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Apr 24, 2026, 4:10 PM AEST
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AGM 2024

Jul 25, 2024

Glenn Stevens
Chair, Macquarie Group

Well, a very good morning, everybody. Welcome to Macquarie Group's 2024 annual general meeting. I'm Glenn Stevens. It's my privilege to chair the Board of your company and today's proceedings. I note a quorum is present, and so I declare the meeting open. Today is also a hybrid meeting, which allows us to welcome shareholders tuning in electronically from around the country and around the world. So welcome to you. I acknowledge the traditional owners of the lands from where I speak today, the Gadigal people of the Eora Nation, and I pay my respects to their elders, past, present, and emerging. With me here on the stage are our non-executive directors, Rebecca McGrath, Phil Coffey, Susan Lloyd-Hurwitz, Jillian Broadbent, Mike Roche, and Michelle Hinchliffe. Our CEO, Shemara Wikramanayake, our CFO, Alex Harvey, and Company Secretary, Simone Kovacic.

Our bank-only directors, Wayne Byers, Mike Coleman, Ian Saines , and David Whiting, are also present in the room. Present in person or online, our Macquarie Bank CEO, Stuart Green, group heads Greg Ward, Ben Way, Michael Silverton, Simon Wright, Nicole Sorbara, Andrew Cassidy, and Evie Bruce. Now, the order of proceedings is as set out in the documents that you have. After some brief remarks from me, Shemara will take you through the 2024 full year results, provide a first quarter update for 2025, and speak to the outlook for the 2025 fiscal year. We will then hear from directors who are seeking re-election to the Board today. That's Rebecca McGrath, Mike Roche, and myself.

Following that, we'll formally open the polls, and then we'll take a short break, and we look forward to meeting those of you who are here in person, during the coffee break. After the break, we'll reconvene to address the formal items of business on the agenda. As has been our long-standing custom, we'll take questions on all matters at that time. Please note that recording devices, photographic equipment, and mobile phones should not be used during the meeting. The meeting is being webcast live on the Macquarie Group website, and you'll also be able to view a recording of the meeting from later today. Those of you attending online can send in your questions, starting now, by clicking on the speech icon on your screen, and we'll address those questions during the formal business part of the meeting.

We'll try to ensure that all topics of interest are addressed in our responses. We may moderate or amalgamate some of the online questions if they're on the same topic. Let me turn to our financial performance for the year. Macquarie delivered a profit of AUD 3.5 billion in fiscal year 2024. That was a decline from the exceptional results of the previous two years. The volatility in global energy markets that had previously increased customer demand for services and presented trading opportunities, gave way to much quieter conditions, and hence, lower earnings for the Commodities and Global Markets business. For much of the year, less active financial markets also constrained activity in some other areas of the group's businesses, particularly in Macquarie Asset Management.

However, as long-term investments paid off, Banking and Financial Services and Macquarie Capital both generated higher profits than in the preceding year. The company earned a return on shareholders' funds of 10.8%. Now, that's a bit below what we typically seek to achieve. Over the past 5 years, for example, the company's earned about 15%, and I think the 10-year average is something like 14%. Increases in headcount and in the broader cost base have been difficult to avoid in recent years, given the extent of growth in the businesses, the volume of project work we have underway, and particularly the increase in regulatory requirements. As some of those projects are now starting to deliver the planned productivity benefits, the management has heightened its focus on costs and is working to ensure value for shareholders.

The company finished the year in a very strong financial position, with surplus capital, both at the group level and at the bank level. The Board declared a final dividend of AUD 3.85 per share, making for a total dividend for the year of AUD 6.40. That's in keeping with the Board's long-standing policy of paying between 50%-70% of earnings in dividends. In November of last year, the Board also approved an on-market buyback for Macquarie Group shares of up to AUD 2 billion as an efficient means of returning some of the surplus capital we acquired from the exceptional earnings in 2022 and 2023 to shareholders. To date, a total of AUD 908 million in ordinary shares has been acquired on market.

The company remains well-placed to respond to opportunities and to manage the associated risks, thanks to the diversity of our businesses, enduring client franchises, a strong balance sheet, and a disciplined approach to risk management. Turning then to ESG matters, the pace at which the world will be able to lessen the use of fossil fuels will be determined by the pace at which it can add renewable capacity. Macquarie continues to support the development of clean energy infrastructure, with 110 GW of clean energy capacity in development, in construction, or in operation, as at the end of FY 2024. To put that 110 GW into perspective, Australia's national electricity market, which is principally the East Coast, currently has about 50 GW of renewable energy capacity installed.

Within our field of influence and capability, and with many years' experience in advancing climate solutions, Macquarie is well-positioned to continue playing a constructive role in this space as a financier, an advisor, an investor, and a fiduciary, and we expect that to be to the benefit of shareholders. Turning to the foundation, during the past year, the Macquarie Group Foundation contributed AUD 67 million to 3,000 nonprofit organizations around the world through our employees' donations, fundraising, the foundation matching, and other donations, grants, and social impact investments. That was a significant step up on the giving of the previous year, and it was a record year. In total, over AUD 640 million has been contributed to philanthropic causes by the foundation and Macquarie's employees since the foundation was established in 1985.

I'm pleased to say that, Macquarie's global new global headquarters at One Elizabeth Street will open next week. This was part of an ambitious project in partnership with the state government, that integrates a major interchange for the city's new metro transport system, with two state-of-the-art office buildings and a regenerated public precinct with community facilities. It's one of the largest balance sheet infrastructure undertakings Macquarie has had to date, and it's an, it's an example of identifying an opportunity to connect capital with community need, and you'll see more about that, in a short video that we'll screen, just after the refreshment break. Turning to risk culture, as well as identifying opportunity, managing risk is an equally important part of everybody's role at Macquarie.

Everyone understands that their performance includes the identification and management of risk, and that there are consequences for non-compliance with our behavioral and risk expectations. The Board is keenly aware of the importance of continually assessing the culture, and we do that through a great deal of formal reporting that we get at our meetings, but also through the many informal interactions that we have with staff throughout the year. Our remuneration approach also plays an important role in promoting the culture. It supports our purpose by motivating staff to be innovative and to build businesses, but it also incentivizes them to be accountable for their decisions and their behavior.

Turning to the Board, during the year, Susan Lloyd-Hurwitz joined the Group Board and the Bank Board as an independent director, bringing her significant expertise in the global investment and real estate sectors, and she's making a valued contribution to the Board. In February this year, Nicky Wakefield Evans, who had served for 10 years on the Board, retired from Macquarie. Nicky made an important contribution, including for over 7 years as chair, pardon me, of the Board Governance and Compliance Committee. That responsibility is now being taken on by Rebecca McGrath. I'm pleased that Rebecca and Mike Roche are offering themselves for re-election. Rebecca's extensive experience in the energy and industrial sectors, and Mike's extensive experience in corporate finance advisory and structured finance both continue to be of great benefit to the company.

During the past year, we completed the process of appointing bank-only non-executive directors to the Macquarie Bank Board, with the appointment of David Whiting and Wayne Byers over the past year. Both bring highly valued experience and skills to the Bank Board and are contributing to strengthening the voice of Macquarie Bank within the broader group. Finally, after 12 years of association with Macquarie as a director, both on the Group Board and the Bank Board, Mike Coleman will retire from the Bank Board tomorrow after his 2-year term as a banker. Mike, thanks so much for your contribution to the company over so long. On the Board's behalf, it remains for me to thank the staff and the management of the company for their efforts in what was a challenging year.

This is a very high-performing team that remains focused on delivering the best possible results for shareholders. Fellow shareholders, that concludes my opening remarks. Thank you for your attention and for your ongoing support of Macquarie. I'll now invite Shemara to discuss the results in more detail and to update you on recent performance. Shemara?

Shemara Wikramanayake
CEO, Macquarie Group

Thanks, thanks, Glenn, and welcome everybody, and good morning from me as well. Now, before I take you through the results for the most recent financial year, I thought it was worth noting that this was actually our 55th year of unbroken profitability, and also continues a journey of very strong total shareholder returns that we've delivered. So you can see on this graph here, there's a table at the top actually showing since listing and over the last 10 years, how we've performed relative to many benchmarks. And the graph is showing you since our listing in 1996, the dark green line at the bottom is the ASX All Ordinaries Index, and the gray line is showing the total shareholder return of holding Macquarie Group stock.

We're very pleased with and proud of that outperformance, where if you had been an investor in Macquarie, and I know some of you have since listing, you would have had a 14,000% total shareholder return. So as I said, this most recent year was the 55th of unbroken profitability for us. And as Glenn mentioned, the result of AUD 3.522 billion was down 32%, but on what was a very strong financial year last year, where we earned over AUD 5 billion.

Across our four very diverse operating groups, which you heard described in the opening video, the contributions are shown here on this slide, where the down arrows, which are, in the top left for Macquarie Asset Management and the bottom right for Commodities and Global Markets, are the two businesses that had stepped downs on the prior year. But speaking to the diversification of our businesses, we saw growth in the bottom left in the Banking and Financial Services business, and also, as Glenn mentioned, in Macquarie Capital. I'll talk a little bit more in detail about each of those four businesses in a moment, but I did want to note that as well as being diversified across our four businesses, which are structurally in very good areas for growth, we're also diversified by region.

You can see on this slide where our earnings came from in the last financial year from regions. Australia, at 34% contribution on the far right, is still the equal biggest contributor, but the Americas, you can see, are contributing as much to our earnings. Europe, Middle East and Africa, also a big contributor at 23%, and Asia starting to really step up 9% of our earnings. As time goes on, these outside Australia regions will probably become bigger contributors, even though Australia continues to grow well in absolute terms, because they're such big markets relative to Australia. So well-diversified by region, and then across our four groups, which are also giving us good diversification and resilience of earnings.

Starting first with Macquarie Asset Management, you can see in those dark green shaded boxes, the earnings were down 48% to about AUD 1.2 billion, from about AUD 2.3 billion last year. The main thing happening there is our Green Investment Group assets, so where we're investing in climate response. We have 110 GW of energy assets still on the balance sheet. We've been realizing those every year, and in the prior two financial years, we've been making AUD 800 million a year from realizations. This financial year, we didn't have any assets ready for realization, so we held them all and incurred AUD 200 million of costs. So there was a AUD 1 billion turnaround from those green investments as we transition those assets from a balance sheet offering to an asset management one.

So we're raising funds from our investors to grow a big asset management offering that will give us much more capital to respond to this big theme. It will also, given the assets are de-risked, put them with the right sort of investors as we scale that. So, that's a transition we think medium term is important to do, but in the short term, it meant lower earnings. The underlying franchise in Macquarie Asset Management continues to grow. So you'll see in the black sections on the right, our assets under management, both in private markets, which is the unlisted assets, and public investments are listed, and liquid fixed income and equities, were up 8% and 6% respectively.

I'd note in the private markets particularly, we raised a very solid AUD 22 billion of new equity, and in the public investments, 69% of our assets under management are outperforming their respective three-year benchmark. So that should position us very well for ongoing organic growth as we undertake this big transition with our green assets. Then turning next to Banking and Financial Services, this is one of the businesses that you saw. By the way, Susana Leith-Smith, our colleague, talked about the asset manager in the video. Ben Perham spoke about banking and financial services. Many of you in Australia this year should be familiar with the digital banking offering that we have been developing over the last decade.

And you can see there that our earnings were up again 3% to AUD 1.241 billion, up from about just over AUD 1.2 last year. We're continuing to grow our books in personal banking, which is our home loan portfolio. In business banking, the portfolio is up there as well, so 10% and 22% respectively, as we bring this digital offering to our customers and really cater to their needs. And we've supported that with a 10% growth in our deposits, and we've also, in the wealth area, grown our funds on platform by 15%. The car loan portfolio is gradually running off there. Then turning to our annuity, market style, market-facing businesses, apologies. Commodities and Global Markets, that was the other business I mentioned at the beginning, was down materially, down 47%.

Last year, it earned a little bit over AUD 6 billion and was down to AUD 3.2 billion this year. The main reason is because markets were much more subdued than the two prior financial years, where we had a lot of volatility from things like the Russian invasion of Ukraine causing disruption in the gas markets. So, we had lower client activity, and so hence, risk management income and less trading income as well, and particularly in the client-facing work, revenue that was in the gas and power business in Europe, Middle East and Africa, and in resources offset by agriculture, and then, in our inventory management and trading business that was in North America. Having said that, the underlying franchises there continue to grow as well, our customer numbers, the people we're servicing.

So in financial markets, the earnings were up across futures, foreign exchange, interest rates, and credit. The asset finance portfolio grew by 5%, and in commodities, our client numbers grew so that the underlying client revenue was above what it was two years ago when we had a lot of earnings from volatility. And then Macquarie Capital, the fourth operating group, where you heard Michael Silverton talk about the approach we have here. If you can see in the black boxes, we have deep expertise in sectors around the world, and in those sectors, we bring for our clients, activity in terms of advisory and capital markets, but we also bring our own balance sheet in debt and equity. And the earnings there were up 31%, which, AUD 1.05 billion from about AUD 800 million the year before.

That was driven by growth in our credit book as we grew that book to over AUD 21 billion, AUD 21.5 billion, with AUD 4.5 billion of investments and realizations or asset value movements in our equity investing. It was a quieter year in the advisory markets, more subdued. So that was the gist of what drove the earnings across the operating groups in the last financial year. While we did that, we delivered returns, as Glenn said, of 10.8%. That's lower than our typical 18-year average of mid-teens, about 14%. The market-facing businesses were consistent with their long-term averages, so they were 16% versus a 17%, 18-year average.

But the two annuity-style businesses, principally driven by asset management, compared to a 22% historical 18-year average, they delivered 12%, and the big driver there was a big pool of assets we've moved into Macquarie Asset Management from the Green Investment Group, that at the moment, are reliant on realization of the assets as we grow the funds business there. So that was the driver of that. Now, we did all that by maintaining, as we always do, a very cautious and conservative and resilient financial position. So the first two bars are showing that our term funding well exceeds our term liabilities. So that gives us a bit of ability to manage any liquidity stress that may happen.

We also ended the financial year with AUD 10.7 billion of surplus capital and a very strong CET1 ratio of 13.6% and very good credit ratings across the 3 major agencies. That was a summary of last financial year earnings performance and where the balance sheet was. When we turn to this most recent quarter we've just completed for this financial year, basically, the performance was broadly in line with the first quarter of last financial year. It was consistent with the expectations and the guidance that we had given.

Breaking it out between the annuity style and the market facing, in the annuity style businesses, the results, in terms of the net profit contribution, were broadly in line with the prior comparable period, and that was because in Banking and Financial Services, we had increasing volumes, lower operating expenses, and lower credit impairment charges, slightly offset by the margin pressure you'll have seen across the Australian market. And it was also offset by the timing of realizations and performance fees in Macquarie Asset Management, which are quite backended this financial year versus last. And then in the market-facing businesses, the combined net profit contribution was down on the prior comparable period, and that was mostly also driven by a timing issue, which is the timing of realizations in Macquarie Capital is backended to the second half of this year.

