Good morning, ladies and gentlemen, and welcome to the 2025 Annual General Meeting of MyState Limited. My name is Sandra Birkensleigh, and I am the Chair of the Board. Before we go into the formalities proper, can I just remind people to either turn off their mobile phones or put them on silent? Thank you. Bathrooms are over here, and in the event of an emergency, we'll exit out these doors to my left. On behalf of the Board, I would like to acknowledge the ancient history and culture of Lutruwita, Tasmania, and acknowledge the traditional owners of the Muwahini people and the enduring connection to the lands and waters we are meeting on in person today. We have people joining us from many different locations today, so I would like to acknowledge the respective traditional owners and pay my respects to all elders past, present, and emerging.
This year, our AGM is again using online technology, which allows those shareholders, proxies, and guests who are unable to be here in person to attend the meeting virtually. Shareholders and proxies have the ability to ask questions and submit votes, and I'll explain how this is done shortly. If for any reason there should be a break in the broadcast, please remain online, and we will overcome the issue and resume as soon as possible. I note that there is a quorum of not less than 25 members present in person or by proxy, and therefore declare this Annual General Meeting of MyState Limited open. Present with me at the front are, starting from my left, Warren Lee, Greg Kenny, Jackie Korhonen, Vaughn Richtor, Gary Dickson, Doug Snell, Brett Morgan, our CEO and Managing Director, Sibylle Krieger, and Andrea Waters. Sitting next to me is our Company Secretary.
Also present is Mr. Nick Carter, the Signing Partner for our external audit firm, Wise Lord & Ferguson. The notice of meeting governing this meeting was distributed in accordance with the Corporations Act and also published on the ASX and MyState websites. In accordance with our usual practice, it has been determined to take the notice of meeting as read. Before we commence the presentations and items of business, I'd like to take a moment to provide a quick explanation of how voting and questions will be managed during the meeting. Voting. In accordance with the Company's Constitution, it has been determined that voting on all business before today's meeting will be conducted by poll, which will be open shortly. Christina Piccolo from Computer Investor Services has been appointed the Returning Officer. Christina is up the back.
Proxies which have been lodged by shareholders prior to the proxy submission deadline of 48 hours before the meeting will be displayed on the screen for each item of business and will be incorporated in the poll of each resolution. Any undirected proxy votes given to the Chair will be voted in favor of the relevant resolutions. You can cast your vote on any resolution at any time during the meeting until the poll is declared closed. You can also change your vote on any resolution during the meeting, regardless of whether your vote was initially cast at this meeting or cast before the meeting. Time will be provided at the end of the meeting to finalize votes before the poll is closed. To cast your vote, click the vote icon, which is highlighted on the screen, once the poll is formally opened.
When you click on the vote icon, the resolutions will be displayed. Simply select your choice of for, against, or abstain for each resolution. There is no need to submit your vote as the system will automatically update. For those voting shareholders who are physically in the room with me today, you would have received a voting card upon registration. Please either scan the QR code with your own mobile device and vote electronically, or complete the reverse of the voting card. Should you require assistance to do this, we have Computershare staff here available to assist you. When the poll is closed, your final selection will be recorded. Questions on the meeting's business may be asked during the meeting in writing or verbally and will be addressed during the relevant item of business to which they relate.
Questions of a personal or political nature are not appropriate to be discussed during the meeting. At each item of business, I will respond to the questions from the floor first, and then I will address written or verbal questions from the meeting platform. Please note that written questions may be submitted through the meeting platform at any time during the meeting, and we encourage early submission of questions. I will shortly explain how to answer questions through the meeting platform. Depending on the volume of questions raised during the meeting, we may not be able to answer all of the questions individually. However, time will be also available prior to the poll being closed to answer any late questions that are raised. To ask a question in writing on the meeting platform, select the Q&A icon, then select the topic your question relates to.
Type your question in the chat box at the bottom of the screen and press send. To help facilitate the orderly running of the meeting, if you have a written submission question, we encourage you to lodge it now. There is no need to wait until the particular item of business is being considered to lodge a written question. That's the symphony orchestra practicing. It's not that we're being invaded or... For those online shareholders who wish to verbally ask a question, an audio questions facility is available. To use this service, please pause the broadcast on the meeting platform and dial in via a phone using the dial-in number as displayed under the broadcast window. You'll be granted access where you will listen to the meeting until you're introduced to ask your question. I now declare the poll open for all resolutions.
You may now cast your votes by selecting the vote icon. As Chair of MyState Limited, I am pleased to present to the Annual General Meeting. This was a landmark year for our organization, a year defined by bold strategic action and disciplined execution. In February, we completed the merger between MyState and Auswide Bank. From the outset, a unified board and executive team were established to provide continuity and clear accountability, and together the new team has embraced the merger with energy and commitment. I'm proud of the progress we have made in such a short time. Importantly, I'm also confident in the direction we are heading. We now have a larger and more diverse home loan book, improved financial resilience, greater access to funding, increased operating leverage, and flexibility to pursue growth opportunities. As the FY 2025 result demonstrates, the merger is progressing well.
We've made good early progress to extract cost synergies. We have continued to grow the business and have launched new initiatives to deliver future value for customers and shareholders alike. I'm pleased to report that integration is well underway. We are on track to deliver between AUD 20 million and AUD 25 million in annual pre-tax synergies over the next three years. Turning to our financial results, underlying net profit after tax was AUD 41.3 million, up 17% on last year. Statutory impact was up slightly at AUD 35.6 million after accounting for one-off merger and integration costs. Revenue grew strongly, up 22%, with a solid uplift in core earnings, supported by four months of earnings from Auswide Bank. Expenses did rise as expected, reflecting the merger, with total operating costs of AUD 127 million. Excluding those one-offs, underlying cost growth was well contained at 3.7%.
