Good morning, and welcome to the annual general meeting of Michael Hill International Limited. I begin today by acknowledging the traditional custodians of country and First Nations people throughout Australia, New Zealand, and Canada, and recognize their continuing connection to land, waters, and community. I pay my respects to their cultures and to elders past and present.
I am Rob Fyfe, and it is my pleasure to chair today's meeting, my last as Chair of the Board of Directors. Our Company Secretary has confirmed that a quorum is present, and I therefore formally declare the meeting properly constituted and open for business. Before I move to housekeeping matters, I would like to welcome my fellow Board Directors. Firstly, our incoming Chair, Claudia Batten. Gary Smith, who chairs our Audit and Risk Management Committee. Emma Hill, Chair of the People Development and Remuneration Committee. Dave Whittle, Andrea Slingsby, Karen Bozic, and Mark Bayliss.
We are very pleased to welcome Karen and Mark, who joined the Board on the 29th of August this year. Karen brings deep retail consumer transformation and operational experience, whilst Mark brings extensive audit, risk governance, and turnaround experience. Together, their appointments bring further intellectual diversity to the Board and further strengthen our leadership and governance capabilities. We are also joined today by Jonathan Waecker, our Chief Executive Officer. Elodie Guillaumond, our Chief Financial Officer, and Rebecca Burrows, the Lead External Audit Partner from Ernst & Young. Elodie and Rebecca are available to address any questions concerning the financial reports. I will now cover the housekeeping arrangements. Today's meeting is being held virtually through the Lumi platform. This allows shareholders, proxies, and guests to attend online, watch the live webcast, ask questions, and where eligible, submit votes.
The Company Secretary, Cathy Hoyle, and a representative from our share registry, Computershare, will be assisting with the conduct of the meeting. Thank you to those shareholders who submitted questions prior to the meeting. We will address those during our prepared speeches. Shareholders and proxies may ask questions in writing at any time during the meeting via the chat function, or verbally during the dedicated question time following Jonathan and my presentations. To ask a written question, select the messaging tab and type your question in the Ask a Question box, then submit your question. A copy of your submitted questions, together with any written responses from the meeting team, can be viewed by selecting My Messages. To ask a question verbally, click Request to Speak at the top of the broadcast window. You will be asked to enter the topic of your question.
Submit your request, select Join Queue, and follow the audio prompts to be connected. Please note that questions can be submitted from now. We will address questions and comments after Jonathan and I have presented. If for any reason we do not reach your question during the meeting, the company will follow up directly with you where appropriate. Shortly, I will declare the meeting open for voting on all items of business. At that time, the resolutions and voting options will appear on screen. Voting on all resolutions today will be conducted by way of a poll. For the purposes of the poll, I appoint Lewis Brimelow of Computershare, the company's share registry, who has examined and prepared summaries of the proxy forms received, to act as Returning Officer and to conduct the poll. To cast your vote, select your voting preferences for each resolution.
Your vote is automatically recorded. There is no need to press a further submit or enter button. You may change your vote at any time until I declare voting is closed. I now declare voting open on all items of business. If you are eligible to vote at this meeting, the resolutions will shortly appear on screen. Please submit your votes at any time. I will give you a warning before voting closes. If a technical difficulty arises and affects online participants, we will take reasonable steps to facilitate your participation. As set out in the notice of meeting, I may continue to hold the meeting and transact its business, including conducting a poll and voting, in accordance with valid proxy instructions. Today, I will briefly reflect on the year just completed.
Jonathan will then provide further detail on FY 2026 performance, the strategic priorities that will guide FY 2027, and will also give a current trading update. FY 2026 marked an important turning point for Michael Hill. Following a difficult period for the business and the broader retail sector, the group has regained sales momentum across its markets, improved profitability and cash generation, and materially strengthened the balance sheet. Notwithstanding the gains the business has made, the operating environment remains uncertain. Cost of living pressures continue to shape discretionary spending, while commodity prices, currency movements, interest rates, and geopolitical developments continue to be difficult to predict. For a global jewelry retailer, elevated gold prices, the rapid evolution of laboratory-grown diamonds, and the accelerating impact of technology reinforce the need to stay close to customers and to remain agile.
