLS's fund to about AUD 950 million. As the share price of GLS traded at a persistent premium roughly 12% to NTA, the board made a determination to raise a follow-on capital raise of up to AUD 490 million, which will close in the next week or so.
Secondly, building on the successful raising of GLS during December, we saw an opportunity to convert our wholesale private gold funds to a public company through an IPO. Early in April this year, we completed that IPO and raised about AUD 950 million in fund. Because that traded at a premium also, we raised a further $375 million in September.
Thirdly, we invested in our distribution footprint, establishing a beachhead in the U.S. and European markets for the first time. While we acknowledge it will take some time for these offshore distribution investments to generate a return in the form of flows, we have very high-quality funds, and the initial response from prospective offshore investors has been very strong. We do expect to add a couple of more people to that team in the near to medium term. Separately, Chris Ashman joined us as our Head of Partnerships based in New York. He has begun building a pipeline of prospective joint venture partners for us in North America. That has already delivered results. In September, we appointed East Rocky Capital, which is a highly successful biotechnology manager, to partner with us to manage the former Platinum Health Sciences Fund, and that will grow out over time.
We announced two separate incremental strategies, including the PXC Advisors affiliate and our new L1 Australian small cap equity strategy, which would be led by Andrew Perros, who is originally at Ausbil. In parallel, we have been successfully integrating Platinum, and that work is now nearing completion. Overall, it has been a very productive year optimizing the combined business and laying the seeds or the foundations for future growth. I will expand on this on slide nine. We entered FY 2027 with broad-based performance momentum. Performance is strong across the group. We are bringing new investment offerings to our clients, and we have a balance sheet that is in excellent shape. Subject to markets and fund performance, we expect to grow funds under management profitably this year, with L1 Capital continuing to grow and Platinum providing an increasingly stabilized base. We are very confident in what we have built together.
We have a very talented team of investment professionals whose interests are very much aligned with our clients' and shareholders'. We have a client base that is very much diversified and resilient, and we have got a very clear strategy for growth. Beyond growth of our existing strategies, we put several new initiatives in place during the year. We are expanding our affiliate partnerships, and we have recently broadened the geographic reach of our distribution network to support those partners.
Our balance sheet is a really strong point of difference. It gives us the flexibility to back promising new affiliates and recycle capital as those partnerships mature, or to act on acquisition opportunities very quickly if the right ones arise. These are very strong foundations, and we believe they position us to deliver a sustained value for our shareholders in the years to come ahead. With that, I will pass back to our Chair.
We now turn to the formal part of the meeting. Thanks, Julian. These are the items that comprise the formal part of the meeting as outlined in our notice of meeting, and voting on all resolutions will be conducted by way of poll, as Olivia indicated. Resolutions one to six, set out in the notice of meeting, other than the vote on the remuneration report, which is advisory only, are to be considered as ordinary resolutions, and as such, must be approved by a simple majority of the votes cast by shareholders. Resolution seven on the new constitution is a special resolution requiring at least 75% of the votes cast by shareholders to be in favor for it to be adopted. I will address any questions or comments that have been received under the relevant item of business.
I will take questions firstly from shareholders who are present in the room, and then from shareholders joining us online, including through the audio facility. Shareholders' questions received prior to the meeting, which are relevant to the business of the meeting, will be addressed under the relevant item of business. Firstly, the first item of business is the financial and statutory reports, and to consider and receive the consolidated group's financial report, directors' report, sustainability report, and auditors' report for the financial year ending 30 June 2026. There is no vote on this item. These reports are published in the 2026 annual report, which was lodged with the ASX on the 17th of August this year. The purpose of this item is to provide an opportunity for shareholders to ask questions and make comments about these reports.
Shareholders will also have the opportunity to ask questions of our auditor, Ernst & Young, relevant to the conduct of the audit and the auditor's reports. I will now invite comments and questions on the financial statements and reports, as well as any questions regarding the general business of the company. I will start with questions in the room. Yes.
Do I speak in the microphone?
Yeah. Just so that they can hear on the
On the mic. Hello. Peter Collier. I'm a Shareholder. I read a few days ago an article stating that part of Platinum was being disposed of to Equity Trustees. What's that about? I thought we had the whole of Platinum.
This is a subset of Platinum. This is what was called PIML, Platinum Investment Management Limited, and its primary function as responsible entity is for mid and back office functions, which we've consolidated with EQT.
Thank you.
Okay. Any other questions in the room? Or we can take questions
There are no other questions in relation to this item of business.
Okay, thanks, Olivia. We now move to resolutions requiring shareholder vote, and the first resolution that will require a shareholder vote is the adoption of the remuneration report for the year end of 30 June 2026. The 2026 remuneration report forms part of the company's annual report and provides disclosures relating to executive and non-executive Director remuneration, including the board and leadership renewal completed during the year, and the FY 2026 key financial management personnel remuneration framework and outcomes. Whilst it should be noted that the resolution is advisory only and non-binding, the Directors take shareholder input on this matter seriously. The board recommends shareholders vote for the adoption of the remuneration report. The proxy positions are shown on the screen, and happy to take any questions from the room regarding this resolution. Okay. If not, we'll take questions online, including through the audio facility.