But the commodities and global markets business offset that through an increase in the contribution from across the platform there. Looking at each of the operating businesses in a bit more detail, in Macquarie Asset Management, the assets were slightly down in this first quarter, and that was mostly because of foreign exchange movements impacting both private markets and public investments, with some smaller outflows in public investments. But we continued to have strong performance across our public investments and good investing in the private markets. For example, our Macquarie Real Estate Partners Fund was announced to have reached $1.9 billion in raisings. And then in banking and financial services as well, the franchise grew really nicely over the first quarter.

You can see there the home loan portfolio up 4%, the business banking portfolio up 5%, the deposits up 2%, funds on platform broadly in line. But the underlying franchise in both those businesses growing very nicely. And similar message for the market-facing businesses in commodities and global markets. As I mentioned, the performance was up on the prior comparable period, and that was driven by improved trading activity in North America, in gas and power, and also in agriculture again, and in resources. And we had growth as well from our financial markets business, with strong client activity, and our asset finance business was broadly in line. And then in Macquarie Capital, the fee income activity levels are picking up, so it was up on the prior comparable period, which was a very subdued one.

We also grew our credit book, as I mentioned, and that's been driving increase in earnings as well, and that's quite consistent interest earnings. In terms of capital, at the end of that first quarter as well, our term funding exceeds our term liability... term assets. So, again, a very prudent funding. We raised AUD 9.4 billion of term funding in this first quarter, and our deposits were also up 1% to AUD 150 billion. And in terms of the capital position, I mentioned we were at 10.7 at the end of last year. That surplus has come down to AUD 8.2 billion, so it's down AUD 2.5 billion.

The sort of things that drove that out was lifted, of course, by the earnings over the first quarter, but we paid the dividend out for the second half of last financial year. We also had to fund the employee share equity buying, and the business absorbed a net capital amount of about AUD 500 million gross, about AUD 900 million. The other thing we did is the buyback, where, over this, to date, we have bought back AUD 900 million of shares. We mentioned we were looking to buy up to AUD 2 billion. I'd also mention at the bottom of that page that we were very pleased that Fitch gave us an upgrade for Macquarie Bank Limited from an A rating to an A plus rating.

Now, in terms of that capital and where it was absorbed, you can see here, the middle bar is the March 2024 through to the June 2024. It's last quarter, we had AUD 900 million of capital absorbed in the businesses. That was offset by foreign exchange movements of AUD 400 million, so net AUD 500 million in the, in the business. But the two big areas absorbing capital were Banking and Financial Services for the ongoing growth of the books, and then Macquarie Capital, where we made investments in, credit, but also principally in equity across the infrastructure and technology sectors. So we're managing to deploy capital still into the business in areas we think are accretive, while we maintain a very prudent funding position.

Then in terms of a regulatory update, there's a list of things there that our principal prudential regulator, APRA, is following up on. We're working with them on a remediation process as well, but there's nothing material there, both in Australia and in Germany, where we just note the ongoing investigation industry-wide there, but no developments over this period. So with that, let me just finish by talking about the outlook for the rest of this financial year, the short-term outlook. Again, we look at this by operating group. Macquarie Asset Management, this is broadly consistent with what we said at the beginning of the financial year, that we expect their base fees to be broadly in line, but their net other operating income, we expect to be significantly up on last financial year.

That's principally due to higher investment-related income from our green investments, and that's predominantly expected, as I said, to be in the second half of this financial year. We also are expecting the net expenditure on those green investments on a standalone basis to be broadly in line with last financial year. In banking and financial services, we're seeing ongoing growth in all of our loan portfolios, our deposits, and our funds on platform. That will be impacted by the market dynamics, which will drive margin pressure, and we are continuing also to invest in digitization and automation to support scalable growth for our business while ongoing monitoring our provisioning. In Macquarie Capital, subject to market conditions, because those do impact that business, transaction activity, we're expecting to be significantly up on what was a challenging and very subdued period last year.

Our investment-related expenses are also expected to be up, with increased realisations from predominantly assets that we'll realise in the second half of the financial year again, and growth in the private credit portfolio. Then we expect continued balance sheet deployment there across debt and equity. Then in the commodities and global markets, again, subject to market conditions, because that's another market-facing business, we're expecting our commodity income to be broadly in line, although volatility, as always, could create opportunities. And we're expecting a consistent contribution, continued contribution from the financial markets and the asset finance, and we expect our compensation ratio and our effective tax rate to be broadly in line with past historical levels.

Now, those short-term factors are always subject to a range of conditions, which are noted here: market conditions, completion of period-end reviews and transactions, the geographic composition of income, and the impact of foreign exchange, and potential tax regulatory changes and uncertainties. Because of that, we maintain our cautious stance, as I've referred to, in terms of capital funding liquidity that positions us well for all cycles, and particularly the current one. Over the medium term, as we've often said, we expect we should be able to continue to deliver you superior performance because we have deep expertise across these four very diversified businesses, where in the opening video, you heard our colleagues talk about how well-positioned they are structurally for growth.

Susana talked about the asset manager and the flow of savings to illiquid markets and public markets and the expertise we have there. Ben talked about the digital banking offering here in Australia. Cindy talked about commodities and financial markets and the client-based business we do across all of that, as well as trading. And then lastly, Michael talked about Macquarie Capital and our specialist expertise in sectors for advice capital solutions. Now, we grow all that in a very patient adjacent way to manage the risks, and we also grow it with strong support from our four central services groups. So Corporate Operations Group, in terms of the platform and the people, et cetera. The Risk Management Group, in terms of prudent medium-term risk taking.

The Legal and Governance Group, in terms of legal and governance issues, and the Financial Management Group, in terms of the funding, the capital, and the investor engagement across that business, and a very conservative balance sheet. But all up, also our approach of empowering people to innovate and invest for a better future, our purpose statement. So with that, I might hand back to Glenn to cover the formal business of the meeting. Thank you.

Glenn Stevens
Chair, Macquarie Group

... Thank you, Simone. What we're going to do now is, I think we're gonna play the video, or is that later? Gonna play an instructional video that helps explain, how to use the devices that you have or the technology that you're using, online, so that you can cast your vote and, indicate that you'd like to ask a question. So that video will play now.

Speaker 25

Good morning, everyone. I will explain how shareholders and proxy holders can participate in today's meeting, whether you're joining online or in person. Instructions are also available in the notice of meeting. If you're joining online, you may call +61 2 8075 0100 for help at any time. Once the chair opens the polls, shareholders and proxy holders voting online can cast a direct vote by clicking on the bar chart icon on the Voting tab. Select the option corresponding with the way you wish to vote. The vote you selected will change color, and you'll see a confirmation message. For shareholders and proxy holders attending in person, you will have been issued with a handset to cast your vote. Follow the instructions made available at registration and in the notice of meeting on how to vote.

Representatives from our registry are on hand to assist if you have any questions about how to use the handset. Whether you're voting online or in person, you can change or cancel your votes at any time until the polls are closed towards the end of the meeting. Proxy holders with directed votes will have those votes automatically voted as directed. All open votes will be voted according to the option you select online or on your handset. If you wish to ask a question at today's meeting, online participants may submit a written question or comment at any time until the end of the Q&A session through the Lumi platform. To do so, select the messaging icon, which looks like a speech bubble. You will receive confirmation that your question has been submitted. You may submit more than one question.

Questions may be combined if there are multiple questions on the same topic. Online participants may also ask an audible question. To do so, click on the Request to Speak button at the bottom of the broadcast window and follow the prompts. Please wait to be called to ask your question. Shareholders and proxy holders in the room who wish to address the meeting can do so by pressing the microphone button on their handset, then the green square button. Please wait until your name is called. You will be invited to ask your question at the nearest microphone. You may leave the queue at any time. To leave the queue, press the microphone button and then the green square button. Thank you.

Glenn Stevens
Chair, Macquarie Group

Thank you, Simone. Very nicely done. We're now going to move to the formal items of business for the meeting. The notice of meeting and accompanying explanatory notes have been sent to shareholders, so I propose to take those as read. The items of business are as shown on this slide. The Board recommends that shareholders vote in favor of all resolutions. Item 1 is to consider and receive the financial report, the directors' report, and the auditors' report of Macquarie for the financial year ended 31st of March, 2024. There's no formal resolution relating to that item. Items 2A, 2B, and 2C are the reelections of Rebecca McGrath, Mike Roche, and myself to the Board. Each of us will address the meeting before the break.

Item three is the annual non-binding vote on the remuneration report, which is included as part of our annual report. Included in the notice of meeting are the letter from the Chair of the Board Remuneration Committee, and an analysis of how our results are aligned to this year's remuneration outcomes. Shareholders familiar with Macquarie will know that our remuneration framework is long-standing. It supports our purpose by motivating staff to grow our businesses, identify new opportunities, and to be accountable for their decisions and behaviours, and the risk management, customer, and economic, and broader consequences of their actions. We believe this long-standing approach is a key driver of Macquarie's sustained success as an international organization. Item four is to approve the managing director's annual participation in the Macquarie Group Employee Retained Equity Plan, or MEREP. I'm now gonna turn to director elections.

Item two A is the election, or the re-election, of Rebecca McGrath, who's been an independent voting director of Macquarie Group and of Macquarie Bank since January 2021. Rebecca has served as Chair of the Board Governance and Compliance Committee, for a little while now, and is a member of the Board Nominating and Board Risk Committees. She's an experienced company director and chair with substantial international business experience. Details of her experience are in the notice of meeting, and so I now take pleasure in inviting Rebecca to address the meeting. Thank you.

Rebecca McGrath
Non-Executive Director, Macquarie Group

Thank you, Glenn. Good morning, ladies and gentlemen. Thank you very much for considering my re-election to the Macquarie Board. As you heard from Glenn, I'm an experienced company director, having served recently on the Boards of Oz Minerals Limited, Goodman Group, and Investa Wholesale Funds Management, and currently Djerriwarrh Investments Limited. These roles, along with my executive career experience, have deepened my knowledge of gas and other commodity markets, including chemicals and base metals, and the global energy shift to electrification in transport applications, renewables, and battery technologies more broadly. As a professional company director, I also have a strong commitment to good governance. I'm currently a member of the National Board of the Australian Institute of Company Directors, the Australian British Chamber of Commerce Advisory Council, and the ASIC Corporate Governance Consultative Panel.

I have brought this experience to bear on my role as Chair of Macquarie's Board Governance and Compliance Committee. During my time as a member, and more recently as Chair of the committee, I supported and continued to oversee the committee's focus on customers, conduct risk, work health and safety, and environmental and social risk matters. My executive career further underpins and informs my experience as a director. It has provided me with significant insights into risk management, market dynamics, value chains, and infrastructure strategies. Having held a number of senior management roles in the resources sector across finance operations, corporate planning, project management, and marketing in Australasia, Europe, and the U.K. I also have significant knowledge of the commercial and industrial property sectors internationally, and the prudential requirements of large-scale fund and asset management enterprises.

It is an honor to serve this Board and as a shareholders' representative, and if re-elected today, I can assure you that I'll continue to dedicate both the time and the commitment to fulfill my duties in a manner that warrants your trust in me. Thank you very much.

Glenn Stevens
Chair, Macquarie Group

Well said. Thank you, Rebecca. I'd now like to invite Mike Roche to address the meeting. Thanks, Mike.

Mike Roche
Non-Executive Director, Macquarie Group

Good morning, ladies and gentlemen. Good morning, shareholders. Thank you for considering my re-election as a director of Macquarie Group. Thank you, Glenn, for the introduction. As you heard, I've over forty years' experience in financial services, over thirty of that in investment banking. Most of that was for a global investment bank, where I advised corporates, private equity, and a range of government. For the balance of that period, I was a senior actuary for AXA, advising on superannuation funding and investment. I'm currently a director of... a non-executive director of Wesfarmers and two private companies, one half-owned by Apollo, the global private equity giant. I'm a co-founder and director of Sally Foundation, along with my wife, Geraldine.

In my time in investment banking, I worked for many clients across a range of jurisdictions outside Australia, obviously including Australia, UK, US, Europe, Asia, South Africa, Middle East, New Zealand, et cetera. I was head of mergers and acquisitions for the final 10 years, and on the federal government-appointed Takeovers Panel for two terms. I competed against or co-worked with most international investment banks, including Macquarie, over that time, in infrastructure, in structured finance, in debt advisory, capital raisings, mergers and acquisitions, and I specialized in large, complex transactions, many of which were cross-border. I believe I have wide-ranging experience. Since my initial appointment, it's been a valuable experience looking at Macquarie from the inside.

What I've observed is a very high-quality institution, with great people and great depth around the globe, well-positioned businesses, and with a strong ethos of caring and engaging with the community, and most importantly, a strong reputation. As a director, I try and bring a questioning and outside-looking-in perspective to considerations. I think in such a bottom-up organization, this is very important. I care about trying to help the organization make the right decision, about helping Macquarie preserve its well-earned reputation. I can assure you that I will always try and act in the best interest of Macquarie, and most importantly, your best interest as shareholders. I believe my skill set is complementary to that of other Board members and adds to the Board's oversight of the diverse global operations of Macquarie. I look forward to your support. Thank you.

Glenn Stevens
Chair, Macquarie Group

Thanks very much, Mike. I might take opportunity myself now to address shareholders in connection with my own re-election as a director of Macquarie, which is item two C. I've been a director of the group and the bank since November 2017, and, it's been my privilege to Chair the Board since, Peter retired in May of, 2022. There have certainly been some challenges and, some opportunities in that nearly seven years, and, I believe I've been able to bring my former experience, and my skill set, to bear to make a useful contribution to the Board. My career was 35+ years in central banking, in the Reserve Bank of Australia, 10 years as the governor and chairman of that Board.

So I bring a lifetime of thinking about economics, finance, risk, how the financial system works, and how it contributes to the broader economy and society. In the nearly eight years now since I left central banking and went to the private sector, I believe I've been able to round out my skill set, bringing to bear more commercial lenses to the issues that we face. As chair of the Board since mid-2022, I've overseen ongoing Board renewal at the company and a strengthening in the governance structure of our key subsidiary, Macquarie Bank Limited. That's been quite a big task to get that working well. I think it is working well now, and I thank the other directors, including our bonds, for the support that they've given in that.

I've continued to work, collegially with all the, all the directors, and I believe that we have a very good and well-functioning, Board, a very open and frank discussion, probing where necessary, but always, respectful. Many challenges lie ahead for us, I'm sure, and, the organization and the Board will be busy seeking to anticipate those and to respond to them, and I'd very much like to play a part in that. And so I respectfully seek your endorsement to continue as a director of your company. Thank you very much. To allow everyone an opportunity to vote, I now open the polls in respect of all the motions that shareholders will vote on today. The polls will remain open until just before, I close the meeting.

