Good morning, everyone. I'm Michael Tilley, and I'm pleased to welcome you to the 2024 annual general meeting of Latitude Group Holdings Limited. As it's now 10:00 A.M., I'm joining you today from Melbourne, and I'd like t o begin by acknowledging the traditional owners and custodians of the land on which we meet, the Wurundjeri people of the Kulin Nation. I pay my respects to their elders, both past and present. Under Latitude's constitution, a quorum is required for this meeting, and I've been advised that a quorum is present; therefore, I declare the meeting open. Today's meeting is being held in person, and there is the ability for shareholders to also watch a live webcast of the meeting. To provide sufficient time to vote, I now declare voting open on all items of business.
A significant number of shareholders have already voted, appointed proxies, and submitted questions ahead of this meeting, and we thank them for doing so. I'll start today's meeting by walking you through a few procedural guidelines for voting and the submission of questions. I'll deliver my address and then pass to Bob Belan, our CEO, who will give his address and provide a presentation on Latitude's 2023 performance highlights and financial results. Finally, we'll turn to the formal business of the meeting. Before we begin, I'd like to introduce my fellow directors and company secretary, who are also in person with us today.
To my left, we have Vicki Letcher, Company Secretary, Alison Ledger, who's Non-Executive Director and Chair of the People, Remuneration, and Technology Committees, Mark Joiner, Executive Director and Chair of the Risk Committee, and to my right, we have Bob Belan, our Managing Director and CEO, Julie Raffe, Non-Executive Director and Chair of the Audit Committee, and Beaux Pontak, Non-Executive Director, shareholder representative director for Deutsche Bank. Paul Varro, our CFO, and Chris Wooden, the lead engagement partner of our auditor, KPMG, are also in attendance, and they're available to answer questions related to the accounts and conduct of the audit and the auditor's report if required. The notice of meeting dated the 22nd of March 2024 has been distributed to all shareholders, and I'm going to take that as read.
By attending our 2024 annual general meeting today, you as a Latitude shareholder or your appointed proxy will have the opportunity to ask questions and vote if you haven't already done so. Voting today will be conducted by way of a poll on all items of business, and Computershare will act as the independent returning officer. For those watching the live webcast, you will not be able to submit votes online. For shareholders, proxies, and corporate representatives in person, you will be able to vote at any time during the AGM by completing the blue voting card that was provided to you upon admission. White cards are for visitors only who cannot vote or ask questions today. Shareholders with a pink card are not entitled to vote on the items of business. I will provide a warning before I move to close voting at the end of the meeting.
Thank you to those shareholders who submitted questions in advance of the meeting today. It is my duty as Chairman to ensure that shareholders have the opportunity to ask questions and discuss the items of business during the meeting. 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. Only shareholders validly appointed, proxies, and corporate representatives who were given a blue or pink voting card upon entry are entitled to ask questions. When I call for questions, please raise your blue or pink card, state your name, or the organisation you represent before asking your question. I'll now move to my address. Your company has confronted an unprecedented and complex set of challenges in 2023.
The continuing fallout from the unprecedented COVID lockdowns in Victoria, global geopolitical unrest, high inflation, and the resulting rapid-fire increases in interest rates all combined to substantially dent consumer confidence in Australia and New Zealand and dampen consumer demand for the products sold by our major partners, and with it, lending demand. Latitude's cost of funds rose quickly during financial year 2023, outpacing the pricing actions available to Latitude, while customer repayment rates remained higher than historical levels and continued to impact receivables, despite management's success in growing volumes and market share. In March 2023, Latitude was maliciously attacked by cybercriminals. As the company responded and supported customers, the shutdowns we made to many of our IT systems prevented the origination of new loans and collections for a number of weeks.
Your company recorded a cash net profit after tax in 2023 of AUD 18.4 million and a statutory loss of AUD 137.9 million from continuing operations. This included AUD 68.3 million of cyber-related costs and provisions in the statutory results. Your company did not declare a dividend for the 2023 year. While your board and the management team dealt with the immediate challenges before them, it was also important that we continue to make critical changes to the focus and shape of our business to ensure that we emerged from 2023 well-placed for volume growth and improved profitability. With new CEO Bob Belan in place, the board endorsed a renewed focus on the fundamentals of our business, building upon Latitude's strength and long heritage in Sales Finance , and consumer lending.
