Well, good morning. Welcome to the Annual General Meeting of Redox. Thank you for coming. I'm delighted that so many people are in a face-to-face mode this morning, and I also welcome those that are online, which obviously is a very convenient way also to tune into meetings that you can't physically get to.
So my name's Ian Campbell. Many of you are familiar with me. I'm the Chairman of Redox, and I'll be chairing this meeting today. It's past the nominated starting time, so I will get right onto it. Slide, please. There we go. So there's the agenda for the meeting today. A short introduction from myself, followed by Raimond Coneliano's presentation. We'll take some Q&A, and then the formal part we'll leave to the end, and also if there's any final questions.
So as far as the introduction is concerned, I'd just like to tell you who's on the top table here. We've got Raimond here, CEO, Managing Director, Renato Coneliano, Executive Director, Marketing Manager, Mary, Non-Executive Director, Garry, Non-Executive Director. And also we've got sitting at the table, we've got Kim Yap, our Chief Financial Officer, and Erika Jasarevic, our Company Secretary. We've also got representatives from our auditors, Deloitte and Herbert Smith Freehills, and also Richard Coneliano, an Alternate Director, and the Chief Operating Officer is sitting here with us as well.
So whilst the details you're about to see have all been filed with the ASX as required at the opening time today, I will actually read my short address so that you're all fully informed as to where the chair sits. Now, the company's continued to prosper during FY25 despite significant geopolitical and macroeconomic headwinds, which have affected the global chemical and ingredient distribution sector and the broader economy. We are part of the chemical industry. What happens to the competitors also happens to us. Hopefully, we can play the game a little better.
Now, Redox has maintained a focused strategy, clear purpose, expanding its workforce and operations through both organic and inorganic growth. Prices, while slightly below the levels of FY24, particularly Q1 FY24, were relatively stable throughout FY25. Overall, Redox produced strong results, increasing sales revenue by 9.4%, gross profit by 1%, with a conversion margin of 45.3%, which is sitting well against our peers, and tonnages, as you'll see from Raimond, are well up. The board operates harmoniously and aligns with the culture of this highly successful company, which produced strong results and dividends year after year.
The board's full-year payout of shareholders in FY25 was AUD 0.125 per share, representing a payout of 85% of statutory net profit after tax, which is above our stated dividend policy of 60%-80% and reflects the board's confidence in the company's financial strength and prospects. The board's committed to Environmental, Social, and Governance, as set out in Redox's annual report. Redox has actively engaged in programs which address all key areas of ESG, including, in particular, greenhouse gas emissions.
We continue to endeavor to improve our workforce composition, particularly at the management level, and are conscious of board diversity and refreshment. Redox has implemented recommendations from employees following an independent employee survey, which has culminated in more opportunities for employees and enhanced communication within the business.
The board, in setting the FY26 executive remuneration incentives, continues to maintain a simplistic approach and did not include any non-financial elements in the vesting criteria. We will continue to review the criteria over the coming years, ensuring, however, the most important element remains total shareholder return. CEO Raimond Coneliano has been an inspiring leader, and his relationship with independents Mary, Garry, and myself has been strong and free-flowing. Our highly experienced executives have welcomed new ideas and have demonstrated their preparedness and flexibility to incorporate changes required in this emerging global business.
In closing, I wish to thank management staff and my fellow directors for their contribution and support. We take on the opportunity and challenges in the year ahead, comforted by our cash or cash equivalent position of AUD 124 million and of unused debt facilities of AUD 185 million at year-end. I now hand over to Raimond Coneliano, who will provide an overview of the business's performance.
A little bit of a random course, Ian. Thank you.
It's not easy getting up in front of all you lovely people. You know, it's not easy.
Thank you. Thank you for. Can't see you well with the glasses. Thank you for coming, taking the time out to listen to what's been going on at Redox, and thank you for being a shareholder or considering becoming a shareholder. We'd love to have you on the journey if you haven't already, but I had the luck and privilege to meet some shareholders from our first AGM as a public company, and it's great to have you on this journey with us, so I appreciate it, and thanks, Ian, for the very lovely introduction.