We're now going to adjourn to allow those attending in person to have a break for refreshments. We're gonna reconvene in about a half hour. If you've already voted with a handset and you don't want to return after the break, please return the handset to the staff at the registration desk. If you are attending in person and you'd like to ask a question, it would be helpful if you can sit near one of the microphones that will be in the aisles later, if that's possible. That will help. For online participants, so you'll get a notification on screen prior to us recommencing. So thank you. I will see you in about half an hour. Thanks.

...

Operator

Attention everyone, the AGM will recommence soon. Please ensure you have your handset or registration card as you enter. Please make your way to your seats. Thank you. Attention everyone, the AGM will recommence shortly. Please ensure you have your handset or your registration card as you reenter. Please make your way to your seats. Thank you.

Attention everyone, would you kindly make your way inside? We are about to recommence. Please make your way inside. Thank you. Attention everyone outside, would you kindly make your way inside? We are about to recommence. Thank you very much.

Glenn Stevens
Chair, Macquarie Group

Welcome back, everyone. I'm now going to reconvene the meeting and continue with the formal business. Please be reminded that the polls remain open. We're now going to move to take questions and comments. As a reminder, we are committed to ensuring that everybody feels respected and safe, and that includes ensuring the meeting's conducted in an orderly fashion. We're going to start with questions that have been submitted in advance, and then take turns through written questions submitted online, questions from members here in the room, and audio questions. You're welcome to ask two questions at a time, but in order to give everybody adequate time to ask their questions, once you've had two, we'd ask you then to rejoin the queue, and we'll get back to you after we've heard from others.

I may defer some questions on a particular topic if that's already been covered in a number of earlier questions. If you have a customer issue or an inquiry that's not related to the business of the meeting, please see a staff member at the shareholder table. They'll be happy to take your query and help you. I'll note that Ms. Voula Papageorgiou from PricewaterhouseCoopers, the external auditor, is present at today's meeting. She's available to respond to questions relevant to the audit, that is, the conduct of the audit, the preparation and content of the auditor's report, the accounting policies adopted by the company in relation to the financial statements, and the independence of the auditor in relation to the conduct of the auditor, the audit. The external auditor did not receive any written questions from shareholders prior to the meeting.

I'm now gonna take questions that were submitted in advance. Thank you.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our first question comes from Steven Mayne. The question is: Can you provide more clarity in relation to our outlook, current strategies, forecast earnings per share, and dividends per share, and the related material threats and opportunities?

Glenn Stevens
Chair, Macquarie Group

Well, thank you for the question. I'm not sure that I can add much at all to the remarks that Shemara gave earlier and the short- and medium-term outlook comments that are in our published materials that are available today. In terms of our strategies, our approach is to expand selectively and adjacently, to work in areas where we think we have expertise and where we can meet unmet needs of clients and communities, and we're relying really on the teams who are closest to the markets and the clients to help direct the strategy. Strategy's a very bottom-up process in the company, and as we said earlier, we think we're very well-placed with the diversity of our businesses, our strong risk management, strong balance sheet, and disciplined approach to continue the growth of the company in the future.

Can I have the next question, please?

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Sarah Jane Evans. The question is: Macquarie seems to have caught the attention of the retail banks in Australia and now has significant market share. Can you sustain this growth?

Glenn Stevens
Chair, Macquarie Group

The company, the BFS business has expanded its footprint in the local market very effectively over the last decade or more. We're probably 5%-5.5% now of the mortgage market. The business, I think, sees further potential for growth there, subject to getting adequate funding and maintaining discipline on both quality and pricing. Greg, would you like to offer any further comment on that?

Greg Ward
Head of Banking and Financial Services, Macquarie Group

Thanks, Chair. Yeah, we're very pleased with the growth of BFS, and as you say, we've grown a lot in the last decade. The banking license has been about... We've had the banking license for about 40 years, so we've had 40 years of good growth, and we've actually got some staff that have been there for that entire journey, 40 years, and working diligently for customers. I think we're very well-placed to continue that long sort of growth trajectory. We're investing heavily in our technology and digital platforms to increase the sort of service, the speed and efficiency and reliability of the service we offer customers, and that should stand us in really good stead to keep growing over time.

Glenn Stevens
Chair, Macquarie Group

Thank you. Could we have the next question, please?

Speaker 24

Chair, the next question comes from Gordon James Smith. The question is: Macquarie has changed its options for customers to make day-to-day contact with the bank, with an emphasis on online chat via either the app or the website. The traditional customer service line reflects that, with a convoluted menu pushing customers away from direct phone contact to the web. I've experienced it myself. I needed to speak with the bank as a matter of urgency. What followed was five hours of navigating phone menus, being put on hold, being diverted to web chat, being put in a queue online that never progressed over the space of 30 minutes, being disconnected, and beginning the process all over again. I don't have the time to pander to such poor service.

For a bank of Macquarie's stature, do you believe this is an acceptable way to treat customers, and why has it become so difficult to make contact?

Speaker 19

Well, Mr. Smith, I'm very sorry that you had such an unsatisfactory experience, and it is incredibly frustrating, I know to have such difficulties communicating. I understand the client care team has been in touch with you, and I hope that they've been able to resolve the issues that you had. We did decide to roll out live chat earlier this year because we do think there are benefits to customers. It is more efficient, and it's more secure, and enables us to, we think, better serve the customers. But we're always obviously willing to take feedback on that, and try to improve our service. And if people have feedback for us separately to today, obviously we're happy to receive that, and we'll try to do better. Thank you.

Speaker 24

Chair, our next question comes from Sarah Jane Evans. The question is: You have been involved in renewable energy for many years, and it seems the world is getting to a point where there are concerns that we are not going to stop the impacts of climate change. What is your view on what should be done at this point in time to address the climate crisis?

Glenn Stevens
Chair, Macquarie Group

Look, it's a very big question. I think I'd start. I'll probably ask Shemara to add some comments here. But the transition that is in prospect to shift from hydrocarbon fuels to non-carbon fuels is easily the biggest re-engineering of the modern economy that we live in, that there's been since the Industrial Revolution. It is a huge undertaking. It will take many years. It will take a tremendous amount of investment, and a lot of capital is going to need to be committed to it. We're trying to play our part in that, as we said earlier in our opening comments, by way of helping the rollout of renewable energy, as we said earlier, 110 GW of capacity at some, at various stages of the development process.

But it's a very long journey. It will take a considerable amount of time. There will be many twists and turns on this journey. And our view also is that some of the carbon-based fuels, particularly gas, are going to remain a part of the energy mix for quite some time as a transition fuel. It is unrealistic actually to think otherwise in our view, and so that's another part of what we do. We do have some appetite for business in that area, provided it's consistent with the net zero commitments that we've made for our own balance sheet. So a very long journey, much investment needed. We're trying to play our part. We're just a small part, really, but we're trying to use our own capital and to catalyze the capital of our clients towards that end.

Shemara, would you like to add anything?

Shemara Wikramanayake
CEO, Macquarie Group

No, I think you've pretty much covered it, Glenn. But, I would say the journey has certainly gathered pace, that when we first started investing two decades ago to come up with solutions that were low emissions across energy, transport, agriculture, industrial production, et cetera, we were one of the few players, and we were only using our balance sheet and small dollars. Today, there's much more recognition of the need, and there are very large funds raised to respond to this. And I mentioned in my opening comments that we're now moving from just our balance sheet to taking these fiduciary funds and having much larger capital. But as Glenn says, I think you're exactly right, it's gonna still take many decades from here to develop the solutions at scale and at cost, where they can be adopted to replace traditional ways.

you know, while we've got wind and solar and energy, they're intermittent, and we need firming solutions at cost. While we've got passenger vehicles now moving a lot to EVs, we need long-haul transport solutions in shipping and air. To us, ultimately, we see that as an opportunity to bring our expertise across our four operating groups to help drive these solutions, but at the same time, as you say, have an orderly transition, so we don't lose the support of the community by trying to go too far, too fast.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mr. Peter Caloiero. The question is: A question to all directors seeking re-election. Have you read the book, Banking Bad, by Adele Ferguson? As a long-term shareholder of Macquarie Group, I recommend it to all banking directors.

Glenn Stevens
Chair, Macquarie Group

Well, thank you, sir, for the tip, and I'll put that on the very large pile beside my bed. I don't know whether other... I haven't read it yet, but I don't know whether other directors would like to comment. But, thank you for the tip.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Susan Hamilton. The question is: Can you speak to the management of risk when the changing face of working means that many staff are regularly working remotely and thereby not as integrated within groups and culture?

Glenn Stevens
Chair, Macquarie Group

It's a challenge, I think, to maintain and perpetuate a good culture with flexible working. That said, flexible working is here to stay. We've had good return to office experience across the company. It's a little bit different by jurisdiction and by business line, and we've given local managements the discretion to decide and, with their teams, how that's done. But we do make an effort to keep people culturally engaged and to grow our culture. I think that's proving effective. Nicole, is there anything you'd like to add on that matter? I should offer you that opportunity.

Nicole Sorbara
COO, Macquarie Group

Thank you. As you said, we offer our people the ability or the flexibility to work from home, but the vast majority of our people are spending a decent amount of time in the office, and that is important, so they can come together, collaborate, innovate, but also so we can inculcate them into the culture, and obviously, a risk culture is a big part of that. We have a very robust risk management framework. We have policies and standards. We have training, which all of our staff undertake, and we also actively measure risk outcomes, and there are ways that we can measure and have a barometer on the risk culture, which all of that goes up to the Board. We haven't seen any material adverse impacts from a hybrid working approach. Thank you.

Glenn Stevens
Chair, Macquarie Group

Thank you, Nicole. Next question, please.

Speaker 24

Chair, the next question comes from Steven Mayne. The question is: PwC has been the auditor of Macquarie since before the 1996 listing, and the job has never been tendered. PwC has been paid more than AUD 1 billion by Macquarie for auditing and other services over this period, including AUD 66.2 million in the last year, AUD 79 million in 2023, and AUD 72.7 million in 2022. Voula Papageorgiou replaced Kristen Stubbins as the PwC audit signing partner this year. In terms of the audit process, could Voula please provide a brief summary of how many people assist in the audit and why it costs shareholders so much? Was Kristen Stubbins part of her team? Could Voula also address the question of where the line is drawn in terms of auditing Macquarie Group and auditing the various funds within the empire?

Finally, could the audit committee chair comment on why we didn't put the audit to tender, and whether, in making that decision, we negotiated a lower fee during the major review that was promised at last year's AGM? Why did PwC get paid AUD 13 million less this year?

Glenn Stevens
Chair, Macquarie Group

Well, I'm not gonna go to the particular ins and outs of what the fees were. The fees were what they were for the work that was done and the amount of work that gets done on the audit and on some other assurance things that PwC does for Macquarie. That varies a little bit from year to year, and the fees are what they are. On the broader audit issue, as you know, we discussed this at last year's AGM, the comprehensive review of the audit, and we said we would make a decision after that was completed as to how to proceed. It was completed earlier in the year, and as is now publicly known, we decided that the audit would tender out every 10 years, beginning no later than 2026.

Our review, by the way, did not identify any problems with the performance of PwC as the auditor. On the contrary, their performance in that role has been exemplary, as my colleagues would attest. There are a number of elements to that question, but I think the main point is that we will tender out the audit every decade, starting in no later than 2026. We'll continue to do comprehensive reviews of the auditor every five years within those contracts, and we, of course, continue to annually review the auditor's performance, which is in line with audit quality guidance that ASIC has. As to the particular size of the fee and the details, I can't really go into that. I would say that Macquarie is a complex audit.

I think there are over 200 entities that get audited every year by the PwC team globally, and the team here, led by Voula, pull all that information together, and that gives us a lot of confidence in the audit process. I wonder, Alex, is there anything you'd like to add on costs and so on?

Alex Harvey
CFO, Macquarie Group

Thanks, Glenn. Yeah, just to add to the point you're making, obviously, it is a very complex audit. You know, we're a large multinational organization with operations in over 30 countries around the world, so you know, the audit process is very complex. In terms of setting the fees itself, obviously, you know, there's a very extensive process of discussion that goes as is the case in a lot of our organization, from the, I guess, the bottom up of the organization, working on exactly how much work is required for each of these entities in each of these countries. So it's a very robust process that we go through in order to settle the fees with PwC on an annual basis.

I think we feel very comfortable, as you said, Glenn, with the work that PwC do for the company. So I feel very comfortable with the way the fees are set. In terms of the you know the particulars from one year to the next, obviously, there are you know certain years where there's additional work required. In the case of you know the reference to 2023, there was a lot of work required from a regulatory viewpoint that wasn't necessary in the 2024 financial year, and that's reflected in the fee. Nothing else. Yeah.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Speaker 24

Chair, the next question is from Stev en Mayne. The question is: As was discussed at last year's AGM, Macquarie borrowed AUD 11.3 billion from the Reserve Bank through its COVID emergency term finance facility on a 3-year deal at a fixed rate of just 0.1%, which was repayable on June 30, 2024. Did we repay the lot on June 30? And where did we source alternative funding from? CFO Alex Harvey mentioned at the 2022 AGM that Macquarie had extended another AUD 37.5 billion in mortgage credits and AUD 2.5 billion in small to medium-sized business loans since the RBA loan was taken out in 2021. Is there any update on these figures, and have we had to call in some of the loans when the AUD 11.3 billion was fully repaid?

Also, how much money does Macquarie currently have on deposit with the RBA, and what rate, rate of interest is our central bank paying us?

Glenn Stevens
Chair, Macquarie Group

Well, Macquarie accessed the TFF on the same terms as all other banks did. Yes, it has been repaid. No, we didn't call in any loans to make that repayment. I don't have the number in my head as to how much is in the ESA at the RBA right now, but whatever is there will be getting the same terms as any other bank. Next question.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, we will now take a question from the floor from shareholder Susan Howes, ASA.

Glenn Stevens
Chair, Macquarie Group

Please-

Simone Kovacic
Company Secretary, Macquarie Group

Please stand to ask your question.

Sue Howes
Company Representative, Australian Shareholders’ Association

Hi. Good morning. My name is Susan Howes. I'm representing the Australian Shareholders' Association. This morning, I'm looking after, or I have proxies relating to 434 shareholders, totaling AUD 97.8 million. Mr. Chairman, you mentioned in your discussion with us that the ROE for FY 2024 was about as low as MQG would want to go. How does Macquarie manage ROE, given the diverse nature of its operations, and how does this flow through to the remuneration and the goals that are objectives that are set in the business?

Glenn Stevens
Chair, Macquarie Group

Well, as I said earlier, 10.8, that's down on what we typically seek to achieve and what we've been able to achieve over the longer run. I think Shemara showed a number earlier of 14% over, I think that was over 18 years. The five-year average is about 15. So mid-teens is what we have typically been able to achieve and what we're seeking without wanting to, you know, make that too hard and fast a target. There is a disciplined process of capital allocation, where a business has to earn its cost of capital and earn what's needed for the shareholders.