This focus aims to drive future growth and restore, then elevate, profitability by focusing resources on core products and markets and concentrating on the highest margin growth opportunities available. As first steps, Bob and his team have made substantial changes in 2023 to align the business around growth opportunities in our core markets while further reducing inefficiencies, reducing costs, executing pricing initiatives to restore margins, selling or shutting down subscale activities, and reviewing non-core products and markets. At the same time, we retained a strong balance sheet to fund future growth. The benefits of these actions and the decisive action taken by management to restore the business after the cyberattack are reflected in the turnaround in many December half key performance metrics.
The recovery also underscores the fundamental strength and resilience of Latitude's business model, with customers and particularly our retail partners standing strongly with us as we responded to the cyberattack. We are incredibly grateful for their support. There's still much to be done. This has included the decisions to exit our lending business in Canada and our buy now, pay later operations in Asia, so we can focus on our core Australia and New Zealand markets. Bob will have more to say on this in his remarks, but I'm pleased to see business momentum continuing to build with quarter one performance tracking ahead of expectations as his team implements what is a clear strategy to create a more focused, agile, and lean business in what continues to be a difficult time for our customers dealing with the cost of living challenges we all face.
In recent months, we've begun to see some green shoots in macroeconomic conditions and hope that they will become more favorable for our customers, partners, and Latitude in the latter part of 2024. Funding costs continue to remain high, and while interest rates appear to have peaked, expected cuts to the cash rate over the next 12 months will be an important tailwind for Latitude. Continuing low unemployment, which, coupled with less liquid household balance sheets, are supporting a positive turnaround in credit demand, helping to offset tougher retail conditions in our core partner product categories. I'd like to take this opportunity to recognize Bob's leadership since he assumed the CEO role in the most unique and challenging circumstances last April. Bob was the founder of Symple Loans, which Latitude acquired in 2021 and led our Money business before being appointed as CEO after we conducted a global search.
As our response to the cyberattack continues and to support Bob's transition, I announced in November 2023 that after discussions with the Latitude board, I would extend my term as chairman until the AGM in April this time next year. While stability is important, so too is board renewal and board diversity. In 2023, Philip Busfield and Aneek Mamik joined Latitude as non-executive directors. Both bring a wealth of international financial markets and consumer finance experience and expertise to Latitude, and we are grateful for their commitment, their deep knowledge, and the experience that they bring to our board table. Let me finish by acknowledging the contributions of our hardworking senior team and all of the employees at Latitude without whom our business could not begin to operate.
Latitude could not succeed without the support of its customers and partners, and I'd like to personally thank each and every one of them for their significant support and patience during 2023 and as we progress on delivering great products and service along with strong and sustainable commercial results and enterprise value growth for shareholders. I'd like now to invite Latitude's managing director and CEO, Bob Belan, to address the meeting. Thanks, Bob.
Thank you, Mike, and good morning, everyone. Thanks for taking the time to be here today. As Mike mentioned, 2023 was an extraordinarily difficult year for our company, but what's also clear is that we enter this new year with renewed conviction in our strength of our business model and optimism about our ability to deliver strong and sustained value to our shareholders into the future.
Since the onset of COVID, Latitude and the financial industry more broadly has faced a range of macroeconomic headwinds that have impacted lending demand, increased funding and operating costs, and put pressure on our ability to deliver profits. In 2023, our results were further challenged by the malicious cyberattack in March that impacted key systems that we needed to originate and service our existing customers. The situation required decisive action, and in response, we deployed the full resources of the company to quickly and safely restore our systems, regain momentum, and importantly, begin the process of rebuilding trust and confidence in our brand. The cumulative and compounding effect of these factors is evident in last year's performance outcomes. In 2023, our company lent AUD 7.65 billion to Australian and New Zealand customers.