Against this backdrop, the work undertaken during FY 2026 to simplify the business and sharpen execution is beginning to be reflected in our results. We have focused the group on the two brands where we see the greatest opportunity to create value, Michael Hill and Bevilles. This has brought greater clarity, stronger accountability, and more disciplined deployment of resources. For Michael Hill, our ambition is to make modern luxury accessible. The brand's nearly five decades of heritage in quality, creativity, service, and trust provide a strong foundation. Our opportunity is to build on those strengths by growing the customer base, deepening relationships, and ensuring each interaction is relevant, distinctive, and personal. Across the group, technology, data, and artificial intelligence will help our people make better decisions in areas such as planning, inventory allocation, customer engagement, and frontline support.
These capabilities support our people, enabling them to spend more time serving customers and creating outstanding experiences. The board's decision to restore the dividend reflects both our confidence in the trajectory of the business and our commitment to delivering sustainable returns to shareholders over time. The board declared and paid a final dividend of two Australian cents per share. The dividend has been enabled by materially improved operating performance and a stronger balance sheet. It does not change the discipline with which we manage capital. We will continue to balance shareholder returns with investment in the business and flexibility to respond to changing market conditions. This is my final AGM as Chair. It has been an absolute privilege to represent Michael Hill shareholders and to work alongside the Hill family, my fellow Directors, the management team, and the thousands of people who have shaped this remarkable business.
The passing of our founder, Sir Michael Hill, last year was a profound loss to the Michael Hill community. Michael's entrepreneurial courage, creativity, and instinctive understanding of customers created the business that we are privileged to serve today. His legacy endures in our culture, our commitment to quality and design, and in the belief that jewelry helps people celebrate the moments that matter. My intention had been to conclude my tenure in mid-2025. However, given the significant changes facing the group at that time, I agreed to remain longer to support continuity, oversee the appointment of our new Chief Executive Officer, and help prepare the company for its next chapter. I am delighted that Jonathan joined the business and have great confidence in the clarity, pace, and retail discipline that he and his leadership team are bringing to the group.
I am equally confident in Claudia Batten, who will succeed me as Chair on November 28th this year. Claudia brings strategic insight, international and digital experience, energy, vision, and strong governance capability. We have worked closely together over the last 18 months in preparation for this handover, and I am genuinely excited with the leadership partnership that Claudia and Jonathan have formed. Michael Hill is in great hands. I would also like to acknowledge and thank all shareholders for your support of me and continued support and confidence in the company. I now invite Jonathan, our CEO, to address the meeting and discuss FY 2026 performance, the strategic priorities for FY 2027, and our current trading update. Jonathan?
Thank you, Rob. Good morning, and thank you for joining us. Today, I will cover the progress we have made resetting the business, our FY 2026 results, our strategic priorities, and how we have started FY 2027. But first, let me start with the headlines from FY 2026, when we delivered record group revenue, grew comparable EBIT by 57%, and restored the dividend. These results tell us the turnaround is working, and I will speak a bit to how we got there. When I joined the business in August of last year, I spent my first few weeks with our people, our customers, and out in our stores. I wanted to understand what makes Michael Hill special and where we had lost some of our focus.
What I heard took us back to the belief that Michael Hill was founded on, that everyone deserves to wear quality jewelry, to feel special wearing it, and to feel welcome when they walk into one of our stores. Our teams never lost that belief. They have carried it through every store, every day, some of them for decades. As a business, we needed to get back to that. So that became our single focus. For us, it means everyday modern luxury. Beautiful quality jewelry that people feel confident wearing, giving, and celebrating with. It is a high bar on quality, from the piece itself to the box it comes in, and the warm, genuine hospitality that comes from our New Zealand heritage. We then focused on execution. We sharpened our ranges, ensuring customers could more easily find the products they were looking for.
We tailored how we go to market in each of our countries, recognizing that the customer needs and preferences are not the same across our markets. We clarified our pricing, we tightened our promotions, and we created greater consistency and trust in our value proposition. We also brought a renewed focus on operational excellence and accountability, ensuring we executed the fundamentals of retail every day. Importantly, we gave our store teams a much stronger voice in how we run the business, listening more closely to those closest to our customers. Together, these changes helped bring customer obsession back to the center of our decision-making and have resonated strongly with customers and team. We also strengthened the team leading this work. Tonia Zehrer joined us as Chief Product Officer in January after senior merchandising roles at Signet, the world's largest jewelry retailer.