Underlying earnings per share was AUD 30.07 and underlying return on equity was 7.3%. The Board declared a final dividend of AUD 0.11 per share, fully franked, representing a payout ratio of just over 78% of second half underlying profit. In making its decision, the Board considered the merger-related costs and the fact that Auswide contributed to group earnings for only four months of the financial year. Our capital position has strengthened. The total capital ratio was 17.5% at 30 June, up from 16.4% a year earlier, further supported by the issue of AUD 100 million of Tier 2 subordinated notes. The Board remains committed to prudent capital management, disciplined cost control, and delivering sustainable returns. As we look forward, our merged business gives us scale, capability, and balance sheet strength to continue to invest in key initiatives, including growing our home loan and asset finance books.
We have ended FY 2026 with clear strategic priorities, a highly capable leadership team, and a united culture. The fundamentals of our business are strong. With continued discipline, I am confident we will deliver long-term value for shareholders, customers, and communities. Finally, I want to extend my sincere thanks to our people who continue to serve customers with excellence through this period of change. I thank you, our shareholders, for your continued support and confidence. The progress we are making is just the beginning. Thank you. I'll now hand to our CEO and Managing Director, Brett Morgan.
Thanks, Sandra, and thanks everyone for coming this morning. Thanks, Sandra. I really appreciate your support, and I'd also like to acknowledge your predecessor, Vaughn Richtor, for his guidance and support whilst Chair of MyState prior to the merger completing. My name is Brett Morgan. I'm the Managing Director and CEO of MyState Limited. As Sandra mentioned, FY 2025 was a significant year for MyState Limited, and I'm proud to reflect on a number of our key achievements. On the 19th of February this year, after gaining approval from APRA, the Federal Treasurer, the Supreme Court, and Auswide Bank shareholders, we completed the Auswide MyState merger. At the end of FY 2025, the merged entity served more than 275,000 customers across four brands. Our customers had access to 23 branches, two Australian-based contact centers, and have a growing digital and mobile footprint.
Our customers hold nearly AUD 13 billion in home loans, AUD 10 billion in deposits, and close to AUD 1 billion in funds under management. Beyond the merger, importantly, we executed key initiatives across each of our four brands. MyState Bank successfully launched its new mobile app and internet banking platform, with all retail customers migrated to a faster, simpler, and better digital experience. It's now easy for customers to manage their personal finances digitally with MyState Bank. Auswide Bank significantly expanded its distribution footprint after partnering with Elders to offer banking products through the extensive Elders Network. Selfco, our equipment finance business, has achieved strong growth in its vehicle and equipment lending portfolio since the business was acquired by Auswide. TPT Wealth expanded its trustee services offering and is building momentum while continuing to efficiently improve the client and beneficiary experience.
Throughout the year, our people continued to focus on what matters most: serving customers and delivering profitable growth. We continue to deliver competitive products, outstanding service, and provide support for customers in need. We also continued our investment in systems and processes to prevent cybercrime and scams. Protecting customers remains a top priority for MyState. Our Net Promoter Score, a key measure of customer advocacy, finished the year strongly, a testament to our people who are at the heart of our success. We understand that clarity of purpose and a positive culture is critical to providing a great place to work and ultimately delivering results. I'm pleased and proud that our team has considered and launched our updated purpose and values, which are now being lived across our group. We continue to invest in leadership programs as well as align performance, recognition, and rewards.
As a larger organization, our people have more opportunities to grow, learn, and deliver. In line with our purpose, we continue to invest in our communities. The MyState Bank Foundation supported 15 organizations in Tasmania, investing AUD 219,000 to help young Tasmanians thrive. We continued our partnership with Homebase, shining light on financial wellbeing in Tasmania. In Queensland, Auswide Bank supported the Salvation Army, Ronald McDonald House, and the Lord Mayor's Charitable Trust. Looking ahead, our strategic ambition is unchanged. We remain committed to profitably growing our banking and wealth businesses across key segments, including customer deposits, home loans, equipment finance, income funds, and trustee services. We will continue to integrate MyState Bank and Auswide Bank, with our key priorities being a single banking license, a new loan origination system, a consolidated technology stack, including a single core banking platform, and leveraging the greater efficiencies that come through scale and standardization.
To our people, thank you. You have really lived our values, served our customers brilliantly, and delivered for our business through a period of significant change. To our customers and partners, thank you for your trust and for choosing us. To our shareholders, thank you for your investment and continued support. I'll now hand back to Sandra.
Thanks, Brett. The notice of meeting invited shareholders to submit questions prior to the meeting. Do we have any questions prior to the meeting? Scott?
No.
No? Before we commence the formal items of business, I would like to invite questions to myself and Brett arising from our addresses, noting that any questions of a personal nature may be addressed with us after the meeting. Are there any questions from the floor at this time? Can someone bring a mic down? Thank you. Just bringing a mic. Go back.
Shareholder Mr. Frank Walker.
Thank you, Mr. Morgan.
Thank you for the opportunity to ask the question. I'd like to hear from the Board what strategy you have for increasing your net interest margin. It sits around 1.45%, 1.5%. What can you do to get it up to 1.8%?
Do you want to answer that question, Brett?
I'm happy to take that question. Absolutely. The market's very competitive. The markets we operate in, particularly home lending and customer deposits, are quite competitive, and we offer competitive products as a challenger. We need to continue to compete. There's a couple of key areas that we're looking at to improve net interest margin or increase net interest margin. One is the recent acquisition of Selfco, the equipment finance business. That's a relatively small part of our organization, but our goal is to make it a bigger part of our organization. It lends at far higher margin. There's a little bit more risk in that business, but far higher margin. That will be accretive to NIM. That's one component. The second component is we've historically been a very owner-occupied principal and interest lender, and that's the lowest sort of margin lending, but the most safe lending.