Not every business can do that exactly in every year, and we have to accept that, but over time, those businesses that earn a better risk-adjusted return will get more capital, and those with a poorer one will see a shrinkage in the resources available to them. The company's always operated that way. The remuneration structure is aligned to the performance. I think this is well known. It's a profit share system. When profits rise, the key people who help that happen share in that, and when profits go down, they share in it going down as well. There are some design features that smooth that out for the central control type people, and that is by design, and that's a regulatory requirement, actually. So the degree of variation they have, both up and down, is less.

But that, that's been a very effective remuneration system for the company over a long time and, thus far we've found that the overwhelming bulk of shareholders have supported it.

Sue Howes
Company Representative, Australian Shareholders’ Association

Thank you. One more question, if I may. Mr. Roche said earlier that the strong reputation of Macquarie is very important to it. There's recently been news about AGAT and Venture Egg, and I know financial planners are not the responsibility of Macquarie, but Macquarie's Wrap is being used in another scheme that seems to be shaping up to be an advice scandal. How does Macquarie look at managing its reputation in a situation like that?

Glenn Stevens
Chair, Macquarie Group

I'm not that familiar with those particular cases, to be honest, but the Wrap platform is a platform that enables customers to get access to products, many of which are not actually Macquarie products and not advised by us, in particular, to take on any particular product there. If there's a problem with the product that arises, typically we will cooperate with regulatory inquiries associated with that, remove access from the Wrap if that's what the appropriate thing is to do. I'm not really able to say that much more than that, but we do care about the reputation, and we try to act promptly when anything comes along that puts it at risk or puts, more importantly, our customers or our shareholders at risk.

Sue Howes
Company Representative, Australian Shareholders’ Association

Thank you.

Glenn Stevens
Chair, Macquarie Group

Can I have the next question, please?

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Jerome Nikolopoulos. Please stand to ask your question.

Speaker 13

Good morning, Chairman, and everyone. This is my first face-to-face annual general meeting, and it's great to be here, and thanks for organizing. Warren Buffett says shareholders are part owners of the company, and I'm happy that I have a small slice and be a part owner of this company. Chairman, I have two questions for our CEO, Shemara.

Shemara, I understand Macquarie was the first real infrastructure fund manager that existed, and we built this business. Also, 10-15 years ago, there were only 4-5 funds in the range of $5 billion-$10 billion in infrastructure asset management. However, today is different. Firms like Brookfield, KKR, and others are raising $20 billion-$30 billion in their infrastructure flagship funds. Everyone wants to have a slice of this big market, and I understand this is a market of several trillions. My question, Shemara, is: given the increased competition from other big players that I mentioned, how do you position Macquarie to compete with them, and what does Macquarie need to do to continue to add value to the shareholders so they can enjoy the similar kind of returns which the previous shareholders have enjoyed over the past?

My second question is: currently, our economic value is driven by our diversity in our franchises, such as asset management, banking and financial services, Macquarie Capital, and Commodities and Global Markets. Do you see any major structural changes in our franchise diversity in the coming 5-10 years to continue to drive our growth? Also, how do you see the growth of private credit and insurance in these franchises? Thank you.

Glenn Stevens
Chair, Macquarie Group

... That's you, first response.

Shemara Wikramanayake
CEO, Macquarie Group

Thanks. I'll maybe stand up and answer. Yeah, so to your first question about infrastructure asset management, we were one of the people involved here in Australia to begin that as a separate asset class for investors in their portfolios. And, you know, it happened here in Australia that one of our states had their credit rating go to junk, and we had a premier come in and decide to lift it to AAA again by taking assets off the public balance sheet and putting them across to private funding and regulating them. We also had compulsory superannuation coming in at the similar time, and so a lot of assets accruing in these super funds. And people at Macquarie, including our former CEO, Nicholas Moore, decided or saw that the logical owners of these utility-type, capital-protected, defensive income-producing assets were these pensions.

And so we started, together with others in Australia, establishing funds to buy and investing in and operate these assets, and went from the utilities to transportation assets, like roads, airports. Today, we invest in a lot of communications infrastructure, et cetera. Since that time, as you say, presence of competitors has grown a lot. We think that's a fantastic thing, 'cause it gives investors a lot more choice, and it keeps us on our toes, so we welcome that participation. Ultimately, we're in an early innings of a long, long journey. There is massive investment needed in infrastructure, both in developed countries, where the public purse is still funding a lot and private capital and expertise is needed, and in developing countries completely with population growth, urbanisation.

So we think we're in an early innings, and we welcome the participation of other deep expertise because it validates the sector more. I would say in the US, they only have a couple of percent allocation in the big pension funds now to infrastructure, whereas the Canadians are moving towards 15%-20%, and here, 10%-15%. We think it, it can play a bigger part in investors' portfolios, given their liability profiles, but also in communities and need for investment. So, we actually think it's something that has a long runway to grow, and that's related to your second question about our 4 operating businesses at the moment. I think I was saying early on that we're in 4 sectors that are also very structurally well-positioned for long-term growth.

So, for example, Greg's banking and financial services business, the digital banking offering we have, I think we've mentioned we have about 5% of the mortgage market here after, Greg, 10 years of, you know, committed growth. But actually, you know, the next smallest major has about 12%. So there's a long runway for Greg to keep doing that. In business banking, we're less than 1% of the market. Long runway to keep growing our wealth platform. There's more offering. That's in the banking and financial services. It's the same in the other three businesses, which are global. In Macquarie Asset Management, you just mentioned how small we are in infrastructure, which is our biggest differentiated area. We're growing into, you mentioned, private credit, real estate, agriculture, a lot of other real asset areas, as well as public investment, so a long runway there.

In our Commodities and Global Markets, even though it's a big player and, contributing massively to our earnings, our biggest group at the moment, I can't see where Simon is there, but, you know, we have a long runway, Simon. So we are big in North American gas and power. We've only been expanding into the European region the last sort of 5 years and have grown to be quite big there, 5-10 years. And Asia is still an area that has scope for us to grow, and that's just in one of the commodities. And also in financial markets, we're serving some countries, but there's a long runway for growth. And lastly, Macquarie Capital as well, we have a long runway for growth. North America is the biggest capital market there.

We've got a footprint in there, so we're quite large in the Australian market but continue to grow, but North America, Europe, Asia. So, ultimately, as Glenn has said as well, we grow from areas of deep expertise. We don't make top-down bets from the center, saying, "Tomorrow, we want to be in this sector of financial services." For example, private equity is a big investment area. We would never go and buy AUD 100 billion of private equity assets and start doing it. We would gradually grow in with a very patient-adjacent bet, led by our teams of experts on the ground. So if we're going to go into Latin America, it's teams that are in North America that go to Latin America, do small things, and grow from there.

In Asia, as we go into Asia, ASEAN is multiple different countries, you know, political backdrops, cultures, et cetera, languages, geographies. We let our teams on the ground take patient-adjacent bets. It's how we manage risk as well, but we're comfortable across all those worries. We have a long runway and deep expertise, so, hopefully, that answers the second question.

Speaker 13

Thank you.

Glenn Stevens
Chair, Macquarie Group

... Thanks, Jim. Can we have the next question?

Speaker 24

Chair, our next question comes from Morgan Pickett. Please stand to ask your question.

Morgan Pickett
Company Representative, Market Forces

Thank you. Thank you, Chair. I'm here as a proxy shareholder, but work at the organization Market Forces. On the 8th of July 2024, Empire Energy released an ASX announcement indicating that Macquarie Group has become a substantial holder of Empire Energy, holding 7.57% of Empire's outstanding shares. Empire plans to frack the Beetaloo Basin, a project that would release an estimated 1.1 billion tons of carbon dioxide equivalent emissions into the atmosphere over its lifetime. For reference, that's almost 2.5 times Australia's entire emissions in the year 2021. Traditional owners and local farmers have already voiced significant opposition to the Beetaloo project. Could you please explain why Macquarie has become a substantial holder of this company? Is Macquarie holding these shares directly?

Glenn Stevens
Chair, Macquarie Group

Macquarie's underlying shareholding is about 2.5%. In Empire Energy, that's a long-standing position that we've had. There is a temporarily higher holding that is being recorded, which I believe one of the businesses has acquired on behalf of a client. But our underlying holding that we expect to persist with is about 2.6%.

Morgan Pickett
Company Representative, Market Forces

Thank you.

Glenn Stevens
Chair, Macquarie Group

Next question.

Speaker 24

Chair, our next question is from Mr. Michael Sanderson. Please stand to ask your question.

Speaker 14

Good day, Board. I've got two topics I'd like to address. First one relates to renewables. Renewables was mentioned 41 times in the Macquarie annual report. On page 9, it states, "Global emissions still increasing despite the rapid increase of renewable capacity," and, "Recent experience highlights that fossil fuels, particularly natural gas, will be required for some time to come, even as the trend of renewables continues, and we are investing in renewables energy solutions at scale." Now, Germany has pursued the renewable unicorn for two decades. In 2023, Germany's carbon intensity was 400 grams, and it had to import 11.7 terawatt-hours of energy. In the same year, nuclear France carbon intensity was 53 grams, some 75% lower, and it exported 50.3 terawatt-hours of energy.

My question is: Should shareholders be concerned that renewable investments will become as stranded if the coalition's nuclear campaign is successful? Or by supporting the underperforming renewables, is it a cash cow that also supports gas investments?

Glenn Stevens
Chair, Macquarie Group

I don't think we're concerned that our renewable investments that Macquarie has made, both for our own balance sheet and in conjunction with our clients, we're not concerned that they're going to be stranded assets, which I think was the thrust of your question, if I understood it. The contractual arrangements and the power price offtake arrangements that are all in place for those are very well in place. They're very solid, so we continue to believe that the green investments, both in the funds and on balance sheet, will be to the advantage of shareholders. Most of those investments, of course, are around the world, so I'm not sure how the nuclear energy debate in Australia is gonna unfold, and we have no public comment on that.

But, I don't think whichever way that goes, that there's a material risk to Macquarie assets, either for the funds or to the shareholders.

Speaker 14

Just taking on Board that the primary purpose is to decrease the carbon footprint.

Glenn Stevens
Chair, Macquarie Group

Mm.

Speaker 14

I think we'd all agree that we've got one example of a country that's pursued renewables for two decades-

Glenn Stevens
Chair, Macquarie Group

Mm.

Speaker 14

-and their footprint has increased, their fossil fuel consumption has increased. Right next door, there is another country that built renewables that reduced the carbon footprint in a decade by, I think, 55%. This goes back to the '80s. Surely there has to be... There, there, there's something not right here.

Glenn Stevens
Chair, Macquarie Group

Well, I don't think we can comment on the relative policies of Germany versus France or other countries. That's not our business to do that. Our business is to seek and take opportunities where we can find them in your interests as shareholders to deploy our capital, and we still think that the energy transition we want to play a constructive role there, and we think that will be profitable for shareholders. On the energy policies of particular countries, you know, I don't think I can offer comments on that. I'm sorry.

Speaker 14

Okay, well, my second thing is on gas. Gas was mentioned 37 times in the annual report. On page 15, it states: "Through its investment in National Gas, MAM is supporting the safe, secure, and reliable transportation of gas across the UK and working with partners to future-proof the energy system," and this is a good one, this is really good. It is helping to create a next generation transmission system capable of transporting low carbon gases. Taking on Board your investment in North America, on the 19th of December, 2023, 170 scientists wrote to Joe Biden, stating, "Even in the best case scenario, LNG is at least 24% worse for climate than coal.

Increasing LNG exports will mean increased extraction of fossil fuels and climate pollution, and directs us away from renewable energy future." My questions are: in the light of the Biden letter, is it, is the deception, low carbon gases, misleading the market and is a disingenuous dog whistle? Macquarie support for renewables just again is to... Sorry, I'll start again. Is Macquarie support for renewables just a gas policy that also misleads the market? What influence does political policy support have with regard to investment in high carbon gas and shallow carbon-reducing renewables?

Glenn Stevens
Chair, Macquarie Group

Well, I don't think anything that we've said is misleading to the market. We have a very thorough and detailed process of checking that everything we say is able to be backed up by factual analysis. So, I don't think it is the case at all, that things that we've said have misled the market. As I said earlier, we do think that gas, natural gas is a very important part of the energy transition, and that will remain the case for quite some time to come. I don't have any particular comment on the letter from scientists, which is, I've, to be honest, not something I'm familiar with.

Speaker 14

I have a copy. I'll give it to you before I leave.

Glenn Stevens
Chair, Macquarie Group

Views about the carbon intensity of gas versus coal that I've heard are rather different to the one that I think you expressed. But in any event, our position is that gas has an important role to play in the energy transition. That will be the case for some time ahead and we think that that sits quite well alongside the renewable investment that we do ourselves and facilitate for others. And no, we haven't misled the market.

Speaker 14

Okay, we'll leave it at that. Thank you.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Roderick Anderson. Please stand to ask your question.

Speaker 15

Thank you, Mr. Chairman. My question is directed towards Rebecca McGrath. On the 23rd of October last year, Empire Energy announced that it had received a AUD 15.6 million research and development tax offset for expenses relating to the drilling and fracking of two shale gas wells in the Beetaloo Basin.

Glenn Stevens
Chair, Macquarie Group

Should I take this?

Speaker 15

Following finalization of their 2022 Australian tax return. They said that they would use the funds to repay all or part of their facility, a revolving credit facility with Macquarie Bank. Previous announcements from Empire Energy indicated that the anticipated receipt of this tax offset was written into the terms of the credit facility agreement with Macquarie Bank. So firstly, was the bank aware when it entered into this agreement that gas exploration and appraisal are excluded from being core activities able to claim these R&D tax offsets? Secondly, what due diligence was done in 2022, and is being done now, to ensure that the bank is not creating loan facilities that are contingent on gas explorers unlawfully claiming tax credits, that may subsequently be recovered from them by the ATO?

Glenn Stevens
Chair, Macquarie Group

I don't think it's reasonable to expect Rebecca to have the details of particular covenants and arrangements for a small facility for one particular client. I'm certainly not across those things. What I would say is that all the appropriate due diligence is done by any part of Macquarie that undertakes any facility or, for that matter, equity investment. As to the tax matters, I'm not in a position to speak about that in any detail. I'm not aware of the details of that. I don't know, Rebecca, if you are, but I think you could be forgiven for not being across that.

Rebecca McGrath
Non-Executive Director, Macquarie Group

No, I'm not.

Glenn Stevens
Chair, Macquarie Group

Sorry. Next question.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mrs. Susan Hamilton. The question is: Do you see AI having a significant impact on your business, particularly with regard to employing AI to replace some aspects of employee work and thereby reducing the workforce?

Glenn Stevens
Chair, Macquarie Group

... It's the question that every business in the world is asking themselves, how to deploy AI, and there's a lot of work going on in Macquarie on this, both from the point of view of trying to see how we can benefit from the advantages of it, and also to make sure that the risks that can accompany new technologies are adequately managed and thought through. So there's a lot of work going on. We have some guardrails in place that are designed to protect both our employees, our data, and our customers. So it's a work in progress. There's a lot of work happening, and there are some use cases currently in place. Probably Nicole and/or Greg might be best placed to talk a little bit about those. Thanks, Nicole.