Elodie Guillaumond joined us as Chief Financial Officer in February, and she was most recently the CFO of retail at Ampol. At Bevilles, we took the same approach. We listened to customers and teams, and we brought in new leadership under Tanya Atkinson. We simplified the offer, and we focused clearly on winning and value. After a difficult first half last year, Bevilles returned to sales and profit growth in the second half of FY 2026. Across the group, sales grew in every market, and our balance sheet is stronger. We are now 14 months into this reset. There is more to do, and I see real opportunity ahead. Turning now to the results. For FY 2026, we delivered record group revenue of $ 655.7 million, up 4.1% in constant currency and up 1.9% in Australian dollars. Same-store sales grew 5.2% in constant currency and 3% in Australian dollars.
We grew in every market segment we operate in. We did that while protecting margins. Our gross margin held at 60.5%, even as precious metal costs rose and our customers felt real cost of living pressure. At the same time, we brought our cost of doing business down by 70 basis points to 57.1% of revenue, despite continued inflation. Put together, that lifted our comparable EBIT by 57% to $ 24 million. Our statutory net profit after tax was $ 10 million. Most of the gap comes from $ 6.1 million in non-cash write-offs, largely from closing Medley and TenSevenSeven, which we announced at our investor day back in April. It was the right call as focusing on Michael Hill and Bevilles makes us a simpler business and puts our energy where it works.
As Rob outlined, the board declared a final dividend of $ 0.02 per share after no final dividend last year. It is important to note that while customers bought more of our professional care plans this year, with sales up 1.2%, the accounting rules spread that revenue over the life of each plan. When we updated our assumptions on repairs and costs, we recognized $ 4.6 million less this year.
Even with that statutory loss, we narrowed our seasonal second half loss by $ 1.8 million versus the prior year. Importantly, we have also strengthened the balance sheet. Our net debt fell by $ 36.3 million- $ 5.5 million at the end of the year. We are carrying less stock with our inventory down $ 9.4 million-$ 189.7 million. That inventory is working harder for us with our inventory productivity up 13%. Finally, we continued reshaping our store network.
We closed stores that weren't making money. We opened in strong locations like Bondi Junction and Pacific Centre in Vancouver and refitted key stores, including Rundle Mall and Yorkdale. We finished the year with 281 stores, six fewer than last year, and a stronger network as a result. Our refitted stores are already showing us what's possible with higher average sales, margin, and conversion than the rest of the network. At our investor day in April, we set out four levers to drive profitable growth. I'd like to speak to where we are, where each one stands, and what comes next. The first is productivity. Our stores are making more money with gross profit per store up 4%. Our refitted stores are leading the way with higher average sales, margin, and conversion than the rest of the network. The second is sales growth.
We're growing both in our stores and online. Same-store sales grew 5.2% in constant currency with growth in every market. Michael Hill online sales grew 10%. Our professional care plans add services business that keep customers coming back long after their first purchase. The third is gross profit, and you've already seen that we've held margin through record precious metal prices. The fourth is operating leverage. We lowered our cost of doing business while still investing in our store teams and our customers. As we grow, that discipline means more of every extra dollar of sales reaches the bottom line. To bring this ambition to life, we know we're better off focusing on doing fewer things very well, and that's exactly what we're doing. The positioning for our Michael Hill brand is best captured by a simple idea, making modern luxury accessible.
We believe the best way to deliver on this is by focusing on three priorities, growing customers, growing profit, and growing engagement. All three are underpinned by a strong foundation of people, culture, and operating discipline. Growing customers means expanding our reach across channels and across markets. Growing profit means growing in a disciplined way, strengthening our margins while keeping a clear focus on cost. Growing engagement means deepening our relationships with customers through expanding our investments into services, loyalty, and better customer experiences, both in store and online. Together, these three priorities form the core of how we measure success across the business. Delivering them means raising performance standards across the organization and using our data and emerging AI capabilities to make stronger decisions faster. It's important our incentives reinforce this.
Our group executive incentives are all aligned to our EBIT ambition and to the strategic outcomes we are driving. Similarly, our purpose for Bevilles is clear, to deliver the look for less. Following the reset, our strategy to do that is intentionally simple, to win on value, move fast, and run lean. Winning on value means making the value unmistakable for our customers. Great product, incredible prices, strong promotions, and making sure when somebody walks past Bevilles store, there's a reason for them to come in. Moving fast means behaving like a great value retailer, spotting what customers are responding to, chasing the winners, turning inventory quickly, reacting to trends and opportunities, and not allowing complexity or process to slow us down. Running lean means being incredibly disciplined behind the scenes.