Our arrears rates are well below industry. We've got very few customers in any particular hardship compared to the industry. We have a very safe lending book. There's opportunities for us to do more investor lending, some interest-only lending. We've got a lot of capacity to do that. That will also be accretive. The third area is we're looking at our deposit customer base and seeing there's opportunities in the market to gather deposits at a lower margin, lower return for the customer who's happy with that type of return. There's a number of initiatives on foot that are in play, some being actively executed right now, and we continue to explore other ways to improve net interest margin.
Thanks, Brett.
Thank you.
Thank you. There's a question up here.
Shareholder Mr. Paul Blackmore.
Thank you. Thank you.
Hi there, can you hear me?
Yep.
Paul Blackmore from the Finance Sector Union. We represent finance workers across Australia, including your workers here at MyState and Auswide Bank. We've got a question around the negotiations for the current enterprise agreement that covers your staff. Those negotiations have been going on since March this year. During that time, there was a vote of an agreement that was put forward in June, and it was rejected by 80% of your staff who voted. That's a huge number. Rather than return to the bargaining table immediately with an agenda to improve terms and conditions, MyState delayed talks for two months and said that they needed to go back to the Board for approval as to your approach. Now we find ourselves in a position where MyState representatives have tabled a regressive agenda that seeks to strip away long service leave and redundancy entitlements of your staff.
This has been very much viewed by staff as a punitive response to the rejection of the original offer. Here's the questions. Why has the Board endorsed a negative agenda, and when will MyState take the views of its employees seriously, those that rejected that offer by 80%?
Thanks. Would you like to address that, Brett?
It would be my absolute pleasure to address that. Thank you, Paul. Maybe I'll start with one of the most important things that we have as an organization, which is to build a sustainable future across both our customers, our shareholders, our staff, and the community. It's really important to us that we balance these things, and our team is aware of that. Another really important thing is we have a really positive culture and a good place to work. With all these things, we consider what is a sustainable approach to customer rates, what's a sustainable approach to dividend shareholder returns, what's a sustainable approach to employee experience development opportunities in the organization. A component of that is absolutely the enterprise agreement and bargaining on that. You're absolutely right. We went in with an approach, and I might go into a bit more length.
We went with an approach to make an offer, not take away any conditions, to make an offer, and we thought that was fair, quick, and the team gave us some feedback on that. We've gone back, and as part of our requirement, we do have to go to the Board and get Board approval. It's part of our charter and a requirement. We did go back to the Board and consider how we can come back. We have been bargaining in good faith with the employees and the team and asking for their absolute feedback and suggestions. That is something that is sustainable for our business and delivers a sustainable business across both shareholder, customer, and staff and the community.
We're back at the table well and truly, and I appreciate that we are all keen to come to an agreement, a bargaining position that's best for us and our sustainability going forward. Hopefully that answered your question, but there's...
I might have a follow-up, but I'll just...
Sure.
Thank you. Are there any other questions from the floor? I think you... Chair?
Chair Sandra Birkensleigh.
Thank you.
I'd like to ask the Board, please, what steps MyState is taking to employ new staff in regards to staff being replaced that have left currently across both businesses. It will all businesses.
Pardon?
Go ahead, too.
Hi Lee Ann. Absolutely. We are currently... One of the nice things about the merger is there's more opportunities for our organization and staff, particularly for those who want to, as you know, I say, have a crack and have the opportunity to develop and grow in their business. Absolutely, like all businesses, some people leave and they choose to leave to go to other roles or they choose to retire or they choose other things in life. We do have, like all businesses, people that choose to leave. We have people that come back too, which is great and always wonderful to have our people return to us. We advertise roles across Tasmania, Brisbane, and Bundaberg for any particular role. If someone leaves and chooses to leave, that's what we're doing. We're advertising. We're also looking to accelerate the ability to bring people on quicker into the organization.
We look at the needs of the business, the needs of our customers, and offer the opportunity to join our group across both Tasmania, Brisbane, and Bundaberg.
The second question is what MyState is doing to make themselves a workplace of recognition where people want to come and work for MyState.
Would you like me to answer that? As you're aware, we've redefined... When we merged, it was really important. Firstly, it's really important we're a great place to work, because if we all do good work together, we have the opportunity to serve our customers well and we have the opportunity to deliver returns to shareholders. It's really important that we are a good place that people can do their best. We have surveyed our employees often, and we broadly have a pretty constructive and positive culture. There's feedback, which we take action. There are people plans in the organization, which you're aware of, that the teams themselves have the opportunity to develop and be part of the planning of the future. We have a rewards and recognition program where staff can self-reward each other. We have a lot of opportunities as part of our organization to grow and develop.
Last year, more than, and this is just the old MyState, more than once a week, an employee had an opportunity to jump into a new job with a new opportunity. There are development opportunities. It's a positive, constructive culture. There are a lot of things and a lot of reasons people like to join us. When you talk to people at other organizations, they continue to tell us what a positive work environment and culture that we have at MyState. It's at the forefront of our mind. It will continue to be at the forefront of our mind and will continue to make it a positive place.
Thank you. I think there was one last question down here.
Chair, investor Chris Meriger.
Thank you.
Thank you, Mr. Chair, investor and frequent banker. I'd like to compliment, following on your last remarks of half a minute ago, your staff are very, very customer-friendly. They expect to handle the difficulties of their mature age customers very sweetly. I'd also like to commend your bank on being one of the very few organizations that, when you're on hold, says, "Sir, you've been on hold for however. Would you like to leave your number and we shall call you back?" If only those other four banks and a couple of airlines would do that, life would be so much more productive. Talking of production and listening to your training for staff, there is talk in Tasmania, of course, of Indigo Bank pulling out of some of our more outlying customer bases, like the West Coast, for example.
You are considered by Tasmanians to be our bank, and it's nice to have the Auswide Bank people with us. Under your new big umbrella, are you looking at the possibility of extending within Tasmania, looking at that rural market that seems to be unpopular with some of the other banks?