I want to also point out that Richard Coneliano, our COO, is a linchpin of the business and really doesn't get enough credit, especially in forums like this. It's very easy for me to get up and give long, boring speeches, but he's doing the hard work that really makes Redox tick, and I think he needs a separate round of applause, Richard. And now, Erika, no, we won't do every Redox person in the room. That would take quite a while.
Let's go to the next slide. So this is our 60th birthday year, Redox, which is a fun thing. And that means we've had a long time to understand how this business operates, but especially new shareholders have only had a few years with the business to understand typical conditions, what happens in the business. So this slide is sort of setting out that we've had some fairly unusual conditions of recent times, right? I think the things to point out there are the margins. Margins are back within a sort of normal range. For Redox, that's sort of 20%-22% GP. They were a lot higher in FY24, but that was a bit of an unusual time, right?
I think the other point was the cost inflation, which is prevalent throughout the economy. Redox are not Robinson Crusoe on an island by ourselves there, but we did have wage inflation, which was quite unusual, and inflation in storage and distribution costs quite high. We are making some very positive, proactive decisions to ameliorate those sort of effects and lessen their effects, and I'm really proud of the way the business responds in a proactive way to lessen the impact.
Let's go to the next slide. So in that context, with the economic conditions being what they are, I'm very proud to say we were able to increase sales revenue 9.4%, only slightly below our 30-year average of around 10.5%. Gross profit margins were at the sort of higher end of the 20%-22% range, which we expect over the long term. As Ian pointed out, the business is very well capitalized.
That injection of funds from the IPO largely still remaining unspent, but that's because we're very diligent and careful managers of money. We won't be rushed into investing it. We are obviously seeking new ways to grow. We'll talk about some of the acquisitions that we've made over the year in aid of growth and growing organically as well.
Maybe the next slide, please. This is a breakdown of our sales by industry. It hasn't changed a whole lot, but one of the areas that grew very well in the last 12 months was crop production and protection, partially aided by our increased product suite from Oleum, which goes into herbicides. We were talking to someone outside about herbicides earlier, glyphosate. We don't sell glyphosate, but we do sell some products that go with those herbicides to help them adhere to the leaves and things like that. So a good industry that we've done very well with.
I think on the negative side, mining and explosives was the drag there, only down by 2%, but that's an area we're looking to grow a lot. It was a drag mostly because of cyclical factors around nickel and lithium, and we'll see how those things bounce back in the next 12 months. I will say I got a lovely email, which I shared with some of the executive team, from a mining customer. This mine sent out our metallurgist and our sales rep, and they spent, I think, days there doing testing and trialing our reagent package for the mine.
And a beautiful email came back, and I won't read it word for word, but I will give you the highlights because I am very proud of it. I was generally impressed by the commitment you and Anil showed on site. It really stood out. Off the back of that, I've decided to become a shareholder. Had a chat with a mate of mine yesterday, and a fund manager based in Sydney mentioned the business to him. I encourage him to take a closer look as I'm really impressed, and it goes on and on and on. What a wonderful, wonderful expression of the kind of impact that Redox has with our customers. And in mining, there's a big opportunity there that we're hoping to capture this year.
Let's go to the next slide. I think you might have all seen this before. Perhaps you haven't, but I was, again, talking to some people outside about the strengths of Redox, and just as a reminder, one of the key strengths that we have is our diversity and how diverse our business is, not just in our suppliers, but with our customers, our products, even our geography is now becoming more diverse. That makes us very resilient, and it's a very resilient, tough business, and we're very proud of the way it operates throughout cycles.
Maybe the next screen, so chemical distribution and the market which we operate in is very attractive. I think sort of summing up this again, the potential is so large. AUD 28 billion in chemicals in Australia alone, AUD 8 billion in food ingredients alone in Australia. That's not even to start with the U.S. and New Zealand and Malaysia, which are several times more than that again. It's a highly fragmented sector, which makes our strategy of making good acquisitions very useful, and it's an area we're going to continue to work on.