That was down AUD 300 million, or roughly 4%, on the prior year, primarily related to the pause in lending activity as our systems were restored following the cyber incident. Ending receivables balances last year came in at AUD 6.25 billion, which was down 4% on a year-over-year basis. This reflects the combination of fewer new loans originated, along with higher customer repayment rates, which remained above historical levels. Pricing action taken by the team resulted in a AUD 70 million year-over-year increase in interest income. However, these gains were offset by a AUD 130 million increase in funding costs, resulting in an 8% decline in our operating income to AUD 658 million. Earnings last year were further impacted by a AUD 68 million increase in charge-offs due to cyber-related disruptions to our debt collection activities, along with the slow but steady reversion of credit losses to more normalized pre-COVID levels.
While expense discipline was maintained, operating costs rose by AUD 20 million, or 6%, last year. That said, this was predominantly linked to non-recurring costs for re-engineering our operating model that will deliver sustained productivity gains into the future, along with initiatives to drive revenue growth this year, 2024, and beyond. In line with the guidance that we've given to the market, our cash profit after tax for financial year 2023 was AUD 18.4 million. When accounting for amortization of intangibles and other notable items, including the AUD 68 million pre-tax provision for actual and expected cyber-related costs, we recorded a statutory loss of AUD 138 million from continuing operations. Very importantly, Latitude maintains insurance policies to cover key risks, including those that arise from this cyber incident. Know that we continue to work cooperatively with our insurers to ensure all expenses are recovered.
Despite these challenges, our balance sheet last year remained strong, and our Tangible Equity Ratio, the key measure of our capital adequacy, was 6.8%, at the upper end of our 6%-7% target range. As Mike mentioned, through all of this, our Latitude customers, financiers, and partners stood behind us. By Q4, new loan origination volumes had returned to pre-incident levels, and receivables growth had been restored. Planned pricing actions were also resumed, which had a material impact on stabilising net interest margins. Our actions last year were and will continue to be guided by our new path-to-full potential corporate strategy that was endorsed by the board shortly after my appointment as CEO 12 months ago.
Our new strategy places emphasis on delivering market outperformance growth in our core sales finance and personal lending businesses, segments that have historically served our customers and retailers well and that have generated superior returns for our shareholders. Our strategy also sees us investing more in innovative technologies to meet the evolving needs of customers and further enhancing our cyber defenses. While there's still much to be done, I'm pleased with the pace of change that's being delivered. The focus of our people on a clear set of priorities is now becoming evident in our lead indicators of our business. Simply put, Q1 of 2024 has been one of the strongest starts to the new financial year in quite some time. Our Money division approved application volumes for the period January through 31 March were the highest that we've seen in five years.
Also, our Australian personal loans receivable balances grew at approximately 1.5 times system in that same period. By the end of this month, we expect to hold the number two personal loans market share position in Australia behind only Commonwealth Bank. Targeted investments in our Pay division are also now starting to pay dividends and achieve the desired outcomes. Spend activity in our credit card products, which is a key indicator of customer engagement, was the highest recorded since 2019, despite softness in the overall retail market.
Adding new partnerships to our retail network is key to maintaining relevance, and so I'm pleased to share several new marquee partnership signings in the last 12 months, which include JB Hi-Fi and Smiths City in New Zealand, the expansion of our relationship with The Warehouse Group in New Zealand, and the addition of BSR Group and, most recently, Officeworks here in Australia. We're also proud to have supported our partners at David Jones with the launch of the private label credit card, which went live to new customers last month and is off to a very strong start. At the enterprise level, receivables have now grown for seven consecutive months. In the same period, net interest margins have increased by about 20 basis points, and group revenue yield is up 115 basis points.
These developments collectively demonstrate Latitude's ability to adapt, persevere, and deliver even in the face of adversity. While 2023 was a very difficult year, it was also a period of progress towards our renewal. With each passing month, we become increasingly confident in our ability to unlock Latitude's full commercial potential in the quarters and years ahead. Finally, I'd like to extend my thanks to our chairman, Mike Tilley, and to our directors, individually and collectively, for the support they've given me through this period and the commitment they've made to our company over the last 12 months. Thank you again, everyone, for joining us today. I'll now pass it back to our chairman, Mike.