Thank you for the feedback. It's really important for us, and we do have a team that's incredibly lined up to serve our customers and continue to invest in delivering a better and better customer experience. Thank you for noting that. We do often and always review where our physical presence is, where our investment is into different parts like digital phone support. We look across the whole platform of where we can support more and more customers over time. We want to continue to grow our customer base and build it up. We understand that other banks are choosing to exit certain parts of Tasmania. We aren't looking to expand in Tasmania, but we're definitely not looking to contract in Tasmania in terms of physical presence. We have seven branches. We've had seven branches for three and a half years since I've been here.
We'll continue to have seven branches whilst I'm here. It's really important to me that whilst customers continue to walk in the door of those locations, we're there to serve the customers, and they can also pick up the phone, and for those who want to, they can pick up their devices to serve. We are not looking to expand. We don't see, we would think that's not a good business case, if you like, to do that, but we're definitely not looking to contract, and we're continuing to find ways to serve customers as best we can, both remotely, but also in person.
Thank you.
Thank you. Anything else? One more? Okay, we won't get onto the meeting.
Shareholder Janice Miller.
Thank you. Thanks, Ms. Birkensleigh.
I'd like to commend the staff too. I think you've got some wonderful staff, and I'm alarmed by what I heard earlier this morning. I'd like to remind the Board that the staff are your most precious resource and that you need to cherish and reward them and not punish them by taking away their entitlements. I'd like to urge you to care for your staff because they are extraordinary. There's a high turnover in the call centre, so I think that needs addressing. My concern is that as a member and then shareholder of Island State Credit Union, that some people in the room might remember, and having stayed with MyState, an important bank product line of credit was removed in March this year without any notice to those customers that had had that facility for many years, myself 25 years.
It was an important part of my financial planning. The way I received advice was an email, a nameless email. It just came from a branch sector. There was no forewarning. There was no advice on alternative products. There was nothing. This is appalling customer service. While when you go into a branch and you talk to one-on-one with your staff, on the whole, they are excellent, and certainly those at the management level are excellent. The loans people were fantastic in the way that they dealt with that situation because it was a shock to me and caused me enormous grief to the point where I looked at going to another institution. Loyalty works both ways. I'd like to know what's going to be done in the future that no such shock tactic will be done to customers in the future where you just remove a product without advice.
Other banking institutions give you plenty of warning and use it or lose it. If you haven't used it for a while, use it or lose it. They also give you alternative options and advice. I was pretty appalled by this methodology, and I'd like to know what the bank's going to do to prevent that in the future.
Thank you, Janice, both for the feedback on the staff and also the impact on you. That's not what was ever intended or is ever intended, so we'll take away that feedback and consider that. We do go through an internal process to understand any decision we make and what impact that will have for customers, and it's always first and foremost on our mind. We'll take that feedback and we'll absolutely engage that feedback into any future change that we make. Thank you.
Thank you.
Chair, Shareholder Mr. Michael Lim.
Thank you. Thank you, Mr. Lim.
Thank you. As well as being a shareholder, I'm a staff member. For the comments of support from the floor, I appreciate it on behalf of all my staff members. I'm also part of the enterprise bargaining agreement, and there's, amongst other issues, some concerns around the implementation of artificial intelligence. Recently, Commonwealth Bank was in the media over its sacking of staff under their AI policy. I'm just wondering what MyState's plans are in regard to staff protections around its implementation of AI.
Anyone?
Thanks, Michael, and good to see you. It's one thing that's really important in life as you keep moving forward. As an organization, we need to make sure that what customers expect, we can serve them and deliver a good place to work and make sure that we deliver returns and have a sustainable business. Absolutely, we're considering AI and how we engage with it and how we use it. The nice thing about some of the challenges about being a bigger organization are different to a challenge of being a smaller organization. MyState, in its own right, is a good-sized organization. Our expectation is we're going to continue to grow and grow our staffing numbers and grow our business across the East Coast of Australia. Absolutely, we look at adopting AI where it makes sense.
We're not a shop that's going to build AI, but we'll look at adopting it where it makes sense. We also want to continue, like I said before, to provide opportunities for our team that internally, new areas, new opportunities for the staff to grow and develop. At this stage, our AI journey is early, and I expect our business to grow significantly over the next period of time. We'll use all opportunities to deliver a better client experience, a better staff experience, and ultimately better outcomes for shareholders as well.
Okay. Any other questions? I just have two written questions here that I overlooked and I need to go back to. Is that okay? We received a question as to whether we would consider amending the rules of our dividend reinvestment plan to enable New Zealand shareholders to participate in the dividend reinvestment plan. We're pleased to confirm that we intend to allow New Zealand shareholders to participate in the dividend reinvestment plan, and we're currently undertaking the necessary foreign jurisdiction legal review. Once that review is complete and the Board approves any dividend reinvestment plan amendments, shareholders will be notified via the ASX as required by our continuous disclosure obligations. We also received a question regarding the future of the TPT Wealth business within the group.
As Brett mentioned in his presentation, we are committed to growing that business in our income funds and expanding trustee services as the business continues to efficiently improve the client and beneficiary experience. There were no other questions. Okay. There's none on the platform that relate to that.
Not to me.
No. Okay. We'll now move on to the formal items of business, and we will also address any questions in respect of which have been submitted during the meeting. The first item of business is to receive and consider the financial statements and reports, and no resolution is required on this item. The directors have prepared and approved the financial statements included in your 2025 annual report. The auditor's report is unqualified. Questions are invited relating to the annual accounts, the directors' statement and reports, or about the conduct of the audit and preparation and contact of the auditor's report. Questions may be directed to the company or to the external auditor, Mr. Nick Carter. Nick, do you want to put your hand up? There? Yep. Are there any questions from the floor as it relates to the financial statements and annual report? No? No? Yes? One?
Paul Blackmore from the Finance Sector Union again. During those enterprise bargaining negotiations I mentioned earlier and the cuts to, or proposed cuts to long service leave and redundancy, the bank has continued to say to us that there's a limited bucket of money that's available during these negotiations. Despite our repeated requests, we have not been given a total picture of the modeling or the costs associated for staff. Can you please provide us with some sort of sense as to what your cost is for staff, what the budget is going forward, so that it can help us in these discussions?