Next slide, please. As I said before, some of these acquisitions are really interesting. They all added new products, new relationships with customers, with suppliers. Oleum, John Lemman and his team have fit right in with our team. Fantastic people, some of the best products and great relationships with companies like Dow Chemical Company. OzChem, we acquired them sort of end of the first half of November, November 2024, and again, Jason, a beautiful family business, a lot like ours, and they fit right in. We've got a great facility through that acquisition in Wetherill Park in Western Sydney, and it's a unique asset and a unique range of products, and we're doing really well with them, so I'm very happy about that.
Finally, Moleculus, our Frenchman, Philippe, is such an injection of enthusiasm and knowledge and verve. It's the only word I could use. He's sort of infectious enthusiasm I love, and those products are really wonderful. These transformer oils, for everyone who doesn't know too much about them, get used in electrical transformers.
And what is happening at the moment is a huge investment in energy infrastructure, and so it's a really wonderful area. Every time they build these interconnectors between two states, they have to actually build a lot of transformers because transformers keep the current going for long distances. All the renewable power facilities, they also need those. Dry throat there. So a wonderful area. And I think we're integrating them sometime later in this calendar year. Richard's smiling because it's again all on Richard to help do that.
So yeah, but on the right-hand side, you can see our organic growth lever. It's what are we doing outside of just acquiring businesses? We're increasing our sales team, which we always do. We've set up a Canadian entity. I'm very happy to say we're now selling into Canada through that entity. So the food industry actually is our first client there through that entity.
I mentioned earlier our metallurgist, who's doing great work with some of our mining customers. We've opened offices in New Jersey and Ohio. I haven't been yet, but I'm looking forward to getting some time away from my desk to do that. But two great guys. One guy from our Melbourne office went over to New Jersey. Ohio is our sales manager who moved from LA.
And I was saying earlier again to someone outside, what's the really difficult thing to—what's the biggest challenge we've got? And I think it's keeping the Redox culture intact as we grow large. I think you have a really great business. If it's just Renato, Richard, myself, and a few others around the table, how do you maintain that culture as you grow a business? And that's a real secret sauce because I think moving people around the business and giving them opportunities is a really nice way to do that.
Renato's product management team have signed up a lot of new distribution agreements with some of the best and brightest companies in the world. And we continue to add products to our portfolio, both small niche products, but also wonderful large opportunity products that will help us continue to grow. Next slide, please.
So just one quarter into FY26, but it's all pretty steady as she goes. Volume growth was in line with the long-term average. Selling prices were very stable versus PCP. Gross profit margins, similar levels to FY25. Of course, what is outside of our control is the macro headwind, I think we'll call it. And that forces us to believe that the rest of the year may be weaker than average from a demand standpoint.
That doesn't mean the world's ending, just so no one sort of freaks out too much. It just means it's not an exuberant environment that we're encountering from a demand standpoint. And for what we were talking about before, AUD 28 billion worth of potential in chemicals in Australia alone, we're only AUD 1 billion. So even if the economy isn't growing really fast, we still have the opportunity to take market share and build our business even under those conditions. It just means that it's a little bit more subdued than if the economy was roaring along.
The outlook, very good. We're well positioned for future growth. We've got a lot of advantages, I think, that puts us really well placed among our peers. And I look forward to continuing this business under the leadership team, the executive committee, and our great employees who always surprise me with their entrepreneurial spirit, their dedication, and their love for the business, which I hope you're also coming to love it just as much as we do. I think that's it for me.
[audio distortion] Yeah. We might do some Q&A. I'm sitting here because I'm sure a lot of the questions we're going to go back to that to Raymond. So I'll open it up to the floor, and then I'll check with the moderator to see whether we've got any other questions coming through from online. Go for it, Lindsay.
Inventories. I've seen the balance sheet increase from AUD 280 million to AUD 311 million at balance date, and your sales are at 9.4. That's an increase of about 10.6. That's increased higher than sales. Is that a worry to you? And secondly, how do you normally gauge what [audio distortion] yeah.
So the question is about the inventory at period end, right? So I think the way to think about it is it's a fairly inaccurate kind of view of the average inventory over the year because you're looking at goods on the water, goods delayed, etc., etc. A lot of that actually reversed out. That higher-than-average inventory position reversed out in July. But it's also the effect of the acquisitions we made. So Moleculus, we acquired very late in the period. That came with a lot of stock that had bulk tanks and so forth. So yeah, I think you'll see that smooth out a little bit.