Thank you, Bob. Ladies and gentlemen, we'll now turn to the formal business of the meeting. Before we move to the agenda items, I'd like now to address any questions in relation to the presentation that I gave or Bob gave or other business of the company. Are there any questions? Yes.
Thanks, Chair. I'm Stephen Mayne. Is this general questions for the whole meeting or just on the okay, right.
Yes.
Just first up, will there be an archive of the webcast available for the shareholders who can't make it today?
Yes.
Great. All right, terrific. Is it possible to do a hybrid next year?
No.
No. Okay. All right. I was wondering if we could hear from the auditor. He's identified the key audit matters being losses from the cyberattack and sort of materiality or measuring of write-downs in a sort of deteriorating credit environment. Our claimed net assets AUD 1.3 billion is still above the market cap of AUD 1.2 billion, so the market is saying our balance sheet is AUD 100 million overdone. So I just would like to hear from the auditor as to the market seems to be saying there was an argument for a bigger write-down or a bigger provision, and he also mentions the intangibles as the other key audit matter. So the market seems to be disagreeing with his audit position, so I'd just like to hear why the write-downs weren't larger on those three areas identified in the key audit matters.
Thanks. Go ahead, Chris.
Thanks very much.
Would you like to borrow the microphone, Chris.
Clearly, when we look at Goodwill, we're looking at the future cash flows, and we do compare that to the market capitalization. There's a couple of key things that you have to build into that as well, premiums for control and the like. So we do a bridge between the cash flows prepared by management to the market cap, and we could look at what that control premium may equate to. It may be somewhere generally in the market, people would expect that to be 20%-30%. So we go through that process of looking at all the future cash flows, looking at that at the individual CGU level as well as the total level to get comfortable and challenge management's assessment as we do that.
We continue to do that every six months from a potential impairment indicator plus a loss perspective, so we'll continue to do that through June and December this year.
Thanks, Chris. And in respect of credit conditions, we are seeing some return to normalization of loss experience, but it is significantly less than anecdotal evidence in the market would suggest. In fact, during COVID, loss experience fell by 50%, so where we would normally have losses running over a 10-year average of sort of in the low fours, 4.2%, they dropped to 2.2% during COVID, and they are slowly normalizing, but I think we're still at about 3.25%. Is? Yes, at 3.25%. So we're still well below what the long-term average would be, and they're not changing rapidly, so it's a very slow return to what would have been the 10-year average. Any other questions? Yes, Stephen.
I'd like to pick up on the issue of the control premium that the auditor just mentioned. So we've got a very unusual share register with the four KKR at 26%, Varde at 25%, Shinsei at 17%, and Deutsche at 16%. It's very unusual. Probably Virgin Australia before it collapsed was probably the last major public company with sort of four, five sort of big, blocky shareholders. And I sort of don't know how to treat it. Is that an overhang? Is that a everyone can block a takeover, therefore we're not buyable? And I think it would be useful today to actually hear from the representative of those major shareholders who are on the board.
I don't think that's their role to discuss that at a company annual general meeting. What they do with their shareholdings is their business. It's not something that they're obliged to discuss in a shareholder meeting, so no, we won't be hearing that. You're welcome to contact them directly and ask them, but that's not something that they're going to make comments on at this meeting.
Yeah. Well, I mean, if I'd had a chance to finish the question, I was going to just ask if they were committed long-term shareholders for this company. Because when it floated, a lot of people were expecting private equity, dribble it out, but there's just been very little movement except for Shinsei creeping up and becoming a fourth. So we started with three, and now we've got four, and it almost seems to be a state of paralysis. So I guess.
Well, I can't comment on what their intentions are or what their objectives are, but all I can say to you, Stephen, is that these are very sophisticated professional investors, and they obviously believe in the company to continue to wish to be shareholders, and we believe that their faith is well-warranted, and they're very supportive of the company. They're very value accretive in terms of the role they play at the board, and it's not our role to, as a company or my role as the chairman or Bob's as the CEO, to try and predict what they do or what their motives are, but we are grateful for their involvement and their support and their confidence in the business.