Buying brilliantly, sourcing brilliantly, controlling costs, improving inventory productivity, and making every dollar we invest in the business work harder. Underneath all of that is something just as important. It is how we operate. Higher standards, faster decisions, clearer accountability, less complexity, and more action. Our strategy only comes alive through the decisions that each of us make every single day. Building on the progress we made in FY 2026, our priorities for FY 2027 remain sharp. In Canada, we are increasing investment in marketing and productive inventory to build awareness and capitalize on our productivity gains. We plan to refit five of our top six stores while actively exploring new sites. In Australia and New Zealand, we are refreshing stores through lower cost fit outs, including the Auckland flagship and a new New Zealand store planned for the first half.
We are also resetting marketing and go-to-market activities supported by increased investment in productive inventory. In digital, we will continue to invest in the online channel and customer experience, including expanded buy online pickup in store capability and enhanced clienteling tools for our frontline teams. In product, we are focused on capturing the full diamond opportunity. Laboratory-grown diamonds will support our growth, while natural diamonds reinforce our premium positioning. We will strengthen design leadership, introduce newness, and improve availability in value-driven categories, as well as with limited releases. In services, we are expanding personalization, custom, and bespoke experiences while improving aftercare experiences and professional care plans. The Bevilles reset will continue under new leadership and with an updated go-to-market approach for the value segment. Finally, we will continue our journey to becoming an AI-powered retailer through a people first approach. Mindset first, skill set second, and tool set third.
Our AI-driven demand forecasting and planning capability, for example, will support further gains in inventory productivity and agility. Turning now to current trading and how we have started FY 2027. In the first 16 weeks of the year, up through Sunday, the 18th of October, group same-store sales are up 6.6% in constant currency and up 2.3% in Australian dollars. Pleasingly, we grew in every market. In local currency, our same-store sales in Canada were up 11.3%. In Australia, they were up 4%, and in New Zealand, they were up 7.1%. We are holding gross margins in line with last year. We also know that the first 16 weeks have been much tougher from a trading environment perspective than they were a year ago, particularly in Australia, our largest markets.
Interest rates here have risen four times this year, and we know our Australian customers are feeling it in their household budgets. Our performance tells us that our go-to-market is on the right track and that our strategy is starting to work. You can see it in our product. Our new color, bridal, and tennis bracelet ranges, backed by new campaigns and in-store events, are bringing in new customers and bringing back existing ones. Our focus from here stays firmly on profitable growth, growing our gross profit dollars, managing our inventory carefully, and keeping an eye on CODB. With Christmas ahead of us, that brings me to the part of the year I am most looking forward to. We are heading into our biggest trading period with momentum.
Same-store sales growth has picked up in all three markets since the first eight weeks of the year, which means we are entering the all-important Christmas trading period stronger than we started the year. We built a Christmas range I am genuinely so proud of. This quarter, we are bringing customers 68% more new pieces than last year across our most important categories. Earrings and studs, tennis bracelets, engagement and bridal, and with even more in men's, colored stones, Michael Hill watches and silver. We listened to our customers and our stores about value. So alongside all that newness, we more than doubled our core everyday lines, including pieces designed specifically for Christmas, and introduced sharp entry pieces and prices that welcome new customers into Michael Hill. It is everyday modern luxury that we made easier to give. This Saturday, we launched our first Michael Hill advent calendar.
When our team revealed it to our store managers, you could feel the excitement in the room. It is different, it is fun, it gives customers a reason to discover us, and it is exactly the kind of new idea I want us to keep testing. We are also continuing to invest in our stores. Our new Auckland flagship on Queen Street opened in July. Our Rouse Hill store in Sydney reopens next week, and we have a new store in Richmond on the South Island of New Zealand, alongside our reopening at Galleria in Perth, both of which will open next month in November. Christmas is our biggest trading period, and there is plenty still ahead of us. We done the work and our teams are ready. Moving over to Bevilles, they are heading into Christmas with momentum as well.