The question needed to relate to the FY 2025 financial statements, not the future employment costs. The employee expenses are laid out in the financial statements. Is th at correct, Nick?
Yeah.
If there's a question about the future expenses, we'll take that later in the meeting.
Okay.
Thank you. Is there any other questions on the...
There is a question on the platform.
When will... Okay, is Brett going to take that?
I can carry that out and I'll share that.
Dividend markup. Do I read the question now?
You can read the question.
Okay. The question is, when will dividends go back to Auswide Bank's previous AUD 0.21 and AUD 0.22 in a year, and will the share price go—what will the share price go back to Auswide Bank of AUD 5 and over? Our role in managing the company is to consider all things that happen and plan significantly out into the future and deliver long-term value to shareholders. We won't make any—the dividend policy is 60% - 80% of NPAT, and that's our policy, and that policy is currently unchanged. The Board will consider that policy over time. Our goal is to, as we previously shared, continue to grow the business, to make sure we bring the two banks together well and deliver value to shareholders whilst making sure we're a good place to work.
I can't specifically answer the question, but I can give that sort of—the dividend policy is 60% - 80% of NPAT as a payout ratio.
Any other questions? No? Okay. Sorry. Item two is to consider and, if thought fit, pass the following ordinary resolution: that for the purposes of section 327B of the Corporations Act and all other purposes, Ernst & Young be appointed as auditor of the company with effect from the conclusion of this meeting. As detailed in the notice of meeting, following the merger, the Board undertook a review of the group's audit arrangements and completed a tender process which sought proposals from leading service providers. The Board has subsequently resolved to recommend the appointment of Ernst & Young as the company's external auditor. The notice of meeting sets out the key Corporations Act requirements related to the appointment of an auditor, including that the appointment of the auditor must be approved by shareholders at the AGM. Are there any questions from the floor regarding this appointment? No?
Are there any questions online? Are we going to show the vote?
Just the proxies.
The proxies? Yeah. That's the current state of proxies received in relation to the appointment of Ernst & Young. Votes cast today will be included in the results published on the ASX later today. Before we move from this question, I would just like to extend our thanks to Wise Lord for their service over the years, and we're pleased to note that you'll continue to provide support to Ernst & Young in the future. Thank you. Item three relates to me, so I'm going to hand over to Vaughn Richtor to take over the chair for this item. Thank you.
Thank you, Chair. Item three is for the meeting to consider and, if thought fit, pass the following ordinary resolution: that Sandra Birkensleigh, who retires from the Office of Director in accordance with clause 61.2 of the Constitution and ASX Listing Rule 14.4, being eligible and offering herself for election, be elected as a Director of the Company. I note that the Board, in the absence of Ms. Birkensleigh, has voted unanimously to endorse Ms. Birkensleigh's election. I will now ask Ms. Birkensleigh to present to the meeting.
Thanks, Vaughn. As you know, my name is Sandra Birkensleigh, and I'm the Chair of MyState. I became Chair of MyState as part of the merger earlier this year. Prior to that, I'd been a Non-Executive Director of Auswide Bank since 2015, firstly as its Audit Committee Chair, and then its Chair from 2021. I've been a Non-Executive Director of various entities since 2013, including the National Disability Insurance Agency, MLC Insurance Limited, National Australia Bank Wealth Management Entities, and the 7-Eleven Group. I'm also the Deputy Chancellor of the University of the Sunshine Coast. Prior to 2013, I'd been a partner of PwC for 16 years, focused on financial services entities, both domestically and globally. I am extremely proud of what we've been able to execute, the merger of two successful regional banks. It's taken quite a while, but we finally got it done.
To have been part, an integral part of that. The premise of the merger was, amongst other things, to optimize on scale and geographic coverage. While unleashing the merger synergies is a clear focus, growing our footprint is core to our continued success. This is a key focus of the Board and senior management. The combined Board has worked seamlessly since the merger, as has senior management, and I'm humbled to be part of such a talented and committed group of individuals. As you know, I'm standing for re-election as a Non-Executive Director of MyState, and I seek your support for my election. If elected, I will continue to focus on achieving the best possible outcomes for all shareholders, our customers, and our people. Thank you.
Thank you, Sandra. Are there any questions on this item from the floor? No questions from the floor. Are there any written questions from the meeting platform?
Yes, there's one question from shareholder Mr. Stephen Main. After first being appointed to the Auswide Bank Board in 2015, could Sandra please comment as to whether this will be her final term on the Board and that she won't be seeking another term in 2028? Also, how are the logistics working between being a Queensland-based Chair of a Tasmanian headquartered company?
Thank you, Stephen. If elected, you will have seen from the notice of meeting that a number of the directors who are up for election this term are standing for shortened terms. Sibylle and Greg will be standing for one-year terms, and I will be standing for a two-year term. I will conclude at the end of the 2027 AGM. In terms of managing a Queensland-based Chair of a Tasmanian company, I'm also on the board of TazCorp. I come here quite a lot, actually, and spend a lot of time traveling up and down the Eastern Seaboard. A number of our meetings are by video, as is the want of organizations these days, and there's definitely been no difficulties with the board or the committees getting together, regardless of the geographic location of their homes. Thank you.
Are there any other questions from the written platform? Are there any verbal questions from the platform? Okay. If there are no further questions, can we display the proxy votes, please? Okay. I will now relinquish the Chair, and Sandra will now resume as Chair.
Thanks, Vaughn. Thank you, everyone. The fourth item of meeting is to consider if thought fit, pass the following ordinary resolution that Greg Kenny, who retires from the Office of Directors in accordance with clause 61.2 of the Constitution and ASX Listing Rule 14.4, being eligible and offering himself for election, be elected as a Director of the Company. I note that the Board, in the absence of Mr. Kenny, has voted unanimously to endorse Mr. Kenny's election. I will now ask Mr. Kenny to present to the meeting. Greg.