Okay. Just a final brief on that. So just to clarify, are there any preemptive arrangements, or are they simply all just so obviously we floated, and we had some lockups, but all of those have come out? Are all four of those major shareholders able to individually deal with their shares in any way they like with no preemptives? It's just that they're just standard shareholders with full free rights to do whatever they like?
There are no agreements. There are no understandings. There are no arrangements. There are no preemptive rights. There are no restrictions. They're all shareholders the same as I am or you or other people in the room.
Yeah. Okay. Well, and just one final general question for Bob, probably. In terms of the offshoring proposal, well, the offshoring that we implemented this year, could you just talk a little bit about how that was handled in terms of job numbers and what countries we've gone to with the offshoring and whether the offshoring has you're happy with the quality of the service? Because I know a few years ago, quite a few of the banks offshored, and then they all went very public with their high-profile onshoring, ANZ, Telstra, and others. We seem to be going the other way. How has that been from a sort of a size of the cost save, and how has that been in terms of the impact you feel on customer service and those sort of things?
Yeah.
Can you hear me okay?
Yeah.
Thanks for the question. Look, we periodically and quite regularly look at what is it that we've got to do in order to make sure that we're delivering the appropriate level of service to our customers that they expect. And what I would say is we deploy a hybrid mix of that. We have some of our servicing that's done offshore in various different centers. We have some of our highest-value customer service interactions that happen here onshore. And so what I would say is that we will continue to use a mix of different onshore and offshore strategies in order to make sure that we remain competitive in the service delivery that we offer to our customers.
And so that is a strategy that needs to be continuously invested in and refined and perfected over time, but as it stands right now, I'm really happy with the mix that we're currently deploying.
Any other questions? Thank you. Okay. So prior to the commencement of today's meeting, valid votes have been received representing approximately 86% of the issued capital of the company. I'll now show the proxy votes received prior to the meeting for each resolution. Where the chair of the meeting has been nominated as a shareholder proxy, all open and available proxies will be voted in favor of all resolutions. There are voting restrictions for some resolutions, as outlined in the notice of meeting, which apply to those who have an interest in the resolutions and certain of their related parties or associates.
The first item of business is to receive and consider the annual financial report together with the directors' and auditors' reports for the year ended 31st of December 2023, a copy of which has previously been provided to shareholders. There is no requirement for shareholders to vote on these reports. However, I would like to open the floor up to questions on the first item of business, consideration of the financial statements and reports. Are there any questions or comments? There being no questions, we come to the items of business for which voting is required. The first is the remuneration report. Item two relates to the adoption of the remuneration report. The resolution being put to the meeting is displayed on the screen. Please note that a vote on this resolution is advisory only and does not bind the directors of the company.
Are there any questions or comments in relation to this resolution or the remuneration report? There being no questions, please record your vote now if you've not already voted. The next item of business is the election of Mr. Philip Busfield. So item 3A relates to the election of Mr. Philip Busfield as the director. Details of Philip's qualifications, career, experience, and other interests are set out in the notice of meeting and in the director's report. Unfortunately, Philip is unable to make this meeting today as he has a prior commitment that was committed to prior to him joining the board overseas. We have, however, arranged for him to record the following video in support of his election.
Good morning, everybody. My name is Philip Busfield. I have been a professional in the finance and private equity businesses for over 40 years in the UK, in Europe, and in Australia. A significant focus of the assets that I have managed has always been consumer-loan businesses. My areas of expertise are strategy, risk management, and being instrumental in taking companies from acquisition through to exit. In the not-for-profit space, I have been the chair of the finance and audit committee for Sydney World Pride, and I'm currently the chair and/or treasurer of numerous national charitable organisations throughout Australia. I also run my own television production company, making content for broadcasters and global streamers. I'd like to thank you for considering me for re-election as a director.
Are there any questions or comments in relation to this resolution? Yes, Stephen. We'll get you a microphone.
Thanks, Jess. Obviously, Philip can't answer this, but just a broader question on the board. I want to thank the four largest shareholders for allowing an independent chair and a relative overrepresentation for independent directors. So having I think it's four.