Same-store sales are ahead of last year, and Bevilles continues to win market share in a declining jewelry market here in Australia. Just as importantly, gross profit is growing faster than sales, so this is profitable growth. The team has built a much stronger Christmas range with more than 500 new products, including new waterproof jewelry and refreshed men's ranges and religious ranges and gifts at every price. We also partnered with Jules Robinson, with exclusive collections launching before Christmas. She introduces Bevilles to a large and highly engaged new audience. Every store has been reset with a layout tailored to its own customers. Add in a new Black Friday offer, our proven events, Diamond Rush, VIP Day, and Super Saturday, and Bevilles is ready for the most important weeks of the year. I will now hand back to the Chair to conduct the formal business of the meeting.
Thanks, Jonathan. Before we move to the formal business of the meeting, we will now take questions or comments. If you have a question for the board management or our external auditor, or wish to make a comment on an item of business, please submit it in writing or use the audio function now if you have not already done so. Our moderator for the question and answer session is Cathy Hoyle. Cathy, have any written questions or comments been received, or are any shareholders waiting to speak through the online platform?
Chair, we have received a number of questions through the online platform. We will address the written questions first and then move to the audio questions. The first question is from C. Yee Chong. "Given that the share price is so depressed and undervalued, would the board consider doing share buybacks instead of paying dividends? Doing it at current levels, no higher than NZD 0.45 per share, would improve the total shareholder return, reduce the share base, increase return on equity and earnings per share. The key is buying back shares at a low price. To put in perspective, the last share buyback carried out in 2023 was actually shareholder value destructive as it was done at around NZD 1.30, close to the peak at the time, and incidentally, some insider was selling around that time too.
Thanks for the question and to answer it precisely, yes, we would consider share buybacks, and that is in our midst. We do have to be conscious of liquidity at the same time. We do struggle with a lack of trading velocity in the stock, and that also, we believe, impacts the share price. But certainly that is in our option set for considering how we return value to shareholders. Cathy?
The next question is also from C. Yee Chong. "The Australian CODB is the highest among the three markets and glaringly out of line. Why, and are you doing anything to bring it down to a more comparable 48%, which would release $60 million in profit?
I think I will pass to Elodie, sorry, to respond to that question.
Thank you, Rob. It is true that in a way, the Australian cost profile is a bit different, mainly driven by labor cost and leasing cost. However, as we said strategically, we clearly have a focus on leveraging the business. As you would have seen in the FY 2026 results, we were able to reduce our cost of doing business as a percentage of revenue across all our segments, and Australia had actually the best reduction. It is a continued focus and one of our key drivers of profit growth as part of the strategy.
Thanks, Elodie. Cathy?
The next question is also from C. Yee Chong. "Can you please compare Bevilles to Michael Hill with respect to, A, profitability, specifically gross margin, CODB margin, and return on capital employed. B, growth prospect. C, your future capital allocation decisions between the two brands.
Look, I will pass to Jonathan to respond to that question. Just by way of context, we do not break out the detail of the underlying performance of our individual business units, but Jonathan can give you some more general perspectives on Bevilles and Michael Hill.
Yeah, absolutely. As Rob mentioned, we have started to break out where appropriate the performance in the Bevilles business, and you would have seen in FY 2026 that we really did see a clear inflection point between the halves. We saw same-store sales improve from a decline of 4.6% in H1 to growth year-on-year of 5.8% in H2. That growth was coupled with a massive improvement in gross margins, which were up 660 basis points, the second half versus the first. Those two data points really did show us that we are onto a business that can grow profitably and successfully in that value segment. Also, at the investor day back in April, we laid out what we believe our roadmap is, with various milestones on how we are thinking about the value creation that the Bevilles business can provide. Stage one is the reset.
That is very much the stage we are in today, and that is all about returning Bevilles to performance in line with its identity as a discount jeweler. That really does show up as having clear value positioning, product clarity, and really restoring the commercial discipline. That is effectively the phase that we are in now, and we are looking at phase two, which we describe as proving the model. Really demonstrating that that strategy delivers sustained same-store sales growth over time, GP percent improvements, and consistent store-level profitability. We would like to see Bevilles really demonstrate that consistency through, of course, a Christmas, and really into a second half before we evaluate what we might do next with that business. One of those stages, the third stage we outlined, was evaluating expansion.