Normal inventory days are what, Renato? 69, 70 days? On the stock days? Yeah. 70 days. 70 days, stock days. And most of our goods are usually pre-sold. So about 85% of our goods are pre-sold before we even buy them. So yeah, the risk is not very high.
I think just adding to that, we're not going to run out of stock like our competitors. Anyone who runs out of stock loses customers. Full stop. It is, but it's well entrenched nowadays. Yeah. Other questions?
I noticed that you took over or acquired three small companies. Are there many other small companies around the world that you could be taking over in the future? And if that were the case, you might become a monopoly. Now, that has certain advantages, but you might find it difficult to get by the Australian Stock Exchange to do some of these things, right? Tell us what you think about this. You've taken three of them. And I think earlier last year, you might have taken some more. What's the position about acquiring companies, small companies? Do you think it can go on forever?
That's a good question. And I think it goes to that point I talked about earlier about it's a very fragmented sector. And we were talking about Coles, Woolworths, and IGA controlling a very large proportion of supermarket sales or the very few banks we have.
But chemical distribution is a bit unlike that. With the AUD 28 billion worth of chemicals that are sold in Australia, Redox is the largest with only sales of about AUD 1 billion. The next largest may be many times smaller than that. And so what you have is a preponderance of very small to medium sort of size, five to 25, AUD 30 million businesses, and very few larger than that. So the concentration is very, very low in our industry.
And this is the same globally. It's a globally known thing. And certainly, there's no risk of us. I think our market share is about 5% in that sort of region. So it's a problem for future Raimond if we do really, really well, but not the foreseeable future. It'll be many generations from now. Yeah.
To add to that, we're constantly on the lookout for opportunities to add on that are appropriate that fit into our culture. The U.S., obviously, we have a pipeline of looking at, if you like, which we keep in contact with. Owners over there are retiring, and they're looking for exit plans. We've got people that we've retained to identify them.
Our management are constantly talking to them about whether or not they would be fitting, whether or not they would work while taking the next stage of meeting them. But that is part whilst we're continuing to build our business organically. And of course, keep an eye on the monopoly, as you say, in Australia, but we're also looking in other jurisdictions. Yes, Walking.
A large part of the chemicals these days come from China. How are you dealing with the Chinese market? Have you got your own representation there, or are you dealing with importers directly, or can you elaborate a little bit on that?
Yeah. This is maybe a question best answered by Renato if you want to pass the mic down that way. Hello? Hello?
China is approximately 45% of our business. We have 440-odd active suppliers in China. Then again, we have about 100 of our staff, which are buyers, basically, each responsible for a set of molecules that they purchase all around the world. And we normally buy directly from the producers in China and elsewhere around the world.
You might say that is over-dependence on China, but that's 45% is approximately China's world share of chemical exports. So it's only logical that we have that amount of exposure. We're dealing with them quite well. They're doing it tough, but we seem to be surviving and making nice money out of their business.
Have you got an office in China?
No, we have no office in China. We employed a Chinese national some 30 years ago. She's still with us. And she assists the 100 product managers to get over whatever cultural issues they may have. And it's been working out quite well. Yeah.
The language barrier is not what it used to be when I started in the 1990s. I think early on, you had quite a tough time talking to people in China, but they're very highly educated. They all learn English. It's much more a breeze. And like Renato says, sometimes it's more about the cultural differences, and you need to navigate that different business culture a little bit.
So I would say you're very lucky if you've got somebody who looks after everything sort of in one way. I myself had a chemical business in China. I know quite well all the idiosyncrasies, right? So congratulations.
Any questions from the moderator, perhaps?
Chair, there are currently no questions from the phone. I do have a question from Mr. Rhys van der Meyden, a shareholder. How is the USA business trading? You had forecast in the prospectus around AUD 100 million in revenue, but it is only around AUD 70-AUD 75 million. What are you doing to address this? Are you still currently looking at acquisitions? If yes, what is holding you back at the moment? Are vendors having too high of expectations regarding price, or you haven't found anything that you really like? Yeah.