That's correct.
Yeah, which is more than our percentage shareholding. So I think that is good governance. I guess I'm just a little curious as to why Shinsei is not represented when they're the third. So why is the fourth largest shareholder represented, but the third largest is not?
That's their choice. We would welcome a representative from Shinsei should they wish to have a director, but they've chosen not to, and I have no idea why, but I suspect it's probably an accounting-related issue for them.
Right. Okay. And in terms of how the board is working, are you meeting in person a lot, or you've got some internationals, and you're having to do a lot of Zoom meetings? How does it work having so many nominee shareholders from, effectively, offshore institutions? I know some of their representatives are onshore, but how are you finding, as an independent chair, having three reps on the board from international substantial shareholders, just from a logistics point of view?
Well, Philip Busfield lives in Sydney, so, in fact, he attends the only meeting he hasn't attended in person since he joined the board. You'll notice that Beaux's here today. Beaux attends more meetings in person than by Zoom, and Aneek Mamik also attends more meetings in person than he does by Zoom, and the Zoom meetings work fine. So I would say that across the year, on average, we would have maybe two or three Zoom meetings where there's one director attending by Zoom, but it works very effectively. And for those people that are working largely from home or partially from home, we'll know that everybody's getting used to working by Zoom or Microsoft Teams rather than necessarily always being in the room. The board works very effectively together.
I mean, I think we are for the size of our company, I think we're significantly overweight in terms of people with experience and capability, so we're very grateful for being able to attract people of the caliber and people with the level of commitment that we have on this board.
Okay. Now, I know it's not directly on the agenda, but I think this is the item to run it, which is the future chair selection. So for you, this must feel a bit like Hotel California, is that you can keep announcing you're going to leave, but you can never actually really leave. So you've had the two extensions since you announced you were going to leave in 2022.
I know.
Can I just check? Are you definitely going at next year's AGM?
Well, that would be my choice, yes. Having, I guess, prior to the IPO, so by the end of or by April next year, I will have served as chair both pre and post-IPO for almost 10 years, so I think that's enough. But the other side of it is, and Bob can comment on this, but with a new CEO and quite a lot of change in the senior leadership team, I do have some corporate memory, which has had some value, particularly over the last 12 months.
We appreciate your money.
Are all the directors here committed to an independent successor, independent chair as a successor?
Absolutely.
Do you believe that your successor is currently on the board?
It's not up to me. I won't be selecting my successor, so it's not my call, so I've no idea.
Presumably, you'll have a vote. I mean, you'll announce the successor by the vote.
No, well, I probably would actually say that I may have an opinion, but I probably would choose to abstain from voting on my successor. I think trying to manage the world from beyond the grave is not a smart thing to do.
Yeah. Okay. Thank you.
Okay. Having had a few questions and hopefully being no further questions, please record your vote now if you've not already voted. The next item of business, item 3B, relates to the election of Mr. Beaux Pontak as a director. Details of Beaux's qualifications, career, experience, and other interests are set out in the notice of meeting and the director's report. I'll now hand over to Beaux to speak to you about what he brings to the collective capability of the board. Thank you, Beaux.
Hello, everybody, and thank you for the questions, Stephen. My name is Beaux Pontak. I've been in finance for 27 years, roughly. I've been with Deutsche Bank for about 18 years. I co-head our global finance and credit trading businesses in the Asia-Pacific region. I'm also the Vice Chair and the Deputy CEO of the Hong Kong branch for Deutsche Bank. I've been active in Australia for, I think, about 15 plus years. I've spent quite a bit of time here. I'm an Australian tax ID holder, for what it's worth. My expertise is our enterprise risk, spectrum of credit products, and debt markets. I'm married with four children and soon to be a grandfather, so thank you very much. I'm pleased to serve Latitude and its shareholders as a director of the board. Thank you.
Thank you, Beaux. So the resolution being put to the meeting is displayed on the screen. Are there any questions or comments? Yes, Stephen.