Nicole Sorbara
COO, Macquarie Group

Thank you. We have many examples where we are using AI, and we have been using AI for a long time. What we've found is, it's either making our employees more productive, so providing them with insights. For example, our cyber team are using AI, and that can detect unusual behavior far more quickly. Within BFS, there are a number of use cases similar to the cyber team. Using it in BFS to detect fraud alerts or anti-money laundering alerts. But we're also using it, say, in the Commodities and Global Markets space, so we can make faster trading decisions as well. From a generative AI perspective, as Glenn said, we have been piloting use cases. We've put the guardrails in place.

We're now productionizing many cases of generative AI, and we're finding that it is, again, making our people more productive. Wouldn't say there are whole jobs that are going because of AI, but it's providing them with insights faster to market and allows us to have more scale.

Glenn Stevens
Chair, Macquarie Group

Thank you, Nicole. Next question.

Speaker 24

Chair, our next question is from Steven Mayne. The question is: Former Macquarie CEO Nicholas Moore has observed that keeping us safe reputationally was a key point Macquarie asked of their teams before supporting proposed investments. In light of this, do we have any regrets about getting involved in the U.K. water sector? We had a profitable 11-year involvement with Thames Water, which ended in 2017. Equity investors like QIC have now written their Thames Water stakes down to zero, as the new U.K. government is said to be contemplating nationalization of the business, which is currently saddled with $24 billion in debt amid an ongoing political and media pile-on.

Are we exposed to that $2.24 billion debt, and do we have any regrets about literally going back into the sewer in 2021, when we paid more than $2 billion for equity control of Southern Water and committed to invest $4 billion over four years improving its assets? Could Shemara comment on the broader U.K. water scene, how our reputation is being impacted, and whether we regret the Southern Water investment?

Glenn Stevens
Chair, Macquarie Group

Well, thank you, Steven, for that very lengthy and multiple-part question. Shemara, I'll invite you to respond.

Shemara Wikramanayake
CEO, Macquarie Group

Um-

Glenn Stevens
Chair, Macquarie Group

Initially, at least.

Shemara Wikramanayake
CEO, Macquarie Group

Sure, thanks, Glenn, and I think the question that, I'll stand up, Steven addressed to me is, what do we think about the UK water sector, and do we regret investing in Southern Water? Our teams who manage our European infrastructure funds are the ones that have more recently invested in Southern Water post-exiting Thames Water eight years ago. And I think their view is that, as I said, we rely on the deep expertise of our teams, that we do have something to bring to the water sector in the UK. So the UK government, you know, I think you mentioned the Keir Starmer government, have come into a situation where their debt is higher than the water sector's. You know, there's talk of the debt in Thames Water being 95%.

The UK debt to GDP is higher than that, and the water sector needs investment. It's a Victorian-era pipe system where water and sewage goes through the same pipe system, and that worked back in Victorian times. But with the huge amounts of excess storm water now washing through that system, with climate change and also, putting cement over a lot of grasslands and water not being absorbed, massive capital investment is needed to deliver solutions for UK water customers. And in our time owning Thames, I think we've talked about this many times before, we put in $11 billion of capital investment. It was treble what was getting invested in public ownership. We were able to bring the leakages down by over 40%. We were able to bring it to some of the best quality water in the UK.

I think there was a five times improvement there, and we also kept the rates at the lowest in the U.K. So I think our teams believe we can not only bring private capital, which is really needed to drive these solutions, but deep expertise to deliver for water users and the water sector in the U.K. And so we feel we have to step up there and deliver for the community using our expertise, but also for the investors in our funds. That's why we've invested in Southern Water. Southern Water is not having the problems Thames Water has. We haven't been an investor in Thames Water for eight years, so we can't really comment on what is driving all the issues there, because when we exited it, it was an investment-grade asset and delivering really good operational outcomes.

Southern Water today is meeting the requirements of the regulator. We're just about to go through the next regulatory reset period in April 2025, and we have been delivering on the commitments we made. We're well-funded, and we think we can bring value to the U.K. water sector. We've been involved in it for a very long time. Before Thames, we were in South East Water. We had a role looking at Mid Kent Water. So it's a sector where we think we have expertise, and so it's our duty to bring our capabilities, to create value for the community, and share that value with the investors in the fund and the shareholders. We think long-term, that's important to our reputation as well.

Where there are negative allegations about our reputation, then we have to work with the people directly involved, the customers in Southern Water, the regulators, the government, and to the extent we have to through the media as well, to address those. But ultimately, the biggest thing is doing a good job, and then talking about it, we agree, is important, but we're very committed to delivering.

Glenn Stevens
Chair, Macquarie Group

Thanks, Shem. Could we have the next question, please?

Speaker 24

Chair, our next question is from Mr. Peter Caloiero. The question is: In some banks, risk management staff are seen as a pain in the backside by staff. Does the risk management team have enough respect at Macquarie from all staff?

Glenn Stevens
Chair, Macquarie Group

The answer to that's absolutely. The risk management group are highly respected, even when occasionally they can be a pain. That is their job, actually, to occasionally say no or not yet or, manage the risks a bit better. So, we have no doubt at all that, the risk management group is held in high esteem, and they do a very good, rigorous job. The Board is completely comfortable with how that's working. Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mr. Steven Mayne.

Glenn Stevens
Chair, Macquarie Group

Oh.

Simone Kovacic
Company Secretary, Macquarie Group

Big Four competitor, ANZ, is currently in a world of pain over alleged federal bond market manipulation. Its CEO, Shayne Elliott, has today publicly apologized to the federal government's borrowing authority for the rorting. The ANZ Board has commissioned a major investigation, and multiple ANZ traders have been fired. When these sorts of scandals arise, competitor Boards usually ask management, "What exactly has ANZ done wrong, and is there any risk we could be accused of doing the same thing?" What is the answer to that question? Also, as a director of the New South Wales government's borrowing authority, TCorp, which is managing more than AUD 150 billion of liabilities and bonds for New South Wales taxpayers, does Glenn Stevens believe there may also have been manipulation of bond trading in state debt as well as federal debt?

Could this become a systemic issue between government borrowers and Australia's Big Five banks?

Glenn Stevens
Chair, Macquarie Group

Well, I have no comment on the ANZ matter. We're confident that, there's nothing of that nature that's happened inside Macquarie. The Board and the management always look at, risk events and culture events around, the market to ensure that our systems and our practices are always, where they should be. T Corp is not a matter for today's agenda, Steven, so I'm not gonna comment on that, and it's inappropriate to do so. Next question.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from the floor, from shareholder Mr. Craig Corfield. Please stand to ask your question.

Speaker 16

Good morning, Mr. Stevens. Just a side note, when you're reading Adele Ferguson's book, Banking Bad, you'll note I'll get a mention for the reform work that we do at AGMs and parliamentary inquiries. That's Bank Warriors and Bank Reform Now. The annual report to shareholders, I do not believe is timely or balanced. I want to select just three things. One, customer service, really empathizing, really listening to and understanding the customers, and taking appropriate action, not just dollar settlements. Is the Macquarie sort of style. More is needed in that respect. I know in our families, two long-standing cases with Macquarie, that the interest of the customers is really missing in action.

Two, ASIC's recent AUD 10 million fine, where Macquarie admitted to the Federal Court, "We failed to do all things necessary to ensure the financial services were provided efficiently, honestly and fairly." And three, APRA, under Wayne Byres' leadership, issued a AUD 500 million capital penalty for deficiencies in management and operational risk back in 2021. I raise this at each AGM, demonstrating Macquarie, Macquarie's inability to fix it. John Lonsdale said, "For one of the country's largest financial institutions to have committed breaches of this nature is unacceptable." And he said, "Alongside the enforcement actions, APRA will subject Macquarie Bank to intensified supervision to address the bank's persistent difficulties in complying with its prudential obligations." Two questions: One, why are the steps to repair the risk failures APRA identified not published like CBA did?

And two, add Thames Water sewage disaster to ASIC's Federal Court win and APRA's AUD 500 million dollar overlay, why is it taking so long to repair these risk failures?

Glenn Stevens
Chair, Macquarie Group

Well, the APRA matters are, as you said, from some years ago. There is an extensive work program that's been underway for several years now to remedy that. That is overseen by APRA, and the work that's done there is also assured by PwC. That work is very well advanced, so it's not as though nothing's happened. It's not yet complete, and some aspects of it will be a couple more years before they are. But many aspects of it have been completed and are in the stage of being embedded.... As for when the AUD 500 million penalty might be removed, that's a matter for APRA, obviously, and we can't comment on that. I would observe that the tendency has been for other banks that have had similar types of penalties, that it takes some years.

I think it's a safe assumption that that will be the case for Macquarie. On the other matters you mentioned, yes, there have been some failings in some areas in the past. What we've done about those is firstly, try to fix them. Secondly, acknowledge them with the regulator, and take our penalties as they see fit and do better in the future. I don't think there's anything I could say beyond that today. On the Thames Water matter, I think Shemara's already covered that, but our view is that the period of Macquarie ownership through the funds and management was a success for that organization. As for what's happened in the ensuing seven years, we're not in control of that.

It's regrettable, and it's unfortunate that our name is dragged through the mud by some people, but the history of that ownership, and management when we had it, was actually a very good one, and we stand by that. Your second question?

Speaker 16

Well, that was the two questions, but you didn't actually address my first one, which was: why are the steps to repair the risks APRA identified not published as CBA published? We could track CBA along the way. I think CBA had 11 quarterly reports-

Glenn Stevens
Chair, Macquarie Group

Well-

Speaker 16

And I could see what APRA was saying, what CBA was up to speed on, what they were failing on. We, we don't have that transparency, and that's a word you use in your annual report.

Glenn Stevens
Chair, Macquarie Group

Well, I think the CBA case is a little bit different. The CBA actually did have an external body come in and review their risk culture. In fact, my colleague, Jillian, was part of that, so that whole process was a much more public one. What we're doing is working on a couple of very major work streams, which have well in excess of 100 milestones, most of which have already been achieved. To remedy this, we don't think it's sensible or useful to do all that in the public domain. We do work with APRA in a very constructive way, and we will endeavor to get those work streams finished in a very timely fashion and move on. I can't give you any more than that.

Speaker 16

You say the CBA report was different, but actually you had your own APRA report into your own governance failings, and you decided not to publish it, as well as this one not being published. I really think it's a lack of transparency.

Glenn Stevens
Chair, Macquarie Group

Well, I-

Speaker 16

If you're there to... We all know things go wrong. I'm not saying things don't go wrong, but if something goes wrong and it's a regulator, and it's affecting hundreds of thousands or millions of Australians, and the federal court said, "You're not efficient, you're not honest, you're not fair," and you admitted it, really just bring some transparency on to say, "This is what's coming up-

Glenn Stevens
Chair, Macquarie Group

Uh-

Speaker 16

“And this is what we will face into.” I'm not happy with the no transparency.

Glenn Stevens
Chair, Macquarie Group

Well, I do not agree that there's no transparency, but we're gonna have to agree to disagree on that one, I think.

Speaker 16

Thank you.

Glenn Stevens
Chair, Macquarie Group

Next question, please.

Speaker 24

Chair, our next question is from Fakhri Holdings Pty Ltd. Please stand to ask your question.

Speaker 23

Good afternoon, Chairman and the Board. I've been a customer and a shareholder of Macquarie for over 35 years. Even though this is the first time I'm attending a face-to-face meeting in 15 years because I live in Melbourne now. And, I'm sure the Board is a very competent and intelligent group of people, and I have a very strong moral question for you all: What do I tell my grandson when he asks me that, "In your lifetime, a genocide happened in Gaza, and what did you do?

Glenn Stevens
Chair, Macquarie Group

Well, I'm not in a position to make a comment on the Gaza-Israel conflict, sir. It's a very, very complex and difficult situation, but it's not a thing that Macquarie intends to take a public position on. I don't think it would be appropriate for us. We all have our own personal views, but we don't propose to have a company statement on the matter.

Speaker 23

By the way, we have many investor groups, which I'm part of. I was also awarded the UN Peace Prize, and I also got the Australia Day Award, and I still belong to a lot of interfaith networks. We talk in all these groups, and we are scratching our head, how do we answer this greatest moral question in our lifetime? How to stop the genocide in Gaza? And Macquarie is a very powerful organization. In some discussions we have, they say Macquarie is probably more powerful than the Australian government, and I'm sure you can do something.

Glenn Stevens
Chair, Macquarie Group

Well, I don't think we're more powerful than the Australian government. Statements of, statements of foreign policy for the country, that is actually their job, not ours. I'm sorry.

Speaker 23

Okay, thank you.

Glenn Stevens
Chair, Macquarie Group

Next question, please.

Speaker 24

Chair, our next question is from Kyle Robertson. Please stand to ask your question.

Speaker 17

Good afternoon, Board, Chair. My question relates to Macquarie's net zero commitments and expectations for its banking clients in the oil and gas sector. So as a member of the Net Zero Banking Alliance, Macquarie has committed to transition its lending and investment portfolios to align with a 1.5-degree warming pathway. This commitment has driven many NZBA, NZBA banks around the world, including the Big Four Australian banks, to put in place policies that require their upstream oil and gas clients to have credible, Paris-aligned climate transition plans as a condition for new or renewed lending. These policies are time-bound, with transition plans required from October 2025. To varying degrees, the Big Four Australian banks have disclosed how they will assess their clients' transition plans for alignment with Paris, including what criteria will be included in the assessment process.

Unlike the Big Four banks, Macquarie has only disclosed that it considers the existence and reasonableness of a client's decarbonization plan when deciding whether or not to finance an oil and gas company. There's no detail on how Macquarie or what criteria Macquarie uses to conduct those assessments, or which best practice international transition plan frameworks have been leveraged to inform those assessments. There's no detail on what Macquarie considers to be reasonable, no detail on whether such plans have to be consistent with global climate goals, and finally, no time-bound requirement for those clients to produce those transition plans as a condition for new or renewed financing. Now, some of Macquarie's oil and gas clients allocated hundreds of millions of AUD to continue to explore for new oil and gas resources in the past three years.

An analysis by German research and advocacy institute, Urgewald, concluded that the expansion plans of many of Macquarie's oil and gas clients will significantly overshoot the 1.5-degree warming limit. So considering the importance of ensuring individual clients are aligned with Macquarie's climate commitments, why hasn't Macquarie disclosed a policy framework for assessing its oil and gas clients' transition plans?

Glenn Stevens
Chair, Macquarie Group

Well, we have disclosed quite a bit about our own plans, and we work with our clients, as much as we can to help them in their efforts to decarbonize their businesses. And as I said earlier, we do think that, natural gas in particular is an important part of the transition path for the world. I'm not sure what more I can say to you other than that. There is—we do work in detail with our customers. Whether we can do more to disclose the way we evaluate that, we will take that on notice and see what can be done.