Okay. So our business, our current business, is trading very well. Happy to say it's growing strongly. I think in the first quarter of FY26 is probably a fair way to characterize it. The growth percentage is much higher than the rest of the business. It's a newer business, which is great.
We are looking at a number of businesses to acquire in the U.S. And as Ian mentioned earlier, we have an acquisition agent who's working on our behalf in the U.S. But I think it's fair also to say that you have to be very careful in uncertain times with tariffs and all the things that are going on to understand when you're buying a business, how sustainable is its earnings?
And you need some clear air and a good amount of time to properly understand that fully. So we won't be rushed. We'll take our time. We'll make sure that they screen properly through our process, which looks at how diverse a business is, how many clients they have, how many suppliers, what would happen if this customer or this supplier or this product didn't continue, and what's the management like.
We like to get to know the people that we're going to be dealing with because we're not looking to buy businesses and sack all the people or anything. We want the people who've created that goodwill to stay with the business, at least for a period, if not forever. So yeah, look, we make no apologies. We'll be very careful about that, and that's all we can do.
Yes.
[audio distortion]
I think, well, it's hard to tell, but I think geographically-wise, we're going to concentrate on North America. I think that's the big opportunity that we've put a lot of foundational work into that market. A lot of regulatory work we have to do to establish ourselves in a new market.
We have to spend a lot of time proving ourselves to clients in a new market and suppliers who have many different routes to market. They want to know, well, look, we gave an offer to Redox, and they're going to do the right thing and get us some business. So we've got a lot to prove still in North America. Asia, probably not in the immediate plans, but you never know.
There's a lot of synergies with our current business, being in APAC, our Malaysian business. But it's not the immediate focus. The immediate focus is Canada, the United States, and Mexico. That'll take up a lot of our time going forward.
I think also the acquisitions in the chemical industry are significant in numbers still in the U.S. We're talking hundreds in a year. But there's certainly an element of a degree of quietness in that it's slowed down a little bit. Particularly larger acquisitions have been a bit on the nose. And the Redox way is to sort of just do a slowly build-up acquisitions of bite-sized chunks, generally speaking, although we can fund larger ones with an emphasis on maintaining the culture.
In addition to that, we actually don't like playing for fresh air. So we're very much like, what are we going to get for our money? Anything else is fresh air. Well, we realize to be competitive, we're going to have to pay for some of it, but we don't like paying too much. But to get the prices, we're going to have to pay more than we really want to pay if that fits in with our strategy. That's life. Last one, Kunzi.
Two questions. When I spoke to you outside, you said you had 12 employees in New Zealand. How important is that? Not exactly 12. I don't know the exact number, but a couple dozen, let's say. But generally, how important is the New Zealand business, and how is it going given that we're here? The economy is slow. And secondly, in Canada, you mentioned you've got a Canadian entity in the custom in the food industry. What are your plans there? And is it safer to try and grow in Canada than the U.S.? Yeah.
Okay. So yeah, I don't know the exact number of New Zealand employees. Ashley's in the room. Our HR manager's in the room. How much? 25. 25. There you go. So two dozen. Look, okay. The Kiwi economy has far less dimension than the Australian economy. There's far fewer sectors that ride on the back of the agricultural industry, more or less. And so that's always a bit of a struggle to predict how the year's going to go. I don't have an updated number to give you about this period, but we're very happy with it. And talking about Canada, yeah, as in Mexico, we do a lot of business in Mexico. We have an entity there that our U.S. staff at the moment handle all the sales into those places.
So as we build it up, we may choose to have people on the ground, boots on the ground. But while we're building and experiencing a lot of growth, we'll just do that remotely for now. See, in Canada and Mexico, we have customers with operations throughout North America and certainly even in Australia that we can leverage relationships that we don't actually need a person sitting at a desk. It's just all paperwork.
Okay. Any more questions from you? Howard up there.
No more questions.
Thank you for your questions. We'll have a bit more time at the end. Of course, afterwards, we're inviting you to stay around for a little longer, but we'll move on to the formal session. Seeing no objections, I'll take the notice of meetings as read, explanatory statements.