Thank you, Sandra, and good morning all. It's great to be here and what a wonderful venue. It's great seeing the MyState sign on such a great facility. As Sandra mentioned, my name is Greg Kenny, and I've been on the Auswide Bank Board for a number of years now. The Auswide Bank shareholders are very familiar with myself and my corporate experience, not only through my time as a board member, but also I stood in as interim CEO when our CEO resigned. Through that time, I've made it my priority to get to know and meet as many shareholders as possible. For the MyState shareholders who don't know me, I bring to the board a wealth of banking experience going through decades of working in the financial services sector, as you can probably tell from my grey hair. Key roles at St.
George were in treasury and capital markets as General Manager. I led the St. George retail banking business, and I also led the St. George Corporate and Business Bank through its growth phase. Combined that with several years' experience working in U.S. banks here in Australia and finally finishing my banking career at Westpac. Through that time, I've seen many difficult periods. The market has to navigate its way through stock market crashes, recessions. I've seen the extremes of markets, the Aussie dollar below AUD 0.50, above AUD 1.00 U.S., interest rates at 20%, and recently interest rates at 0%. As the smallest bank in Australia in this market, competing against the four majors, it's not without its challenges. Yet it is rewarding, and there exists a passion and enthusiasm from the team to succeed in this highly competitive and regulated market.
I'm a true advocate for the merger between MyState and Auswide Bank brands. The merger provides us with additional scale and the opportunity for cost efficiencies, but also a foundation for growth. The market we operate in, whilst remaining very competitive, is becoming more complex, and I believe this merger is the best pathway to a future success and provides an opportunity to improve shareholder returns. I've been through many mergers, but I know what it takes for a merger to succeed. Here we have a great starting point, as both organizations have a very similar culture and focus on customers. The focus on the merger to date has been very strong, and we're off to a great start with synergies, but it requires continued focus and drive.
To that end, I seek another 12 months on the board to further support my fellow board members in management during this critical phase of the merger. This short tenure is in recognition and support of the need to commence a program of board renewal. Therefore, I look to stand down after the 2026 AGM. In the meantime, thank you for entrusting me with the task of contributing to a successful integration of these two wonderful organizations. Thank you, Sandra.
Thanks, Greg. Are there any questions for Greg from the floor? No? Are there any written questions?
No.
No. Any verbal questions?
No.
No. Shall we show the proxy votes, please? Thank you. Moving on to item five. Item five of the meeting is to consider and, if thought fit, pass the following ordinary resolution: that Jacqueline Cohonen, who retires from the Office of Director in accordance with clause 61.2 of the Constitution and ASX Listing Rule 14.4, being eligible and offering herself for election, be elected as a Director of the Company. I note that the Board, in the absence of Ms. Cohonen, has voted unanimously to endorse Ms. Cohonen's election. I will now ask Ms. Cohonen to address the meeting. Jackie.
Thank you, Sandra, and good morning, fellow shareholders. As some of you may know, I joined the MyState Board in February as part of the merger with Auswide Bank. I joined the Auswide Bank Board in April 2021. This is a very exciting time for MyState, and I feel privileged to serve on this board and help guide the company through this challenging but rewarding period. I'm passionate about the integration of Auswide and MyState and believe it will be beneficial to shareholders, customers, staff, and other stakeholders. Prior to becoming a Non-Executive Director, I spent 35 years working in the technology sector. I've helped many organizations navigate the challenges of large-scale transformation projects, many of them in financial services.
I believe that a big part of the success of MyState will depend on building the right technology platforms to support customers, brokers, and staff while keeping the bank and our customers safe. If elected, I'll draw on my background to help make these initiatives successful. Since May, I also took up responsibility of chairing the Group People Remuneration and Nomination Committee. As Chair of this committee, I seek to enable a remuneration framework that will attract and motivate employees while always being mindful of our responsibilities to shareholders. In addition to my director role at MyState, I sit on other boards in other industries. I feel this exposure assists me to bring different perspectives and insight to our board decisions.
If elected today, I look forward to being part of the MyState journey as we seize the opportunities that are ahead of us, manage the risks, and create value for our shareholders. Thank you for your consideration.
Thanks, Jackie. Are there any questions from the floor for Jackie? No? Any questions, written questions? No verbal questions?
No.
Okay. Thank you. Can we display the proxies? Thank you. Item six is for the meeting to consider and if thought fit passing the following ordinary resolution that Sibylle Krieger, who retires from the Office of Director by rotation in accordance with clause 62 of the Company's Constitution and ASX listing rule 14.4, be eligible and offering herself for re-election, be re-elected as a Director of the Company. I note that the Board, in the absence of Ms. Krieger, has voted unanimously to endorse Ms. Krieger's re-election. I will now ask Ms. Krieger to present to the meeting. Sibylle.
Thank you, Chair. Good morning, MyState shareholders, and thank you for participating in this year's AGM. My name is Sibylle Krieger, and I've been a Director of MyState for almost nine years, since December 2016. In addition to my role as an Independent Non-Executive Director, I'm Chair of the Group Risk Committee and was for several years Chair of the People Remuneration and Nominations Committee of the Board. I'm up for re-election at this AGM, and I would welcome your support. In total, I have 20 years' experience as a Non-Executive Director and Chair across listed and unlisted companies in multiple sectors. I'm currently a Director on two ASX listed boards. The largest is an essential infrastructure services provider called Ventia Services with 16,000 employees.
In the past, I have served on three other listed company boards, Vector, a New Zealand Exchange Top 50 company in energy distribution, Zenith IP, an ASX listed company in professional services, and OpenPay, which was a listed fintech. In addition to my listed boards, I'm a Non-Executive Director on the entity which is at the center of the New South Wales Electricity Infrastructure Reforms, whose task it is to facilitate the transition to renewables in an orderly fashion at lowest cost to energy consumers. I'm also a member of the Investment Committee for the Commonwealth Capacity Investment Scheme. My original training and first career was as a commercial lawyer. I was a partner in a global law firm and also in a first-tier Australian national law firm.