Thanks, Jess. So first, I'd like to thank you, chair, for allowing all the candidates to speak, which is good practice, and also for following the agenda. Increasingly, we're seeing companies like Macquarie and QBE just going, "Any questions on anything? One job lot, and that's it." So this is much better. So follow the agenda, ask the questions, throw the proxies, etc. So you're running a good AGM with that. So I guess my question for Beaux is, how does it work within his nominating institution in terms of the power lies? In terms of you being able to sit in this boardroom and say, "I want Mike to stay," is that fully delegated to you, or who do you have to go to up the chain to sort of seek approval for material things?
Talk a little bit about your delegation authorities within the global Deutsche Bank on this board.
Yeah. I mean, we won't discuss how we operate within Deutsche Bank. I'm here as a director of the board at the moment. So as a director of the board, I'll vote as any other director of the board votes.
Yeah. I think that's actually outside the scope of questions, but Stephen, I really want to say thank you. That's the first time you've complimented me, and I've known you since 1992, is that right? So I'm chuffed. This is a red letter day. You've mellowed.
This could be a high-grade question.
But yes, that question's out of line. So what happens at Deutsche Bank in terms of the way they make decisions is really a Deutsche Bank matter, not a Latitude matter.
That's right. But as you know, if I send an email to Berlin, I don't think they're going to get back. So this is the retail shareholders' one opportunity. So I'll follow up with one more, try.
Try sending it in German, and you may get more.
Yeah. All right. But I do think it is relevant because we are a public company, have a candidate running for the board who's representing an institution, and there are, as we heard with control premiums and things, it is actually a material matter. The composition of this share register is material. So I'll just try one more. Given that we floated this business at 260 and the stock's now AUD 1.17, why isn't Deutsche Bank buying more shares? Because it's obviously so cheap. Where's your support?
Stephen, that's not a Latitude shareholder matter in the meeting. It's not something that Latitude can impact or deliver, and it's an inappropriate question, so I'm not going to allow it.
All right. Okay. So I'll wind it back, and that's a very broad question.
Now you can criticize me.
Is Deutsche Bank committed as a long-term shareholder of Latitude?
I don't think you need to answer that.
Yeah. Again, I think I'm here in my capacity as a director of the company, and we don't discuss Deutsche Bank matters, but thank you.
Okay. Are there any other questions? Okay. There being no further questions, please record your vote now if you have not already voted. The next item of business, item four, relates to the grant of performance rights to the Managing Director and CEO, Robert Belan. The resolution being put to the meeting is displayed on the screen. Are there any questions or comments in relation to this resolution?
Thanks, Jess. I've got a standard question on this resolution, which I've been running for the last couple of years, which is, could the CEO explain the history of his share ownership, he or she, or he or her, share ownership and investing with LTIs? And please don't tell me to look it up in the annual report or with ASX announcements. It's complicated, and the CEO could do it in 30 seconds. Now, the difference with the CEO is that he was a founder of a business that we bought for AUD 200 million, and I'm really pleased that he's here running the business because a lot of time, when founders have a very substantial payday and they don't have to work, it's off to the races. So could the CEO just give the shareholders a summary of his financial experience with the Symple Loans sale to us?
No. No, no, no, no.
Let me finish the question. You can roll it out of order after I finish the question, please, chair. So what we're seeing now with your substantial shareholding and because when we're being asked to approve more incentive grants, it is useful to know the full history. So I'm just asking, can you give us a full history of your dealings with Latitude that just explain the history that will better inform us in terms of deciding whether to give you an additional incentive grant because there's already a lot of incentive with your current large shareholders. Thank you for coming to work for us.
Thanks, Stephen. But questions addressed to me, not to other people, and I'm not going to ask the CEO to give that explanation. That's his own private situation. It's all been publicly disclosed. But our incentive arrangements with CEOs are based a third as fixed remuneration, a third as bonus based around KPIs that are agreed with the board prior to the beginning of each year, and one-third in long-term incentives. The long-term incentives vest over three years, and there are performance hurdles on the vesting of those long-term incentives. And this is standard practice. The incentive program has been reviewed by Glass Lewis, and they support it. It's been prepared by external consultants. It's something that the board and the remuneration committee have spent a lot of time reviewing, and we believe that it is modest and very much in accordance with market practice.