Speaker 17

Does Macquarie think it's important that its oil and gas clients are aligned with a 1.5 degree pathway so that it can align its lending portfolio with its net zero commitments?

Glenn Stevens
Chair, Macquarie Group

We think it's important our clients have their own path to a net zero world by 2050, yes.

Speaker 17

Is this a policy that Macquarie will consider disclosing more detail on in the future?

Glenn Stevens
Chair, Macquarie Group

We'll consider what further disclosure might be helpful.

Speaker 17

Thank you.

Glenn Stevens
Chair, Macquarie Group

Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mr. Steven Mayne. The question is: The disgraced CFMEU is going into administration. It had a monopoly union coverage over our new head office, which was delivered by Lendlease. The chair noted today that this building was one of Macquarie's largest balance sheet infrastructure undertakings to date. How much in Macquarie shareholder funds did we originally anticipate spending, and what was the final figure? Did we pay 30% more due to the CFMEU work practices, as former ACCC chair Rod Sims estimated last week? And are we confident organized crime figures were not able to work on the job? Given the work-from-home phenomenon that emerged during COVID, how many employees are we expecting to occupy the building, and are we looking to sublease any space?

Finally, could PwC auditor, Voula Papageorgiou, comment on whether the carrying value of this enormous investment was tested as at March 31, or whether that will only happen in the upcoming September 30 half-year audit, given that the building has only just reached final completion?

Glenn Stevens
Chair, Macquarie Group

Well, there's about six questions there, Steven, so you offer me the opportunity to pick which two to answer. But, I might ask Nicole, I think, to talk about the project, the management of it, the risk assessment, the costings, to the extent we can. Please, if you would. Thank you.

Nicole Sorbara
COO, Macquarie Group

Thank you. Our role in the project, we were an active client, and the principal contractor is Lendlease, with strong, robust, governance, as you would expect from us. Lendlease contracted with all the contractors. Lendlease had all the dealings with the unions. Our role was to ensure that there was robust governance from a spend and a quality, and an execution perspective. The job has come in on time and on budget. We had an independent QS go through all of the spend over the last six years, so all of that was a very robust process.

The building was always designed for Macquarie to occupy the vast majority, but we will have some, tenants come in and occupy some of the top part of the building, but we are occupying, the majority of the building. As Glenn mentioned earlier on, next week, we're opening the building to our staff. We have, a gradual transition. We will have over 9,000 people moving into, this precinct, and it is the first time in 25 years that we've had all of our staff, together in, in one building in Sydney.

Glenn Stevens
Chair, Macquarie Group

...On the testing, for the audit year, it was, it was very seriously tested, as PwC always does. I don't know if you want to add any comment, Voula? Okay, if you'd take the microphone. Thank you.

Voula Papageorgiou
Auditor, PwC

Thank you for your question, Mr. Mayne, and good afternoon, shareholders. Just to reiterate what the chairman just said, the various components of this project were absolutely subject to audit, for the 31 March 2024 year-end, and we're satisfied that they were all appropriately presented in accordance with the accounting standards in the financial report.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, we will now take a question from the floor. Constantin Investments Proprietary Limited, please stand to ask your question.

Speaker 22

Thank you, Mr. Chair. Both my questions relate to the future, which given 2024 and 2025, might be a good thing. If we were to meet here again in three years, 2027, what would need to have happened during that time for you to feel happy about Macquarie's progress? That's question one.

Glenn Stevens
Chair, Macquarie Group

I think if we come back in three years and the company has continued to earn a good risk-adjusted return for shareholders, which would involve us growing the profits somewhat from here. If we could feel that our businesses are well-positioned for the future at that time, looking forward, and that we had strong governance and risk management in place, I'd, I think I would myself be well-pleased. Thank you.

Shemara, would you like to respond?

Shemara Wikramanayake
CEO, Macquarie Group

No, I completely endorse that. Thanks.

Speaker 22

Thank you. My next question is, possibly more to Shemara. Given the uniqueness and the complexity of the Macquarie model, and there's no presumption in this question, by the way, what personal traits are required for the job of CEO, and what will you look for in a successor?

Shemara Wikramanayake
CEO, Macquarie Group

I'm gonna comment.

Glenn Stevens
Chair, Macquarie Group

It was addressed to you.

Shemara Wikramanayake
CEO, Macquarie Group

All right.

Glenn Stevens
Chair, Macquarie Group

Be like Shemara, is the answer.

Shemara Wikramanayake
CEO, Macquarie Group

Well, not necessarily, because I think what I'd say is, over our time, we've had a handful of different CEOs, and we're all very different to each other. So, I mean, if I can comment, my predecessor, Nicholas Moore, was a brilliant lateral thinker, and I'm very structured and analytic. Allan Moss was very good at empowering people, and he took us offshore. Tony Berg, before him, was a really tight risk manager. So I think you can have all sorts of different traits and be CEO. The main thing is to complement yourself with a leadership team that are different to you, and so you get diversity and cover a whole lot of different perspectives amongst you. So I like people that are more out-of-the-box, lateral thinkers, and challenge me.

Our team basically are the ones who lead the organization, not just one person. So I think there's scope for all sorts of different people to lead the organization. And, you know, the Board goes through succession very rigorously, not just for my role, but all the senior ones, and will probably attest that we have a diversity of people that could play the role, and whoever succeeds me will look as well to complement themselves with people who will challenge them, hold them accountable, and bring a better overall leadership to Macquarie. So that's my two cents, Glenn. I don't know if the same thing as you.

Speaker 22

Thank you.

Glenn Stevens
Chair, Macquarie Group

Typically modest. Next question, please.

Speaker 24

Chair, our next question is from Mr. Michael Sanderson. Please stand to ask your question.

Speaker 14

G'day again. Is that on? It is. Nothing to do with gas or renewables. This one's about private debt. I'll use the Australian example as the context, but it relates to the global economy as such. I'm concerned about the medium-term security for shareholder capital and income. Renowned economist, Dr. Stephen Keen, stated, "The Great Depression wasn't just about government policy. It was also a result of massive private debt, private sector debt." Public, this is in Australia, public sector federal government debt is approximately 36% of GDP. The public is told that if this is not controlled, it will cause Armageddon. On the other hand, private debt is approximately 180% of GDP. This is rarely discussed. Is Dr. Keen correct?

Is the massive, contemporary private debt a risk to Macquarie Bank shareholder capital and income, as well as the wider economy?

Glenn Stevens
Chair, Macquarie Group

Well, I think it depends on who owes the debt to who, and what the debt was borrowed for. This was often, I think, something lacking in the debate about public debt. It mattered what you borrowed the money for. To build the Sydney Harbour Bridge, that's a good idea. To borrow to pay the pensions, not such a great idea. So it depends on the nature of the debt and its purpose. We're very confident in the obligations that people have to Macquarie on our balance sheet. We're confident in our risk management process, that that's very rigorous.

There will always be some loans that go bad, but we believe that the process that we go through to manage our risks is very good, very strong, and I think the shareholders can be confident that the returns that are on offer for the risk they're taking are very much worth it.

Speaker 14

... from a macro perspective, I'm talking global here.

Glenn Stevens
Chair, Macquarie Group

Well, no one knows what will happen to the global economy. And, you know, we've all lived through... I certainly lived through in my previous role the global financial crisis, which was, in many respects, an event to do with too much leverage and too much confidence. So one has to be careful, but we have that very much in mind in everything we do. And should there be some kind of global event of that sort of nature, where do you want to be? Well, you want to have a strong balance sheet, plenty of capital, plenty of liquidity. Well, we have that.

Speaker 14

My second thing is relates to rotating doors and golden elevators. In 2012, Australia was number 7 on the Corruption Perceptions Index, but has slipped to number 15 by 2021. We've seen politicians, staffers, senior public servants move to the sectors of mining, energy, defense, property, gambling, finance. We've also seen the PwC and EY institutional scandals, to mention just two. A very small sample of the elevator passengers are Cameron Milner, ALP secretary, went over to the Indian firm, Adani. Andrew Robb, very apt name, that one, LNP, Chinese Landbridge, Martin Ferguson-

Glenn Stevens
Chair, Macquarie Group

Can you get to your question?

Speaker 14

Um, well...

Glenn Stevens
Chair, Macquarie Group

What's the question exactly?

Speaker 14

The question is, can yourself and Mr. Byres explain what unique advantages do they bring, do you bring, to the bank, and why you made such a move?

Glenn Stevens
Chair, Macquarie Group

Well, in my case, and I think this would be true for Wayne as well, I had 36 years in the Reserve Bank.

Speaker 14

Mm.

Glenn Stevens
Chair, Macquarie Group

I came to the end of my term. You're gonna go.

Speaker 14

Mm.

Glenn Stevens
Chair, Macquarie Group

That's it. You walk out the door, and I felt that it would be interesting to try my hand in the private sector. I thought I could make a contribution. I was interested in learning new things, and so when I was approached for this Board by Peter Warne, I said yes. The skills that I bring, I talked about before. Shareholders can make their own minds up as to whether they're adequate, but that's my story.

Speaker 14

Mm.

Glenn Stevens
Chair, Macquarie Group

I don't think, to be honest, if there's any implication that this is a golden elevator or something, and well, I would reject that implication.

Speaker 14

It wasn't, the question wasn't pointed at you, per se. It was pointed at the number-

Glenn Stevens
Chair, Macquarie Group

You asked me.

Speaker 14

... of people that, yeah. Yeah, well, you, you didn't let me finish the question either. The number of people that move from the public sector to the private sector and the other way.

Glenn Stevens
Chair, Macquarie Group

Mm.

Speaker 14

You know, you look at the AFCA, for instance. It was approved by an ex-NAB banker. You know, it's that organization is an abomination. You know, it's yeah, it's... You know, you look at Helen Coonan. You know, she's-

Glenn Stevens
Chair, Macquarie Group

So, but again-

Speaker 14

Yeah

Glenn Stevens
Chair, Macquarie Group

... specifically, the question is?

Speaker 14

Well, the question is, is taking on Board, Australia's slipped in the Corruption Perceptions Index by, what is it? 8 points, 9 points.

Glenn Stevens
Chair, Macquarie Group

Well-

Speaker 14

Is there something going on? Is there an issue?

Glenn Stevens
Chair, Macquarie Group

I think that's a bit of a long bow, to be honest.

Speaker 14

Mm.

Glenn Stevens
Chair, Macquarie Group

I don't think that... Let me just say this: I think the ability for people to go from public to private or the other way, or indeed in both directions.

Speaker 14

Mm

Glenn Stevens
Chair, Macquarie Group

... on balance, I would say that's a good thing because it brings broader experience and skills to each side. You'll probably say I would say that, wouldn't I? But I do think that's the case, and it's quite common, and it's more, perhaps more common in other jurisdictions than it is in Australia. I think it's a long bow to suggest that somehow that's linked to a perception in some index that our relative corruption score has, as a country, gone backwards. I think that's a long bow. Sorry.

Speaker 14

Okay, we'll leave it at that. Thank you very much.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question?

Speaker 24

Chair, our next question is from Mr. Christopher Schott. Please stand to ask your question.

Glenn Stevens
Chair, Macquarie Group

Mr Schott.

Speaker 18

Thank you, Mr. Chairman. First of all, I just want to point out that my good friend, Steven Mayne, had five questions answered, and I've come from Adelaide at my expense to be at this AGM, and this is my first question. I don't know what he's done to curry favor, knowing Steven, to get five questions. He's a good mate of mine in many ways, but I just wonder if the system could be a bit fairer in the future, that everyone can ask one question before someone gets the second, third, fourth, or fifth. Right.

Glenn Stevens
Chair, Macquarie Group

Well, I'll consider that, idea.

Speaker 18

Right. My question in three areas, it's actually three, but as I'm waited a long time, I'll put the three. One is to do with the water issue in New South... In, in United Kingdom. The second is about the buyback process, and the third is about the ongoing investigation by the German authorities in the tax rorting that way back 15, 16 years ago. Let me go to the first one, the water. I was in England in early June, in the middle of the election campaign. I got to say, what was one of the three or four issues?... that everyone talked about to get rid of the Conservative government, it was the water issue about sewerage being dumped into the rivers, all over England from the water companies.

Now, you have said we got out of Thames several eight years ago, but now we're back into Southern Water. Just want to bring your attention to you, Mr. Chairman, and the staff, particularly in England. They ought to have a look at the electoral map of what happened 3 weeks ago in England. In where the area of Southern Water is, which is the counties of Kent, of Sussex, of Hampshire, et cetera. For 200 years, they always voted Conservative. Absolutely safe seats. They got wiped by Labour, but in particular, by the Liberal Democrats led by Ed Davey, I think his name is, and he campaigned on one big issue: water pollution by the privatized water companies.

You may have helped elect a Labour government or destroy an elected Conservative government by the issue of water, but you're looking at reputational damage. I was in a taxi, got into a discussion with a taxi driver in London while I was there. Election came up, and guess what? One of the two things he said, "We've got to get rid of the government," is the pollution in the water. We can't get clean water. I didn't bother to tell him I was a shareholder in Macquarie, 'cause I thought he might have dumped me in the Thames as punishment. So I just want to say, the reputational damage to this company of being involved, first in Thames, and now we're still in Southern Water, in an area that electorally responded in a way that's cataclysmic in political terms.

I want to know what... I think the answer should be get out of water. Tuesday of this week, the new British government, first piece of legislation into the House of Commons, was legislation to investigate and take over and look at pre- of going back to nationalizing, to use that word, of the water system of Great Britain. Because they have said it's gonna need $several billion to repair it all, and all we've done is put money in, which we want a return on as shareholders. I think it's a poisoned chalice, which we ought to just get out of to save our reputation. The second question is about the buyback. I noticed you said today, AUD 900 million of the AUD 2 billion you put aside to buy shares.

I see that on the figures I got last week, about 4 or 5 or 6 million shares, I think. Less than 5% of the total shareholding has been sold. At such a small number of shares, means that a large, large percentage of shareholders haven't taken it up. I want to suggest this AUD 900 million, as a small shareholder, I don't want to sell my shares. I want a dividend. Why couldn't you use the AUD 600 million as a special dividend to all of us as a one-off, and increasing the dividend by about nearly a half for what we got? I think these buybacks are a device for the big institutional investors to make something at the expense of the retail, small shareholders, like most of us in this room.

And I have not seen a justification yet that justifies spending AUD 900 million. And the question is, name not just the number of shares, how many of those are actually individual companies or shareholders? And I bet you it is a handful have taken the opportunity to take up the buyback for whatever purpose. Whereas we could have had a one-off increase in the dividend of that AUD 2 billion being spent. On that question of buyback, you've, it's two, you've now got the remuneration reports being voted on. I trust no one gets a r- in the senior executive in the remuneration report. You exclude any increase in the share price by the buyback, is then given as a bonus to the executive of the company.