I gained broad commercial experience, including in areas of direct relevance to MyState, corporate law, directors' duties, governance, regulatory frameworks, and managing constructive interactions with regulators. I also spent six years as an economic regulator, and I have a good understanding of how regulators approach issues and interact with their sector. You'll be aware that as an APRA-regulated bank, MyState is rigorously regulated. I fully supported the merger with Auswide Bank, which was completed earlier this year and played an active part in bringing the merger to fruition. While the merger will deliver considerable value to our shareholders, it has created some challenges in succession planning for the post-merger board. To facilitate orderly succession, I'm seeking re-election for a term of one year, during which I will continue to serve as Chair of the Group Risk Committee.
With your support, I look forward to contributing thoughtfully to MyState's post-merger integration and orderly board renewal for a further one-year term. Thank you.
Thanks, Sibylle. Are there any questions for Sibylle from the floor? Any written questions?
No.
Any verbal questions?
No.
No? Can we show the proxies, please? There are the proxies. Thank you. Last but not least, item seven is for the meeting to consider and if thought fit, pass the following ordinary resolution that Vaughn Richtor, who retires from the Office of Director by rotation in accordance with clause 62 of the Company's Constitution and ASX listing rule 14.4, being eligible and offering himself for re-election, be re-elected as a Director of the Company. I note that the Board, in the absence of Mr. Richtor, has voted unanimously to endorse Mr. Richtor's re-election. I will now ask Mr. Richtor to present to the meeting. Thanks, Vaughn.
Thank you, Sandra, and good morning, MyState shareholders, and thank you for participating in the 2025 AGM. It's a privilege to speak with you today and seek your support for my re-election to the Board of MyState Limited as a Non-Executive Director. My name is Vaughn Richtor, and I've had the honor of serving on the Board of MyState since 2019, including as Chairman following the retirement of Miles Hampton in 2022 and until our recent merger with Auswide Bank. During that time, I have worked closely with my board colleagues and executive team to guide the company through a period of strategic transformation, digital innovation, and disciplined growth. I'm also thankful for the constructive feedback from my interactions with many of you, our shareholders, in my time as Chair.
My broader career spans four decades in banking and financial services, including senior leadership roles across Asia and Europe, including over 20 years in Australia. As the founding CEO of ING Direct Australia, I launched and helped build a challenger brand that became the sixth largest retail bank 10 years from startup to a balance sheet of over AUD 50 billion and 1.7 million customers. I later served as CEO of ING Banking Asia and ING Vysya Bank in India, where I led a successful turnaround that significantly improved productivity and profitability. I've also been involved in negotiating and implementing several bank mergers over the years. I served on the Council of the Australian Bankers Association from 2012 to 2016 and was named Australian Banking and Finance CEO of the Year in 2016.
I've had board positions in the UK, India, Thailand, Korea, and Australia, and served on the ING Group Leadership and Management Councils. This global experience has given me a deep understanding of banking operations, regulatory environments, and the importance of strong governance frameworks. I'm currently a Trustee Director of Rest Superannuation, where I chair the Member and Services Committee and also sit on the Risk and Board Investment Committees. I've written and presented on customer centricity, digital transformation, corporate culture, and business strategy. I'm passionate about providing value-for-money products, making it simple and easy for customers, developing the skills and capabilities of staff, and being a responsible member of the communities we operate in. By doing this, I believe we will deliver strong returns for our shareholders.
At MyState, I've endeavored to bring this experience to bear in supporting our strategic direction, contributing to board committees, and ensuring we remain agile, well-governed, and customer-focused. I remain committed to challenging constructively, thinking long-term, and helping MyState navigate the evolving financial landscape with confidence and integrity. I'm excited by the plans of MyState and have watched the business develop its capabilities during my time on the board. I thank our shareholders for their support as we navigate the opportunities that lie before us. Thank you again for your continued trust and engagement and support, and I respectfully ask for your vote in favor of my re-election. Thank you.
Any questions from the floor in relation to this item? No? Written questions?
No.
No? Verbal questions?
No.
No? Could we show the proxies, please? There we go. Item eight is to consider and, if thought fit, pass the following non-binding ordinary resolution: that for the purposes of section 250R(2) of the Constitution Act 2001, and for all other purposes, the remuneration report, which forms part of the director's report for the year ended 30 June 2025, be adopted. The remuneration report is set out in the 2025 annual report. The vote on this resolution is advisory only. The relevant voting exclusions and details about the outcome of this vote are included in the notice of meeting. Are there any questions on the remuneration report from the floor? No written questions?
Yes, there is one question. I'll read it out from shareholder Stephen Main. Thank you for offering a best practice hybrid AGM. The only tweaks next year would be to disclose the proxy position earlier with the formal addresses. Have there been any material protest votes today, and was this triggered by any against recommendations by proxy advisors, such as on this remuneration report? Also, could you please include the headcount data in the poll results so we can see how many shareholders voted for and against each item? Just like with the scheme of arrangement. Our share registry provider, Computershare, does this at its AGM. I'll hand over to Sandra for the answer.
Thank you, Scott. MyState complies with its ASX disclosure obligations and believes that pre-meeting disclosure of lodged vote proxies may unintentionally stifle discussion. In fairness to those shareholders who attend the meeting, we will continue to disclose proxies to the meeting following the completion of discussion of each item of business. Thank you for your question regarding the recommendations made by the main proxy advisors and the disclosure of proxy votes. Despite the request to the contrary, we must clarify to the meeting that proxy advisor reports include a clear obligation on the company to maintain content confidentiality. We honor that obligation and will not discuss the contents of these reports, which are specifically produced for their subscribing clients. The recommendations to vote for or against any resolution are strictly a matter between the proxy advisor and the subscribers. Thanks, Scott.