Chair, I should note that it's my intention for me as chairman to vote all open undirected votes available to me in favor of the resolutions. As chair, I hereby demand a poll in respect of all resolutions. When voting on all resolutions is complete, the results of the votes will be released to the ASX as soon as practically possible following the conclusion of this meeting.
I've been advised by Computershare, our share registry, that 120 valid proxy forms have been received from shareholders who are accordingly declared present by proxy at the meeting. Richard Powell from Computershare has been appointed as the returning officer. With the immediate conduct of polls, I've instructed Mr. Powell to formally open the poll. I'll now go through the voting instructions, which I'm obliged to do under law. Voting instructions according to Regulation 7.11.37, the Corporations Regulations 2001.
The board has determined that persons who are registered holders of shares in the company as at 7:00 P.M. Australian Standard Time on Monday, 6 October 2025, were entitled to attend and vote at the meeting as a shareholder. Share transfers registered after that time will be disregarded in determining entitlements to attend and vote at the meeting. If more than one joint holder of shares is present at the meeting with a person by proxy or by attorney or by representative contending to vote, only the vote of the joint holder whose name appears first on the register will be counted.
Voting will be conducted by way of poll, as said, whereby shareholders have one vote for every fully paid ordinary share held, subject to the restrictions on voting referred to below. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolutions. If no voting indication is given, your proxy will vote or abstain from voting as he or she thinks fit in relation to any other matter which is put to the meeting.
In relation to the proxies that I hold as Chair, I advise that if the members directed me to vote in a certain way, I will vote in accordance with that direction. I have not been directed in any way. I intend to vote in favor of all resolutions, and I was not directed in any way other than to vote for them. So all resolutions are today ordinary resolutions, meaning they can be passed by a simple majority of votes cast by those entitled to vote. Next slide.
Please refer to the instructions displayed on the screen on how to vote via the online platform. I thought you were all familiar with this, but just showing you what that looks like. A couple of minutes to do that. It's pretty straightforward, and slide 15 will be Please refer to the instructions displayed on how to ask a question. I think we understand how to ask questions from the room already, and we'll move on to the item of business.
There are the four items we're going to deal with, so item one is the non-voting resolution financial report. The purpose of the AGM today is to consider the financial report of the company, consider the auditor's report, pass various resolutions regarding the adoption of the remuneration report, the reelection of directors, and the grant of performance rights.
The first item of business, receive the financial statements, director's report, auditor's report for the period from July 2024 - 30 June 2025. Now, while there's no need for shareholders to formally approve these reports, I will take shareholder questions on the financial statements to the board or Deloitte as auditors if there are any such questions. Are there any questions from the room? Any questions from Howard, moderator?
There is one question from Mr. Stephen Mayne, a shareholder, Chairman. It's fairly long, so I'll go through it. Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX dropping by 10% since January 2023 to a nearly 20-year low of 2,049 entities. There were a record 27 major takeovers above 100 million completed in 2024/2025, and there are very few new floats to replenish the ranks.
We are a rare example of a large recent float. More than two years on from our July 2023 IPO, is the founding family happy with the experience and pleased they chose to go public rather than realizing some value by partnering with a private equity firm, which seems to be the most popular except for founding families these days? Are there any regulatory or transparency aspects of being public that we find particularly annoying, pointless, or distracting? Please cover the new ESG reporting requirements when addressing this point.
Right. Well, let me just make a few comments before I let Raimond loose. First thing I think outstanding is that the escrow period has since come and gone, and there are no disposal of shares. At a board meeting, one of the family members said, "When are we going to have a dividend reinvestment program?" I said, "Whilst you people are here, we're not going to have one." Why is that? Because you'll all take up your shares. There are no sellers in the family to date, as you can see from the register.
But as far as the other questions are concerned, other than the climate change, I might say, whilst it might be annoying from a company we've got to all handle, it's something that we've got to address, and the company does address it very formally in the sense that we engage Carbon Neutral to work with our climate executive director. It's very thorough to the extent I've got to even track how many kilometers I clock and what car I've got traveling to a board meeting.
But it looks like that we will be ending up in, I think it's phase one by the end of June 2026 with more than AUD 500 million revenue ticked and probably more than 500 employees. We are preparing for the fact that we will be early reporters on climate for FY26. If that doesn't happen, we might get another year. But for the rest of those questions, or parts of them, I'll address it to Raimond, who might want to include Renato in the answers. There you go.