Thank you, Chair. We have one question online from Mr. Stephen Mayne in relation to the remuneration report. The question is: Thank you for disclosing the proxies early to the ASX along with the formal addresses. They show a 15.9% protest vote on the remuneration report. Which of the proxy advisors covered this meeting, and did any of them recommend against the remuneration report? If so, what concerns were raised, and are we planning to make any changes?
Okay. I think from what I saw, three of the four major proxy advisors provided us with feedback to the marketplace. With respect to the remuneration report, a couple of the issues that were highlighted were what I would describe as less relevant as they pertained to certain remuneration for executives that departed the firm post the merger. Those remuneration arrangements were approved, in fact, by shareholders at last year's EGM/AGM. There may have been some miscommunication about some specific matters as they pertain to the remuneration report. But overall, I think the feedback was generally quite positive. Is that right?
Yeah. Thank you, Chair.
Okay.
That's
Is that? No other questions?
No other questions on this resolution.
Okay, cool. The next resolution is the re-election of Rachel Grimes AM as a Director. The company's constitution provides for the rotational retirement and re-election of a Director at the third Annual General Meeting after the Director was last re-elected. If no election of Directors is scheduled to occur, the company's constitution requires at least one Director to retire from office. Rachel retires at this meeting, as she was last elected as a Director on the 12th of November 2024, and her retirement and re-election has therefore been brought forward by one year to satisfy the requirements of the constitution. The Board is confident that Rachel has the capacity and the requisite skills and experience to discharge her obligations to L1 Group and supports her re-election. Rachel will now say a few words in support of her re-election. Rachel.
Thank you, Guy, and good morning, everyone. Today, I seek your support for election as an Independent Non-Executive Director of the L1 Group. I joined the L1 Group Board as part of the successful merger with Platinum in 2025, and I am currently the Chair of the Nomination and Remuneration Committee. I also serve as the Chairman of L1's Global Long Short Fund. I concurrently serve on the Boards of Hub24, DigiCo, Australian Payments Plus, and the Accounting Professional and Ethical Standards Board.
This portfolio is complementary to me serving on the L1 Group Board. I am a Chartered Accountant by profession and have served the accounting profession as both the President of the Chartered Accountants Australia and New Zealand and internationally as the President of the International Federation of Accountants. I have served as the CFO of Challenger Financial Group, a listed ASX entity, and was previously the General Manager of Finance at Westpac.
I have worked at BT and Westpac for 22 years, and I had a front-row seat to witness the growth of the funds management and the introduction of platforms in Australia. I have had a long career in mergers and acquisitions in Westpac and was a co-lead on the listing of BT Investment Management and the Westpac St. George merger. My deep executive and Board experience across financial markets gives me a strong understanding of investor expectations.
A career in large, complex, highly regulated organizations enables me to appreciate the systems and processes required for strong governance at the L1 Group. With your support, I would be honored to work alongside Guy and the L1 Group Board to support Julian and the outstanding management team to continue the great work they are doing for our shareholders, our employees, our clients, and the community. Thank you for the opportunity to address you today.
Julian.
Thank you.
Thanks, Rachel, and the board recommends shareholders vote for this resolution. Proxies are shown on the screen. Are there any questions regarding this resolution? I will start with questions in the room. If not, we can turn to online and audio questions. Olivia?
Thank you, Chair. We have one question on this resolution from Mr. Stephen Mayne. The question is: As the only independent director up for election today, could Rachel Grimes please outline her perspective on how this unusual board works with two founders who are executives of the business, have voting control, but are not formal voting directors? Do both founders attend board meetings? Are they consulted on the setting of the board agenda? Are they sent the full board papers as if they were on the board? Why do not we just put them on the board whilst retaining a majority of independent directors? Could the Chair also offer his perspective on these issues? Rachel.
Thank you very much for the question. The two founders are our joint CIOs, and they have remained that. They do not attend our board meetings, they are not consulted on board agendas, and they do not receive the board papers. The founders have continued to focus on investing, and outstanding investing that is. This is consistent what they told Platinum team, the Platinum board, in the merger discussions, and they have maintained that view, and our board maintains its independence. I hope that answers your question.
Guy?
Yeah, that is exactly right. I cannot add anything more to that. The board is here to provide governance, strategy, work with senior management on the direction of the business, ensure the robustness of the balance sheet, drive profitability. There is a clear separation between what Mark and Rafi do as Chief Investment Officers in driving investment outcomes for our clients in our funds. So, I do not regard it as unusual at all. Any other online?
No, that is all the questions on this resolution. Thanks, Chair.