There being no other questions, shall we put the proxies up, please, for the remuneration report? Thank you. Item 9, the approval of the... You're right?
Yeah, sorry.
Item 9 is to consider and if thought fit pass the following ordinary resolution: that for the purposes of ASX Listing Rule 10.14 and for all other purposes, the issue by the company of up to 168,075 unlisted performance rights to the company's Managing Director and Chief Executive Officer, Mr. Brett Morgan, as part of Mr. Morgan's remuneration for the financial year ended 30 June 2026, on the terms set out in the explanatory memorandum to this notice of AGM, be approved. In accordance with the Corporations Act and ASX Listing Rule requirements, the company will disregard any votes in favor of this resolution by the company's key management personnel or closely related parties as described in full in the voting exclusion statement set out in the notice and explanatory memorandum for this meeting. Are there any questions from the floor regarding this resolution? No? Are there any questions online?
No.
No? Can we show the proxies, please? Thank you. Ladies and gentlemen, there are no further items of business for the meeting. Before we close the poll, are there any final questions? None from the floor. Are there any online?
Yes, there are. The first one—sorry, there are.
From the floor there.
Oh, sorry. There was one from the floor. Did someone want to ask a question?
Shareholder David Roberts.
Thank you. Thanks, Mr. Gordon.
I address this to whoever you think is suitable there to answer, and that is, is there any industry, heavy industry, that you would not put money into? This would be heavy industry, not Gupta companies from India, but they have... This company has AUD 300 million in subsidiaries in tax credits. Would you consider anything like that as being an asset?
You mean taking an equity holding in one of those companies as opposed to lending the money?
Both if you like.
Right. I don't think we would. I mean, we lend for home mortgages, so we don't lend to heavy industry, and it's not our normal business to enter into equity transactions with other companies unless it's something like a merger or an aligned business activity. Do you want to add, Brett?
No, I think that sums it up. We're predominantly a consumer home lender, which is where our focus lies.
Thank you. Anything else from the floor before I go to the written questions? No? The other written questions.
Okay. First question from... We have a couple of questions. First question from shareholder Stephen Main. The six most valuable U.S. big tech stocks: Microsoft, Apple, Amazon, Meta, Alphabet, and Nvidia are together worth more than AUD 20 trillion, largely because they have enormous pricing power and are overcharging customers the world over. Could the CEO comment on which of the big global technology companies we are most reliant on and what would we do if they suddenly put their prices up by 30%? Also, were we impacted by the global AWS outage yesterday?
Thanks for the question. I guess the question is speculative and not directly related to this meeting, but we can confirm we weren't impacted by the Amazon Web Services outage yesterday. The only thing we have on Amazon is a public website, which wasn't impacted again. We therefore assume that only certain Amazon regions were impacted by the outage.
Next question. Sorry, I was waiting for the... Apologies for the delay. Question from Ms. Victoria Elwood. Can you please, going forward, have the meeting show the actual meeting of the people talking and not slides for online shareholders? Please comment. I'm happy. We'll take that one on notice as people would appreciate the production of a video-based meeting. It takes a lot more resource and logistics. We'll have a look at that, and if it appears to be cost-effective, then we'll do so. We'll have a look at that over the next period before next year's AGM, and we'll advise in next year's notice of meeting.
Thanks, Scott. Anything else?
Yes. Sorry, these are just coming through. There's another question from Mr. Stephen Main. It sounds like there's been quite a tussle on the board. Renewal and sequencing these one and two-year terms are very unusual. How much of this is driven by merger agreements, and does Vaughn believe the next Chair is currently on the board when Sandra retires in 2027?
Do you want me to answer that?
Yeah, you can answer that.
Thanks.
Sorry, I'll just present that through.
Am I just doing this off the bat?
No, no, no. I'll present it through.
Okay, now.
Go for it. It's coming through, though. I don't know.
What's that?
I don't know.
That's right.
Sorry.
You're all right.
Yeah, just coming through.
Thanks for the question, Stephen. The board renewal process that we put in place has been described to the meeting. Whenever you put two merged boards together, there's always a process of then working out what's the best fit for the organization going forward, recognizing and respecting the desires of the two merging sets of shareholders in the initial period. We're also conscious that APRA has mooted a change that would require a limit of 10-year terms, and we are actively going through a process of working out who goes when, and you've heard about that today and why. Jackie will be leading, with the board's assistance, a succession plan and a selection process for the directors to replace some of the outgoing directors. As to whether Vaughn believes the next Chair is currently on the board, I'll leave it to him to say.
It's up to the board to decide going forward.
That's right. It will be up to the board at the time. Thank you.
There is now one final question. I think we've got that in front of you.
This one?
Okay. This is in relation to performance rights to the CEO. Question. We now know there was a 12% vote against the REM report. Was this to do with the LTI structure?
That's quite speculative because we don't actually know. MyState engages an independent third party to value performance rights when issued and to also test performance outcomes at the end of each relevant performance period. With respect to the 2022 LTI, the independent third party assessed that 50% of the shares offered should be issued with respect to the TSR performance hurdle. The board considered a higher rate of vesting based on natural variations to the assessment comparator group during the performance period. Having considered the options, the board determined that it had no basis to justify the application of any discretion and accepted the recommendations from the independent third party.
No further questions.
No further questions. Okay. There's no further questions. I'm just going to pause briefly to allow shareholders to finalize their voting before the poll closes, and Computershare will come around and collect your completed cards if you haven't done it online. I've been old school. I've completed it on the card. Has everybody handed up their cards? I can see a green card up the back there. Don't want to miss any. Okay. Am I able to declare the poll closed now? Yes. I now declare the poll closed. Please note that the formal results of the poll will be lodged with the ASX later today, and you can access these results by going to the ASX or the MyState Limited website. There being no further business for the general meeting, I thank you for your attendance today and declare the meeting closed. Thank you.