It is the easiest thing to do to make yourself look a higher price to get a bonus, is to have a buyback and reduce the number of shares, and the share price presumably goes up. It's gone up, what? In the last three or four weeks, it's gone up, AUD 20-odd. I see today it dropped AUD 7 or AUD 8 a share since we've gave our report, quarterly report. That's up and down. But I just want to say, it would be outrageous if the senior executives of this company get a bonus based on the share price going up because of the buyback. I want them to get a bonus-

Glenn Stevens
Chair, Macquarie Group

Well, let's be clear, they don't. They don't.

Speaker 18

Thank you for that. That's very good to hear.

Glenn Stevens
Chair, Macquarie Group

They get, they get a share of the profits-

Speaker 18

Yes, okay.

Glenn Stevens
Chair, Macquarie Group

that the company earns.

Speaker 18

Okay. Okay, that's very good to hear. My final question, which I will take as I've waited so long: You've said before, Mr. Chairman, about the German tax scandal, which goes way back before your time, late 2000s, I think 2008, 2009 or 2010. You've said last year, you're not gonna make a comment because it's a legal investigation. You did say some people who are still with the bank are open to discussion with those German tax authorities. I wondered if any of those who are still employed by the bank, who are being interviewed by the German tax authorities, or appropriate, have they informed you as chairman, who they are, and those inquiries are still continuing?

As well, in view of the fact that some of our customers may have lost a lot of money when the German government clamped down on that loophole, so-called, are any of them taking legal action against the bank for giving them this advice, which turned out bad? On two, are any of them creating a class action to get their money back, which would have run into several billions of dollars? Thank you for taking my three questions.

Glenn Stevens
Chair, Macquarie Group

I'm not aware of any claims against Macquarie on those matters. I'd have to take advice on that, but to my- I, I'm not aware of any. The individuals named, well, yes, we know who they are. There's more than 100 current and many former-

Speaker 18

That current-

Glenn Stevens
Chair, Macquarie Group

Staff who have been named as of interest by the prosecutor. We can't... There's nothing new to say. These cases are proceeding, but at a very slow pace. There's no, literally no material news to give you. We do review the provision that's in the accounts, we review that every six months. And that provision's made on the basis of what's a reasonable expectation, what's the probability? And we, we try to ensure that that number is, is well-based, so we do that every six months. Other than that, there's just nothing I really have that I can-

Speaker 18

Okay

Glenn Stevens
Chair, Macquarie Group

... I can offer on it.

Speaker 18

The main question is, you know who the 100 are?

Glenn Stevens
Chair, Macquarie Group

Yeah, yeah.

Speaker 18

Who have been, et cetera. That was what-

Glenn Stevens
Chair, Macquarie Group

We've known that, from the beginning.

Speaker 18

Yeah. Dot. Okay.

Glenn Stevens
Chair, Macquarie Group

Yep.

Speaker 18

On the thing about the buyback, could you-

Glenn Stevens
Chair, Macquarie Group

The buyback,

Speaker 18

You've answered the one question.

Glenn Stevens
Chair, Macquarie Group

Why not a dividend of there's gonna be a tax aspect, I suspect, Alex, but you're better placed to answer why not a-

Alex Harvey
CFO, Macquarie Group

Yeah, thanks, Glenn. I mean, obviously, we, when we think about the capital position of the group, we've got a few things in mind. Firstly, we accumulate additional capital, as we said, at the time of the buyback announcement, because of the exceptional results the group had through, particularly through 2022 and 2023. And Glenn and Shemara have both spoken about the performance, particularly in the energy markets, part of that business, and also the disposals we saw in the green energy part of the business, so that generated excess capital. And as we came through the year, we looked at the use of capital by the groups.

Obviously, one of the things we're trying to do is support the growth of capital usage by the businesses, and we've seen the businesses find opportunity to invest over the last 12 months, so some of the capital's gone there. But having looked at the plans, going forward, we felt that we were still sitting on excess capital. We thought about the various ways to return that, and obviously, one of the things we did through 2024 is that, you know, the Board resolved to pay dividends at the top of the dividend payout range. So, you know, we obviously, to the point you're making, we, you know, the Board resolved to pay out at a ratio of 70%, which was a high payout ratio by historical standards.

Certainly, the highest sort of payout ratio we've had for the last 5 or 6 years. I think that reflects the fact that, you know, the Board were conscious of rewarding shareholders in terms of the dividends. So having paid out at the top of the range, it then made sense, given that we were still sitting on excess capital, to pursue the buyback. The buyback is a relatively small amount. You know, we're obviously happy with the progress we've made. We've bought AUD 908 million worth of shares back so far. Obviously, we only buy back through windows, and so, you know, when we're announcing results, for example, we're not in the market buying back. Where we have the dividend reinvestment plan, we're not in the market buying back.

When we think about the MEREP pricing period, we're not buying back, so we're excluded from buying back at certain periods of time. But we're happy with the progress that's been made. The Board, you know, we obviously announced up to AUD 2 billion, and we think the buyback gives us the best flexibility to not only return shareholder capital, where people feel like they want to participate in the buyback, but also gives us the opportunity where the groups see further opportunity for investment of the capital in the business, that we can stop the buyback and actually have that capital available for the businesses to use.

Speaker 18

How many shares is the AUD 900 million actually bought out of the nearly over 400 million shares we have overall on issue?

Alex Harvey
CFO, Macquarie Group

We've actually disclosed that amount. We've obviously a relatively small portion of it-

Speaker 18

Yeah

Alex Harvey
CFO, Macquarie Group

... 'cause if you think about the capital base, it's, you know, the market capitalization of the business is AUD 80-odd billion, and we bought back AUD 900 million, so it's a relatively small portion of the-

Speaker 18

Yeah, and could you actually list, find out that overwhelmingly, the buyback were not to small shareholders like us, but overwhelmingly were institutional big investors. So they are the ones who've really got the money, et cetera, whereas the small shareholder, we didn't take it up because we want to be shareholders and get the dividend. Well, that-

Glenn Stevens
Chair, Macquarie Group

Well, that's, that's your prerogative. You could have sold or not. That's entirely your prerogative, and that's as it should be.

Speaker 18

But do you know, why don't most short, small shareholders overwhelmingly don't take it up? Why?

Glenn Stevens
Chair, Macquarie Group

Well-

Alex Harvey
CFO, Macquarie Group

Well, it's obviously-

Glenn Stevens
Chair, Macquarie Group

There'd be a bunch of reasons.

Speaker 18

The main one is they want the dividend.

Glenn Stevens
Chair, Macquarie Group

The main reasons is there are people in the room.

Speaker 18

Anyway, finally on that, on the water one, if the new government of Great Britain, and there's a lot of pressure now to, say, renationalize, buy back-

Glenn Stevens
Chair, Macquarie Group

Yeah

Speaker 18

... or take control, will you cooperate with the government if they make that decision? You'd obviously want some compensation to for the asset they're taking over in Southern Water. But that's you absolutely accept they have a mandate to fix the problem that is existing in the water delivery of the United Kingdom.

Glenn Stevens
Chair, Macquarie Group

Well, the political process is what it is. The election result was what it was. If the government there has that policy, then and if we're subject to that, then we are, and we would be, in your hypothetical example, making sure to the extent we could, that shareholders are adequately compensated.

Speaker 18

Of course, and I think in long term, it'll be good to get out.

Glenn Stevens
Chair, Macquarie Group

Well, view noted. Thank you. Next question?

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mr. Spiro Arkoudis. Please stand to ask your question.

Speaker 19

... Good afternoon, Mr. Chairman. Good afternoon, Board. Thank you for your opening address earlier. Excellent. I'd also like to thank the Board for engaging with your shareholders earlier on the break. That was excellent, and a good example to other banks around Australia. Thank you to Philip Coffey, who made me feel very welcome, and also to Mr. Glenn Stevens, so thank you for that. I've been listening to all of these questions online and also here in the auditorium, and we've got to remember that we are a business. Macquarie is a business, multi-staggering, multi-stage business, globally and Australia. We obviously must operate with integrity. Integrity is our greatest commodity. We right now have AUD 500 million sitting on ice with APRA.

I'd like to see that being reinvested so that our share prices can go past the AUD 201.25, up to AUD 220, AUD 250+. That is something that, as shareholders, we're looking forward to. But part of that whole process in this journey is customer service. Customer service is, by far, your greatest commodity, and advertising, and also by the customer themselves promoting Macquarie without you having to spend tens of millions of dollars

on advertising. And I ask Shemara if you would put a group together to fix the long-standing cases that Macquarie has with customers, so that we can have our branding back to where it should be. Right now, we're. You know, you're in your offices. You're not on the floor like we are, listening to what people are saying about Macquarie.

We also are reading in the papers and the internet what's going on overseas. So we've had a bit of a snippet today, whether it's Thames Water or Southern Water, where it was debt-laden and offloaded. Okay, we might not have all the facts, but ultimately, as shareholders, we want to see the share price increase. But that can only happen with good customer service, and can only happen with integrity in every deal that we do. So I'm coming back to you, Mr. Chairman. All of these issues that we've got globally, how long do we put a time limit on those things to get them fixed, and also to be able to get forward, moving, movement and momentum forward with our business as Macquarie Group?

Glenn Stevens
Chair, Macquarie Group

Well, it's hard to say, as I said earlier, on the 500 capital penalty. That's in APRA's hands. What can we do to speed that up? We can do the remediation to their satisfaction, and we are paddling very hard to do that. And we're making very good progress. Ultimately, the decision as to when that might lift is in their hands. In other things which are historical matters that come to light, we deal with those as expeditiously as we can, and in cooperation with regulators, and reform our practices, and commit to do better. I can't say any more than that.

Speaker 19

Shemara, do you have anything more to add to that, please? Sorry, sorry to interrupt you there. Sorry.

Shemara Wikramanayake
CEO, Macquarie Group

No, it's all right. So this meeting is for shareholders to ask questions. But, integrity, as you know, is one of our three principles of operation: opportunity, accountability, integrity. So we take that very seriously, and where we have done things wrong, we try to listen, and learn, and address them, and respond. Where, where sometimes we're misrepresented, we have teams as well that try to work with the channels where that's happening and get the right facts out. So we do both of those things, both to act with integrity, but also be seen to act with integrity.

Glenn Stevens
Chair, Macquarie Group

I think I'd add that we do, we do get, at the Board, a lot of information from the various teams on, customer satisfaction, metrics, complaints, how much time it takes for a complaint to be dealt with and resolved, and so on. We do drill down into those things, and not everything is perfect, but I think there's been quite a bit of progress, actually, on those things over recent years. Obviously, more work to do.

Speaker 19

Well, thank you, Mr. Chairman. Thank you, Shemara. Appreciate it.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Miss Olivia Corfield. Please stand to ask your question.

Speaker 20

Good afternoon. There was an earlier question that touched on the opportunities of artificial intelligence, and I believe it was discussed that it can provide opportunities to reduce external risks, like cyber threats and money laundering. My question is more focused on internal risk, and in turn, reputational damage and financial damage that the bank may suffer. How does Macquarie and PwC, in its auditing process, use AI to reduce risk internally, to identify instances where Macquarie employees might have engaged in breaches of internal policies, law, or regulations, or been negligent in their roles? For example, in identifying discrepancies in loan application files for customers.

Glenn Stevens
Chair, Macquarie Group

Well, there are very rigorous processes already on all of those things, even before we get to AI. But there is work underway to utilize artificial intelligence to supplement the processes that are already there. That's still a work in progress, and I think Nicole and Greg spoke to those things earlier. I can't really add, but it is a thing that we are seeking to use judiciously, because it brings its own risks, of course. But that is a thing that we're actively seeking to use.

Speaker 20

Are there any examples that you can identify where it has been used internally?

Glenn Stevens
Chair, Macquarie Group

... I'm wondering whether Greg or Nicole, you could point to any specific example, maybe in the loan process or something like that, or helping deal with customer problems?

Greg Ward
Head of Banking and Financial Services, Macquarie Group

Yeah, sure. Thanks for the question. I mean, we have used AI in different forms, as Nicole said, for a long time. It's very valuable in applications in making, particularly around frauds, in fraudulent signatures or fraudulent filling of applications or fraudulent group certificates or company documents, and so forth. So it's used extensively in that space. Now, of course, that sort of... Some of it mightn't be for wrong purposes. It might just be for expedience, that there's some sort of manipulation of documents, and that could be done by an external advisor or an external mortgage broker or an internal person. And the tool, the tooling is very good at identifying those instances as well.

So it is used in a number of those applications.

Glenn Stevens
Chair, Macquarie Group

Pretty good example. Thanks.

Speaker 20

Thank you.

Glenn Stevens
Chair, Macquarie Group

Next question, please.

Speaker 24

Chair, our next question is from Mr. Sam Schwartzberg. Please stand to ask your question.

Speaker 21

The first one, I would like to compliment Macquarie Board, Macquarie staff, for very hard work for a year of 2022, and for every year producing the dividend in very, very good results. To compliment the Board for having so many professional, very high-standard women. I just want to ask one question, please: What is opinion of Macquarie about nuclear-produced energy?

Glenn Stevens
Chair, Macquarie Group

Well, I think we covered this earlier. There is nuclear energy is part of the energy mix in a number of other countries. In Australia, it's not by law. There is a debate, as we all know, about that at the present time. We have not taken a public position on that, and we don't intend to at this point, and nuclear energy is not part of the skill set generally that we think we have. Our skill set is more in other forms of energy, and that's where we've devoted our resources. So I'm probably going to disappoint you by saying, in effect, we're not going to make a public comment on it.

Speaker 21

The next question is, because our shares is over AUD 200, would you consider it divide them to make, to bring more shareholders, or it's,

Glenn Stevens
Chair, Macquarie Group

Sorry

Speaker 21

... or it's never gonna happen generally?

Glenn Stevens
Chair, Macquarie Group

Would we consider what, sorry?

Speaker 21

Divide, for example,

Glenn Stevens
Chair, Macquarie Group

Share split.

Speaker 21

Yes, split the shares.

Glenn Stevens
Chair, Macquarie Group

That is not something that we have discussed in my time on the Board, which is not to say we never will, but it hasn't been a thing we've talked about thus far.

Speaker 21

Thank you very much.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Speaker 24

Chair, the next question is from Mr. Craig Corfield. Please stand to ask your question.

Speaker 16

Oh, thank you. My question is regarding the REM report, in relation to Shemara's pay. It's a mind-boggling amount, that Shemara earns, and I don't take away the fact that Shemara is incredibly hardworking, incredibly talented, and gets excellent results. But to the average person, you know, odd AUD 30 million for a year is a hell of a lot of money. What I'm concerned with is two parts of the REM report. One, one part is the non-financial risks and the customer metrics and how that plays in. I know that the REM report is very complicated, and I know there's a lot of work that you put into it. And for the average person, including me, it's hard to navigate and really drill down, but I... It's not transparent enough.