That's what we're being asked to consider and vote on at the moment. So if there are questions specifically about that, I'm happy to address them, but not to wander off into the personal assets of the CEO. Are there any other questions? There being no further questions, would you please record your vote now if you've not already voted? Item five relates to the approval of the issue of equity securities under the Latitude Equity Plan. This resolution being put to the meeting is displayed on the screen.
I guess the reason that we are seeking approval for this is to maintain, under the ASX listing rules, the company can issue up to 15% of its stock by way of a placement, and the Latitude Equity Plan would eat into that 15% placement capabilities other than by way of having shareholder approval to have it outside of the plan, and that's why we're seeking this approval. Are there any questions or comments in relation to this resolution?
So, chair, whenever you see one of these resolutions, the red flags go up because you say, "Oh, you're looking to do a placement, are you?" Pro rata is far fairer for all shareholders. So if you just let this issue go, the sky wouldn't have fallen in. I don't think you're planning a placement. So I guess my point is, why have you bothered to put this up unless you are planning a placement? And if you're planning a placement, I'd just like to ask all the directors to please not do one and instead do a pro rata that treats all shareholders equally. So retail shareholders have been diluted out of AUD billions by selective placements to the big end of town over the last, particularly during the GFC, but placements are not good.
You rarely see them in the UK, where they much better respect property rights. So please comment as to whether you're planning to do a placement, saying as you're putting up a proposal to maximize your placement ability.
Well, Stephen, we've never made a placement. We have no current intention or plans to make a placement, but it's prudent to keep that capacity available because one never knows when one might need to go to the market quickly.
Okay. So, Chair, could you please not put this resolution up next year?
No. No.
Anyway, it's not your decision. It's the board's decision. So I'm asking the whole board to please not do this every year.
I think I'm going to answer on behalf of the board.
But you won't be here.
No. Well, then.
You're retiring. You won't even be voting on the new chair.
Then ask the question next year. Okay. Are there any other questions? There being no further questions, would you please record your vote now if you've not already voted? Item 6 relates to the approval of the renewal of the proportional takeover provisions. The resolution being put to the meeting is displayed on the screen. Are there any questions or comments in relation to this resolution? Stephen?
So, chair, just a general one and then a specific one. So when announcing the results today, would you be able to add the headcount data like with a scheme as we've seen ASX and Qantas both started doing it last year? So even the big end of town are getting this. So Computershare got the data. Can you just put it up there? Because we've only got the 3,000 shareholders. I suspect less than 50 have voted today or will vote. And one of the reasons why we don't bother to vote is we all feel helpless and powerless. But one way to stimulate retail participation is actually to say how many voted and which way they voted, for or against. So chat with the board afterwards, maybe, and can you get with best practice and release the shares and shareholders' data on all resolutions?
On the specifics with this one, what would happen if we didn't do this? Because I've never quite understood, you don't see proportional takeovers. As an investment banker, you're actually very well placed to answer this. Does the shape of our share register make this a more relevant thing that we should do?
Yes.
It does.
Yes.
Right. Because one of the four could decide to exit, and someone could do a proportional to take them out?
Yes.
Yes. Okay. All right. Okay.
Okay. I think this is a resolution that is very much in the interests of the minority shareholders.
Yeah. Yeah. Right. Thank you.
Are there any other questions? And in relation to your other question, can we show the numbers? Not today, but we will consider it for next year when I won't be here. Are there any other questions? There being no further questions, would you please record your vote now if you've not already voted? So, ladies and gentlemen, that now concludes our discussion on the items of business. And in a couple of minutes, I'll close the voting. Could you please ensure that you've cast your vote on all resolutions? I'll pause for a moment to allow you to finalize your votes. Better vote myself. Is there anyone that wishes to vote that hasn't had the opportunity? If there's not, then thank you, everyone. The meeting is now closed.
The voting results from this meeting will be released to the ASX and posted in the investor relations section on our website later today. That concludes our meeting, and thank you for taking the time to join the directors and myself today. Your ongoing support is greatly appreciated, and feel free to join us for tea and coffee now. Thank you very much.