This question gets asked a lot, which is an interesting one. I think the benefits of listing a company are pretty obvious. That is, if shareholders are not happy with the way the business is being run or the results, they can leave, right? And they can also benefit from the extra governance of independent board members. Not all my family work at the business. We've got a very large family and growing all the time. Some still in diapers as we speak, and some with other passions and things that they enjoy, of course.
So look, this gives us the governance so people understand the business is being run well. It allows us to flexibly tap the public markets for funding. And I think those aspects together make it a wonderful thing. Talking about the drawbacks, I think we could spend a whole bunch of time talking about those, but I don't think that it's very useful, so I'll leave it there.
Okay. Thank you for that. Anything else from the back?
No.
Okay. We'll move on to the non-binding remuneration report. I'll now move the sorry, now move the formal resolutions. Redox proposed the following resolutions to be put to the company's shareholders for voting. Other than for votes in which a director has a personal interest, the board unanimously recommends the shareholders vote in favor of the resolutions. And you can see the proxies for these next two are on the board.
Item two, non-binding resolution remuneration report. Consider and if passed the resolution as a non-binding ordinary resolution of the company. That for the purposes of section 250R(2), the Corporations Act, the remuneration report for the year ended 30 June 2025 be adopted. I note the vote on this resolution is advisory only and does not bind the directors of the company, but of course, we listen to the vote. A voting exclusion statement implies that this resolution refers to the notes related to voting contained in the notice of meeting. Are there any questions from the room on this motion? Or from the moderator or from phone calls?
I have a question from shareholder Mr. Stephen Mayne. His question is as follows. Many thanks for disclosing the proxy votes early to the ASX along with the formal addresses and for responding positively to a request to also include the headcount data showing how many shareholders voted for and against each item. The latest annual report says we have 2,879 shareholders. What did you think of the fact that only 110 of them bothered to vote by proxy, including on this remuneration report item?
I didn't really think much about it. I thought that the remuneration report was pretty tame. Certainly, they've got no executives getting monstrous remunerations. The FAIR, the FCIs, the LTIs, they're still going to be earned. None of them are getting it really needed, but they're there. So I thought it was a fairly tame vanilla remuneration report and the fact that voting was accordingly low. It didn't do other than the fact that it doesn't make any sense to us. Other questions?
No.
Results of the proxies held are there, set out on the screen. Voting is now open for those that have not previously voted. And by the way, is there anybody here that hasn't previously voted? Hands up. Okay. That's very good. Please cast your votes, which you've already done. So proxy results for item three are on the slide there. Item three, to consider any thought fit to pass the following as an ordinary resolution of the company that Ms. Mary Verschuer, director of the company, retires by rotation being eligible, offers herself for re-election, be re-elected as a director of the company.
Before I ask any questions, I might say that involvement of Mary was limited to the due diligence period as with Garry. Prior to their appointment as directors, on the basis that we never knew whether or not we were going to press the button and actually go public, although we thought we would definitely do it, and so that was the only involvement with the company, totally independent of her arrival, and she's been a very, very strong contributor to all activities of the board, particularly bringing new ideas in sense from her previous industries, including that on the board of Nuplex Industries. Are there any questions on the resolution? No? Question from Mr. Stephen Mayne.
The biggest protest vote on the proxies today was the 11.87 million shares cast by nine shareholders against the re-election of Mary. Yes, this was only 4.5% of the directed votes or 8.5% of the independent vote if you strip out the founding family. However, by way of contrast, there were only 237,757 votes against the remuneration report.
It looks like at least one of the proxy advisors recommended against Mary's re-election and at least one of the institutional clients followed this advice. Is that what happened and what concern did they raise? Was it an independence issue, a workload issue? And thanks again for disclosing the comprehensive voting data early so that such a question can be asked remotely at your best practice hybrid AGM. Right.
Thank you, Stephen. I might say that the way I read the voting and I had it confirmed by speaking with one of the other large shareholders that were on the verge of voting against the resolution was it wasn't against anything to do with Mary. It was to do with the general issue of independence of the board. And I might say that this was raised on my re-election through to June 27 on the basis that I'd been associated with the company for 15 years or so as a non-executive director.