Okay, thank you for that. The next resolution is the approval of securities issued under the L1 Group Limited Equity Participation Plan. This is a new employee equity participation plan designed to assist in the reward, retention, and motivation of the company's executive directors, senior management, and employees. Approval is sought for the purposes of the ASX Listing Rule 7.2, exception 13B, so that securities issued under the plan over the next three years, up to a maximum of 10% of shares on issue, will not count towards the company's 15% placement capacity under ASX Listing Rule 7.1. All the details of the plan were set out in the notice of the meeting, and the board recommends shareholders vote for the resolution. The proxy positions are shown on the screen, and I am happy to take any questions on this resolution from the floor.
If not, we can see if there are questions online or via audio.
There are no questions on this item.
Okay, thank you for that. There being no other questions there, we can move to resolution four, which is the grant of performance rights to Mr. Julian Russell. The next resolution seeks approval for the grant of those performance rights under the L1 Group Limited Equity Participation Plan to Julian, our Chief Executive Officer and Managing Director, as the long-term variable component of his FY 2027 remuneration package. The details of the grant of the performance rights are set out in the notice of meeting, and the board, with Julian abstaining, recommends shareholders vote for this resolution. Again, the proxy positions are shown on the screen, and happy to take any questions regarding this resolution from the room. If not, online or audio?
Thank you, Chair. There are no questions on this resolution.
Okay, thank you for that. We can move to the next resolution, which seeks the approval of the grant of performance rights under the L1 Group Limited Equity Participation Plan to Jane Stewart, Executive Director, as the long-term variable component of her FY 2027 remuneration package. The details of the grant of performance rights are set out in the notice of meeting, and the board, with Jane abstaining, recommends shareholders vote for this resolution. Again, the proxy positions are shown on the screen. Any questions regarding this resolution? I'll start firstly in the room. If not, we go online and audio.
Thank you, Chair. There are no questions on this resolution.
Thank you. The next resolution seeks approval for the company or a related body corporate to provide termination benefits under the L1 Group Limited Equity Participation Plan to a person who ceases to hold a managerial or executive office in the company or related body corporate on the terms described in the notice of meeting. This approval does not cover non-executive Directors, and shareholders are not being asked to approve any increase or change to existing remuneration arrangements. The board, with Julian and Jane abstaining, recommends shareholders vote for this resolution. We have the proxies on the screen. Any questions in the room or online audio?
Thank you, Chair. There are no questions on this resolution.
Okay, thank you for that. That brings us to the final resolution, which is the adoption of a new constitution for the company. The company's current constitution was adopted in 2007 and last amended 16 years ago in 2010. The board is proposing a new constitution to reflect changes in law and current practice, and to modernize and simplify its language. A summary of the material changes is set out in the notice of meeting, and a copy of the new constitution is available on the company's website. This is a special resolution, as I indicated earlier, which means at least 75% of the votes cast must be in favor for it to pass. The board recommends shareholders vote for this resolution, and the proxy positions are shown on the screen. Any questions from the room on this resolution with respect to the constitution?
If not, we can go to online and audio.
Thank you, Chair. There are two questions on this resolution from Mr. Stephen Mayne. The first is, the founders weren't able to vote on the remuneration report, so the 15.9% protest vote was only delivered by 84.67 million voted shares. On this proposed new constitution, the against vote was more than double this at 173 million, but it only amounted to 8.23% because the founders were able to vote their controlling stake. Given the need for a 75% majority to adopt a new constitution, would this resolution have been voted down but for the founders? What concerns sparked the against vote of the stock worth AUD 194 million? Which proxy advisors recommended against, and why?
Okay, you can work out from the maths whether or not it would have got through with or without the founders. I think from a proxy advisor point of view, the one flag I saw was the concern about limiting the number of directors to a maximum of 10. We operate with a much smaller board than that. We've operated with a smaller board than that when we were Platinum over the years. I don't see there being any particular issue with limiting, in the size of the company that we are, to 10 directors. If you're a very large listed public company, you may have more than 10. We would address that perhaps when we were an ASX 50 stock, but no need to do that today.
Thank you, Chair. The second question is if the two founders are hands-off on governance issues, why have they voted their controlling stake in the company to adopt a new constitution? Who on the board negotiated with the founders on the question of whether they would support the new constitution? Are they at the meeting today to explain why they are supporting the change to the constitution when a substantial minority of shareholders don't?
No, of course, all shareholders have a right to vote on each of these resolutions unless they're required to abstain, and the founders weren't required to abstain on this resolution. So, like all other shareholders, they were free to vote. Okay.
Thank you, Chair. There are no further questions on this resolution.
Thank you. Ladies and gentlemen, that concludes the formal business of the meeting. A Computershare representative will now collect your voting cards from the floor. For those voting via the online platform, voting will remain open for a further two minutes, following which voting will close. Please ensure that you have cast your votes on all resolutions. We will just pause for two minutes. Okay, thank you for your patience. Two minutes feels like a lifetime sometimes. Voting is now closed, and I now declare the meeting closed. The results of today's poll will be announced to the ASX later today and published on the L1 Group website. On behalf of the board, I would like to thank you for your ongoing support and invite those of you who are here in person to join the board and the L1 Group team for refreshments.
Thank you also to our shareholders in particular who came to the trouble and attended today. Thank you.