It's not easy enough to see how that customer metric and how the bank's growing and, and the, you know, how do you measure that? What, what parts of that non-financial, comes through into it? And then secondly is, I'm not an accountant, but if I look at the big figures, I see that return on equity has dropped from, round numbers, 17 to 11. Yes, you've commented on over 20 years and over 5 years, but it's dropped, you know, 40%. Net profit after tax has dropped 30%, and Shemara's pay has dropped 4% or 8% or 6% or something.

Glenn Stevens
Chair, Macquarie Group

Mm.

Speaker 16

You know, the big critical numbers, it doesn't seem right. If you're really scathing, and you said, "Shemara, this year, you're getting AUD 20 million. I don't know if you'll be able to afford to get what you normally get, but that's all we're giving you this year," because that would be a proportionate drop to the net profit and to the return on equity.

Glenn Stevens
Chair, Macquarie Group

Righto, so let's confront the CEO pay. The figures to most focus on are the awarded numbers, where the Board actually decides what is the share of the profit that we'll give Shemara this year, and that went down by quite a considerable margin, 26%, actually, in the year. So the number that you quoted, I'm not sure where that came from, but the answer's 26. Over a run of years, and we do think about this over a run of years as well... Since she started in the role up to today, her remuneration, the awarded profit share, has grown very closely on average in line with the profit share.

As for community reactions to these amounts of money, yes, they are large amounts of money, but I reiterate the Macquarie model of aligning the employees, particularly the most senior ones, with what the shareholders' return is. That is a model we've had for 50 years. It's very well supported by most of the shareholders. It's worked very well, and the results that are in the REM report this year are that model working as it's intended and as advertised. On the non-financial metrics, there's a number of those listed. Actually, they're listed under each of the group heads, what the various non-financial things are there. There's a very detailed process underneath that, that the Board goes through. I think the slide deck was 800 pages at the relevant REM meeting where we took those decisions. The REM report's already very long.

Many people tell us the documentation is too long, so I'm reluctant to add further detail there. But there is quite a bit of information on the sorts of things that we take into account, not just the financial things, but the non-financial. Business leadership, personal leadership, risk management, compliance, et cetera. There's a bunch of things listed there. There's a very detailed process that takes place. I'm sorry if you find that still not enough information, but there's a tremendous amount there, and I think the REM system actually has been working very well for the company, so we continue to support it.

Speaker 16

Thank you. It's not that there's not enough information, it's that the information is not clear, not measurable. You could have one page in there with non-financial risks and measurements that ANZ does, that CBA does, that Macquarie doesn't do. I can't see that-

Glenn Stevens
Chair, Macquarie Group

There's tens of pages of information in the REM report already. I'm always willing to-

Speaker 16

Yes, but the non-financial is not being clarified.

Glenn Stevens
Chair, Macquarie Group

Well-

Speaker 16

Macquarie is a big dollar company. What I'm trying to get at-

Glenn Stevens
Chair, Macquarie Group

It is. It is

Speaker 16

... is the culture. Big dollar company, very successful, well done, and excellent on the dollar side. What I'm trying to alleviate to you is the culture. Now, I know it firsthand through our cases. At the Board, I was very disappointed last year, Mr. Stevens, when I asked you questions, you know, interactively, and you dismissed me so easily. You on the Board do not know what has happened to our family. You do not know the banking issues that have really happened, and you very easily dismiss it. So I use the information that I know, how things are being processed, fraud in the original loans, et cetera. You know, Greg Ward wants nothing to know about it. It's like, "Keep the money rolling in." So I start with this non-financial metric saying: How do you measure these things?

How do you find out how many loans are fraudulent? How do you... You know, other banks use net promoter scores, et cetera. How, how are you measuring these things? I want more transparency. I'm not saying add more pages. Take away a couple of pages and add one page, a summary.

Glenn Stevens
Chair, Macquarie Group

Well, thank you for your view, and in relation to your own family's matters, as I said last year, this is not an appropriate forum to deal with those, and there have been extensive dealings with those matters, and the Board actually has been made aware of them over many years.

Speaker 16

No, not, not properly.

Glenn Stevens
Chair, Macquarie Group

Thank you for your comments on the report.

Speaker 16

There have not been extensive dealings. That's me sending emails, following up all the time-

Glenn Stevens
Chair, Macquarie Group

Oh

Speaker 16

... to the absolute failures. 99 emails over 25 case managers for a frigging little car loan. Now, I'm sorry. I'm sorry you haven't got it right. It is not percolating up to the Board properly, and you are not verifying that information down at a level. There's a big uplift needed there. I'll congratulate you on the dollars and the money that's made and the hard work and the great intelligence that you've got, the excellent team of people. There's a balance to all of this, but I do come with some authority with the hundreds of bank victims that I've talked to, not just Macquarie, but across all the banks. And there is a gap between what is happening at Board level and what is happening at the customer level. There's just... It's just not happening there.

You're not really seeing what's happened. Mr. Chairman, have a meeting with me, make a time, and allow me to present a succinct summary of one of our cases to you in not more than one hour, and you will be gobsmacked.

Glenn Stevens
Chair, Macquarie Group

Thank you, Mr. Corfield. Are there any other questions?

Simone Kovacic
Company Secretary, Macquarie Group

Chair, our next question is from Mr. Steven Mayne. Mr. Mayne says this is his last question.

Glenn Stevens
Chair, Macquarie Group

Oh, not at all!

Simone Kovacic
Company Secretary, Macquarie Group

After the ISS recommended a vote against last year's remuneration report, we suffered a 19% protest vote, our second biggest in history. Chair Glenn Stevens was very critical of ISS at last year's AGM. ISS recommended in favor this year. Did we change anything about our remuneration structure? Also, there was much discussion with Nick O'Kane, was paid a record AUD 57.6 million last year and AUD 120 million over a three-year period. The CEO claimed at last year's AGM that Mr. O'Kane could earn multiples of this elsewhere, and then, lo and behold, he left months later and joined a Swiss energy trading house. How much did Mr. O'Kane leave on the table by leaving, and do his lapsed bonuses, bonus shares get reallocated to other employees or returned to the shareholders?

Finally, when buying AUD 667 million worth of ordinary shares in June to satisfy this year's MEREP bonus pool, how exactly does the process work where we paid a record AUD 562 million to current or former Macquarie staff who'd previously received bonus shares?

Glenn Stevens
Chair, Macquarie Group

Just repeat the first part of the question, 'cause that was so long, I've just lost that. What was the first bit again?

Simone Kovacic
Company Secretary, Macquarie Group

After ISS recommended-

Glenn Stevens
Chair, Macquarie Group

Oh, ISS. Yeah, thank you. Well, happily, ISS did engage with us this year. It was disappointing last year that they declined to, but they have done this year on a couple of occasions. That's constructive, and I'd note that their advice to their customers, to their clients, has been to vote in favor of the REM report on this occasion. So I'm pleased to see that. On the mechanics of the buyback, I will pass to Alex on that, and on Nick's REM. All remuneration that had not yet vested when he resigned remains. He's walked away from it, and so those resources remain with the company. Alex, can you cover the-

Alex Harvey
CFO, Macquarie Group

Sure

Glenn Stevens
Chair, Macquarie Group

... the technicalities?

Alex Harvey
CFO, Macquarie Group

Yeah.

Glenn Stevens
Chair, Macquarie Group

Thanks.

Alex Harvey
CFO, Macquarie Group

Thanks, Glenn. In relation to the question around buying shares as part of the 2024 MEREP. At our annual results, you'll recall we announced that we would anticipate having to purchase up to AUD 708 million of shares to satisfy the FY24 stock component of profit share. The actual amount was AUD 667 million, of which AUD 562 million was crossed off market against shares that were released to employees for prior profit share awards. So that was the AUD 562 million you referenced, Steven. And in relation to the balance, the AUD 105 million, that was acquired on market.

So the activity that you referred to was really in satisfaction of the share issue that is part of the FY24 profit share award.

Glenn Stevens
Chair, Macquarie Group

Thank you. Next question, please.

Speaker 24

Chair, our next question is from Mr. Spiro Arkoudis. Please stand to ask your question.

Speaker 19

Mr. Chairman, just again, listening to the cross-section of questions, I reiterate to everyone listening online and in this room, Macquarie is a business. So with all of the issues that we are currently experiencing, and legacy issues, would it not be a business proposition to do a capital raising? And I'd even put up my hand to say, "Right, I'm happy to work with you and be your global business development manager, traveling the world, finding the particular deals to pay out the issues that Macquarie's got." I would like to see the branding of Macquarie being at number one, as it has been historically. We have got the ability, we've got the technicians, we've got the staff.

We can make this happen and fix whatever problems we've got, fix with APRA, fix with ASIC, so that ultimately, not only that we have customer service at number one, but we also reward our shareholders by increasing the share price, not by only doing share buybacks. That's just an interim increase, but by real business, and we are a business, and we can actually achieve these things. Mr. Chairman, back to you on that point.

Glenn Stevens
Chair, Macquarie Group

Well, look, I think the remediation of the various issues that we've discussed in your earlier question and others, that is not a matter of raising new money to do. The fine, the cost of doing those things isn't the problem. The issue is getting the work done by the people and building the systems that we need to do to fully remediate. You said earlier that the capital was parked with APRA. That's not quite what it is. APRA makes us hold more of your capital. That's still deployed, but it's additional capital that we wouldn't have otherwise have felt that we needed to hold on the balance sheet.

At the moment, as Alex said, we have felt that we had more capital than we really needed, and that is not because we're not looking for opportunities. Thank you for your offer to help us find them. We are continuing to search for opportunities, and our teams are very active in doing that, and they're still finding some. It's just that there wasn't a small set of opportunities sufficiently large, in our view, to absorb that surplus capital that we had. That is your money, it's not ours. We don't hoard capital for the sake of it, as I said last year. If we can use it at a good risk-adjusted return, we will, in your interest. But if we can't quite do that today, then we're thinking we should give it back to those who own it.

The remediation of the issues, just to stress that, the problem isn't financing that, it's the time involved by the relevant people to actually get the work done, get it assured, and get it embedded into the systems to the satisfaction of the regulators. We're intent, we're pedaling hard to do that, but that's not a funding question.

Speaker 19

So if I can understand this point, the AUD 500 million, which is only a small amount, but that AUD 500 million, it hasn't been set up as a back-to-back where you've been able to borrow equal value to that AUD 500 million. That AUD 500 million, as APRA says, they've put ice on it to hold it, but that's still being worked. Is that what you're saying?

Glenn Stevens
Chair, Macquarie Group

It's a higher capital requirement on the company, i.e., the company, in some sense, is less leveraged as a result, at the margin, that does constrain return on equity, and that's the intent of it. It's a penalty. But it's not as though the money's parked down at APRA in a vault doing nothing. It's on the balance sheet. It's part of the funding that is deployed, but at the margin, it does result in lower returns than we might, just at the margin, than we might otherwise have been able to achieve, and that's the intent of it.

Speaker 19

I wasn't cheeky in saying that I was happy to help. My help would be based on performance only. Now, on that basis, I have a question relating back to-

Glenn Stevens
Chair, Macquarie Group

Last question, I think, for this round.

Speaker 19

I'm almost done. It relates to the first round of questions. With the issues again that I've heard about, legacy issues, are you prepared, Shemara, to put a team together to fix that so that our marketing and our name can be relished and welcomed by more people? Because your customers are your best marketing tool.

Shemara Wikramanayake
CEO, Macquarie Group

W- we-

Glenn Stevens
Chair, Macquarie Group

Olivia?

Shemara Wikramanayake
CEO, Macquarie Group

We have, I mean, I'm happy to say we have hundreds of people working on this. When APRA imposes penalties like this, they're not looking at us, for us for an overnight tick the box, we're done. They want a rigorous process that hundreds of people are working on. We have hundreds of milestones on it. We've been working on it for a long time. And, you know, if you have a look, CBA in 2018 had a AUD 1 billion penalty. It's taken them till 2020 to have-

Speaker 19

Yes, I'm aware. Yeah.

Shemara Wikramanayake
CEO, Macquarie Group

ANZ had a penalty of AUD 500 million in 2019. Five years later, that has not changed. APRA is working on it. Westpac had AUD 500 million, a further AUD 500 million back in 2019, part removed in 2024. So these are multi, multi-year processes that the regulator takes very seriously. We have intense teams working with them constantly. All of these matters, we already do have big teams, and I'm sorry if you feel that we're ignoring-

Speaker 19

Oh, no, no, no, this is just-

Shemara Wikramanayake
CEO, Macquarie Group

But we-

Speaker 19

You know, we're talking friendly, and it's all open for discussion. But I'm just talking also about the individual customer's legacy issues, that they get fixed promptly because your customer is your best port of contact talking to other people, to bring them to Macquarie to do more business.

Shemara Wikramanayake
CEO, Macquarie Group

And we completely endorse that as well, and that's why Greg and his team on the banking side have a huge team working with people, and hence, a growing market share so impressively versus any other peer in the market, is because people have choice, and they come to us because we care about them. We try to put in effort. Where we're not doing things well enough, we're very happy to have people come to us offline and discuss things. But this is something all of the leadership team sitting there in the front row will tell you: we realize we're in a competitive world.

Speaker 19

Sure.

Shemara Wikramanayake
CEO, Macquarie Group

I was saying how we invite competition in infrastructure management.

Speaker 19

Will you make, will you make then a phone number available that people can actually ring and speak to somebody?

Shemara Wikramanayake
CEO, Macquarie Group

We have multiple-

Speaker 19

I mean, I heard before-

Shemara Wikramanayake
CEO, Macquarie Group

Multiple numbers

... some lady was trying to get through half an hour, then it was hung up, and then they had to start again.

Yeah, we can, we can go through the details of that matter. I've been given all the details.

Speaker 19

Right.

Shemara Wikramanayake
CEO, Macquarie Group

I didn't wanna litigate it all-

Speaker 19

Understood, understood

Shemara Wikramanayake
CEO, Macquarie Group

... at the shareholder meeting, but we have a whole lot of-

Speaker 19

Thank you so much. Sorry to take up too much time. Thank you, Mr. Chairman. Thank you.

Glenn Stevens
Chair, Macquarie Group

Sure. Next question, please.

Speaker 24

Chair, there are no further questions.

Glenn Stevens
Chair, Macquarie Group

Hurray! Thank God for that. That seems to have been a popular announcement. Well, as there are no further questions, I'll take this opportunity to remind everyone who hasn't yet voted, could you please do that now? And I'm going to ask for a summary of the proxy voting to be shown on the slide. Can we have that slide up? It's up. Thank you. I can't actually see it, but I think the proxy votes were in favor of all the proposed resolutions. If you haven't cast your vote, could you please do that now? Link Market Services, our registry, will act as the returning officer and will determine the results of the polls. Just once again, with that, could everyone who wishes to vote, please do that now? Thank you. Thank you, everyone. The polls are now closed.

The results will be announced to the ASX as soon as practical this afternoon. That concludes our business today, and I close the meeting. If you could please return the handsets to the attendants at the doors or in the foyer. Thank you for your attendance. Thank you for your ongoing support of Macquarie. See you next year.

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