The non-executive director status of myself was obviously a significant question to be addressed by all those of the due diligence committee, primarily UBS, Herbert Smith, and Deloitte, as well as the other independent directors. So I passed the independent inquiry at that time, and that stood in my re-election, which was always going to be for a period to bring calmness post the float.
So whilst I'm still here, I won't see the next turn of the century, I can assure you. But the vote had nothing to do with Mary. In fact, one of the major shareholders, I don't mind saying to you, I was playing golf at Arrowtown in New Zealand. And I took the call and explained the background of how the board has come to be. Her concern was, Look, I'm struck by company policy. 12 years, we voted against it.
But now that you've explained the background and the fact that you won't be seen the next century in, we will reverse our vote and vote in favor. The people that cast their vote, I had no contact with them, and I presume they followed a similar thought pattern. Okay. Any other questions?
The proxies for this resolution are set out. Cast your votes. You've already done that. And I think that we could pass that resolution substantially and welcome again Mary. Okay. Slide 18. We're going to deal with now item four. Consider and if thought fit to pass the following as an ordinary resolution of the company.
For the purpose of ASX listing rule 1014, to approve the proposed grant of performance rights under the company's performance rights plan to executive directors, Raymond Coneliano, Renato Coneliano, and Richard Coneliano. A voting exclusion statement applies to this resolution. Refer to the notes relating to voting contained in the notice of motion. Are there any questions from shareholders in the room? Any questions from Stephen?
I should have asked this before, but could you explain what you mean by that column open? You've had it before now, but I should have asked the question earlier.
Yeah. Secretary.
Open votes are the votes that are remaining open for the chair's discretion as to how he votes. So the open votes are the votes during the proxy stage when the proxy were open? And the proxy advisors left. The proxy advisors left their votes open, and that means that they've had the chair's discretion as to how the chair chooses to vote. The chair would decide how that is.
Correct. But they didn't give specific instructions to vote one way or another or to vote too on, too off, or whatever. Just open, leave it to you. Normally, you'd get against it staying. Well, yeah, I know. When I've already voted, but I didn't get anything about opening it. Right. Okay, well, the instruction, I think that there was an opportunity to leave it to the chair if you read the voting instructions. Anyway. But yes, it may. The proxy votes are in. Proxy finished, Richard. Nothing else to be done there, and I think I can declare that resolution passed as well.
Okay, so let's conclude the formal part of the business. A member from Computershare will now come around and collect the voting cards for those physically present, and for those shares attending virtually, online voting will close shortly. Please submit your online vote if you have not already done so. Just wait for the collection of the voting papers. All done? Okay. Thank you for that.
So I think we're given plenty of time for the virtual to vote as well if they haven't already done so. Completes the formal business of the meeting. So to clear that the poll and voting is now closed, I ask that the returning officer count the votes. And of course, this will be reported and filed on the ASX as soon as possible following the conclusion of this meeting. But before formally closing, are there any last questions? We'll have time afterwards, but yes.
Question from Mr. Stephen Mayne, Chairman. His question is as follows. Nominations for the Redox board closed on August 5th, but you only released your full year results on August 21st. It is bad governance to close off board nominations before even revealing how the directors have performed for the year. ASX Group used to do this, but after the problem was pointed out, they delayed the AGM by a month in 2023. Could you please slightly delay the calling of next year's AGM so that the board nominations close after you've revealed the full year results?
We'll take that on board. However, this year was done in accordance with ASX requirements. However, we'll take that on notice. The other thing is I would like to say that it's the company's interests. Once you've got your final numbers, you've got an excellent team that puts the reports together. We see no delay in having great long periods of time before you have the annual general meeting. Many companies are having them last week of November.
Well, we want to have it as quickly as possible because it's all current, and you want to hear currently from the people that have been running the company. But Stephen Mayne's comments are valid, and we'll take them on notice. With that, I formally close the meeting. I thank you for your attendance. You're a beautiful-looking group, and I invite you to stay around if you want to for an extra cup of coffee.