So in great success, if all the metrics hold, we would then start thinking about, okay, how might we expand this business, and how might we unlock further shareholder growth? That is really the roadmap we are thinking about. As we think about the capital allocation between the Michael Hill brand and the Bevilles brand, the Bevilles brand is very much in that stage one, stage two phase, where they are resetting and proving the model. Therefore, their capital allocation is very tight. We need them to prove that they can be a profitable business, that customers will choose them again and again, and that they have earned the right for investment and for that investment to pay back for shareholders.
As a result, the majority of our capital investments in FY 2027 are very much focused on the Michael Hill brand, where the payback curves and metrics are far clearer, and far more accretive to overall value. We hope to come back from a growth prospect point of view next year.
Thanks, Jonathan.
The next written question is also from C. Yee Chong. Would an online-only strategy work for expanding into a high-value market like the U.S., considering it is low risk with a high return on capital employed compared to the company's ill-fated bricks and mortar foray 18 years ago?
Again, I will pass that question to Jonathan. We can be a little restricted in what we say about our forward strategic plans, but Jonathan can give you a perspective on online international expansion.
Yeah, I think you would see that online growth is one of our pillars and something that we are very focused on demonstrating. While we saw a 10% growth year-on-year in FY 2026, I have been pretty forthcoming that I do not think that is good enough. I think we have more to go after there, and that is very much a focus for this business. So we expect to see the online pillar be a meaningful contributor to growth over time. We have said that online being between 8% and 9% is not what we want. We believe there is a 2x- 3x upside in that total number.
If you take that success and the things that would therefore be true across our three markets, expanding that success into new markets is a very logical next step and something that is absolutely in our consideration set, and something that is naturally on the horizon of things for us to consider over time. The short answer is yes, we would consider it. Yes, there is a series of choices that would result in that being successful. We have not made those decisions at this time.
Great. Thanks, Jonathan. Are there any further questions, Kelly? Cathy, sorry.
Chair, we now have an audio question from Kennedy Consolidated Capital. Kennedy Consolidated, please go ahead and ask your question.
Thank you very much for the presentation to the Chairperson and the rest of the Board. I have a question in two parts concerning shareholder value. Michael Hill has reported improving trading performance, and no different to today. It has a strong balance sheet, has reduced their debt, has reinstated the dividend, as you rightly point out. Certainly today's trading update and presentation today is evidence of that. The company's narrative to shareholders over recent months has been consistently positive, and I say that despite the consumer headwinds. Despite all that and another positive trading update this morning, the share price remains close to all-time lows, and we have limited trading liquidity, which, Chair, you rightly pointed out when answering a previous question. My questions are in two parts.
First, can the board explain the fundamental disconnect between that positive performance and narrative and what is clearly a depressed share price and constrained liquidity? The second part to that question is, what specific initiatives is the board considering to address that disconnect and provide shareholders with a pathway to realized value beyond simply asking us shareholders to continue waiting for the strategy to deliver? I appreciate the board can't control the share price or the broader market, but executing the operating strategy and creating realisable shareholder value are not the same thing.
Thank you for the question, and I think it's a very relevant question. The board and management are disappointed with the performance of the share price, and I think as you're alluding to, and we would agree, we don't believe that reflects the intrinsic value in the business. We do suffer from low trading liquidity velocity. It's a structural issue that the business has been faced with for a long time. Our belief is that the share price, notwithstanding that, can perform as it has done in the past. My view is that the market will only reward us when we can demonstrate a consistent trajectory of improving performance. I think under Jonathan Waecker's leadership, we clearly did deliver what I believe was a credible result for FY 2026.
Our view is the market is looking for us to follow that up with a strong first half and second half performance this year. Is looking to see us deliver consistent dividends or return to shareholders to reflect that consistently improving performance, and the market will reward us for doing that. As you state, we can control the strategy, we can control the execution. We ultimately can't control the share price. I think we can re-earn the respect and confidence of shareholders and, to restate my initial point, I think that takes more than just one good result. It takes a series of consistent results, and that's what we're very focused on delivering. I acknowledge shareholders have a right to be disappointed with where the current share price is. Thank you. Cathy Hoyle, are there any further questions?
Chair, I confirm there are no further written questions, and no shareholders are waiting in the queue to ask an audio question.
Thank you, and thank you to all those that asked questions. We will now move to the formal items of business set out in the notice of meeting. The notice of meeting, including the explanatory notes, was made available to shareholders. I propose that the notice of meeting be taken as read. A copy is available on the ASX and NZX announcement platforms and on the Investor Centre website. Voting on all resolutions will remain open until all items of business have been put to the meeting. The first item of business is to receive and consider the company's audited financial statements, directors' report, and auditors' report for the financial year ended 28th of June 2026. These reports are included in the company's FY 2026 annual report, which was released and made available to shareholders before this meeting. There is no resolution on this item.
I now confirm that the audited financial statements, directors' report, and auditors' report for the year ended 28th of June 2026 are received. We will now move to resolution one, which is an advisory and non-binding resolution to adopt the FY 2026 remuneration report. The resolution is that the remuneration report for the financial year ended 28th of June 2026, as set out in the directors' report, is adopted. Please note that the vote on this resolution is advisory only. Voting exclusions apply, as set out in the notice of meeting. Direct and proxy votes received in respect of this resolution are shown on the presentation slide on your screen. Open proxies appointing the Chair will be voted in favor of the resolution, subject to the voting exclusions set out in the notice of meeting. The next item of business is the re-election of Dave Whittle as director.
Dave retires by rotation in accordance with ASX Listing Rule 14.4 and Rule 38.6 of the company's constitution, and being eligible, offers himself for re-election as a director of the company. A description of Dave's experience and other details are set out in the explanatory notes accompanying the notice of meeting. Each of the directors, with Dave abstaining, recommends that shareholders vote in favor of Dave's re-election. Direct and proxy votes received in respect of this resolution are shown on the presentation slide on your screen. Open proxies appointing the Chair will be voted in favor of the resolution. The next item of business is the re-election of Karen Bozic as a director.
Karen was appointed by the board as a director with effect from the 29th of August 2026, in accordance with ASX Listing Rule 14.4 and Rule 36.2 of the company's constitution, and being eligible, Karen offers herself for re-election as a director of the company. Karen's experience and other details are set out in the explanatory notes accompanying the notice of meeting. Each of the directors, with Karen abstaining, recommends that shareholders vote in favor of Karen's re-election. Direct and proxy votes received in respect of the resolution are shown on the presentation slide on your screen. Open proxies appointing the Chair will be voted in favor of the resolution. The next item of business is the re-election of Mark Bayliss as a director. Mark was appointed by the board as a director with effect from the 29th of August 2026.
In accordance with ASX Listing Rule 14.4 and Rule 36.2 of the company's constitution, and being eligible, Mark offers himself for re-election as a Director of the company. Mark's experience and other details are set out in the explanatory notes accompanying the notice of meeting. Each of the Directors, with Mark abstaining, recommends that shareholders vote in favor of Mark's re-election. Direct and proxy votes received in respect of this resolution are shown on the presentation slide on your screen. Open proxies appointing the Chair will be voted in favor of the resolution. The final item of business is Resolution 5, approval of the company's Equity Incentive Plan.
The resolution is that for the purposes of ASX Listing Rule 7.2, exception 13B, and for all other purposes, the shareholders approve the company's Equity Incentive Plan as defined in the explanatory notices to the notice of meeting, and the issue of securities under that Equity Incentive Plan is an exception to ASX Listing Rule 7.1. The Equity Incentive Plan supports the company's ability to provide appropriate, competitive, and performance-linked equity remuneration to eligible participants. It was last approved by shareholders at the 2023 annual general meeting. Approval of this resolution will preserve the company's ability to issue securities under the plan without using its available placement capacity under ASX Listing Rule 7.1, subject to the conditions described in the notice of meeting. Voting exclusions apply to this resolution as set out in the notice of meeting. The Board recommends that shareholders vote in favor of resolution five.
Direct and proxy votes received in respect of this resolution are shown on the presentation slide on your screen. Open proxies appointing the Chair will be voted in favor of the resolution subject to the voting exclusions set out in the notice of meeting. This concludes the final item of business at the meeting. I remind shareholders who have not yet cast their votes on any resolution to do so now. Voting will close in approximately 30 seconds. Voting is now closed. On behalf of the Board and management, thank you for attending Michael Hill's 2026 annual general meeting and for your continued support. The results of the meeting will be announced on ASX and the NZX later today and will also be made available on the Investor Centre website. I now declare the 2026 annual general meeting closed. Thank you, and [Non-English content] .