REA Group Limited (ASX:REA)
Australia flag Australia · Delayed Price · Currency is AUD
166.36
-3.14 (-1.85%)
Apr 28, 2026, 4:10 PM AEST
← View all transcripts

AGM 2024

Oct 8, 2024

Hamish McLennan
Chairman, REA Group

Good morning, everyone. I'm Hamish McLennan, Chairman of REA Group Limited. On behalf of the REA Group Board, I'm delighted to welcome you to our 2024 Annual General Meeting. Before we commence, I would like to acknowledge the traditional owners of country throughout Australia and recognize the continuing connection to lands, waters, and communities. We pay our respects to Aboriginal and Torres Strait Islands cultures and to elders, both past and present. There is a quorum present, and I declare the meeting open, and the notice of meeting is taken as read. I would now like to cover the meeting procedures that we'll be using today. Voting will be conducted by poll. Shareholders have the option of casting their vote before the meeting or appointing a proxy to do so on their behalf.

If you haven't done so, you can vote online, as shown on the slide now being displayed and as explained in further detail in the Online Meeting Guide that accompanied the notice of meeting. You can do so at any time during the meeting, as the poll is now open for voting. Voting will close shortly at the end of the meeting. To help with the smooth running of the meeting, we invite shareholders and proxy holders to submit your online questions and comments now. Further details on how to ask questions or to make a comment online are contained in the Online Meeting Guide. If you encounter any technical issues with the platform at any time during the meeting, please contact the Share Registry's online AGM support team on 1800 990 363.

In the unlikely event that technical issues prevent the meeting from proceeding as planned, REA will make announcements via the ASX and our website. As set out in the notice of meeting, only shareholders and proxy holders are entitled to vote on the resolutions, ask questions, or make comments. I will allow a reasonable opportunity to address questions and comments as each item of business is considered. Please ensure your question or comment is relevant to the item of business at this meeting or to the management of the company. Shareholders will also be able to ask questions of the company's auditor. Questions relating to customer, consumer, or personal shareholder matters won't be put at the meeting. Please observe a two-question limit per item of business and keep questions short and focused to ensure that as many shareholders as possible have an opportunity to ask questions.

Where questions are similar, we will aim to acknowledge those who have asked the question but will provide a single response in order to streamline today's proceedings. Questions or comments which do not relate to REA will not be acknowledged or addressed during the AGM. Joining me today are my fellow directors, Kelly Bayer Rosmarin, Tracy Fellows, Richard Freudenstein, Michael Miller, Jennifer Lambert, and Nick Dowling, and our CEO, Owen Wilson. Also in attendance is our CFO, Janelle Hopkins, and the Company Secretary, Tamara Kayser, as well as Alison Parker, representing the company's auditors, EY. Turning to our agenda for today's meeting, firstly, I'll provide a brief overview of REA's FY 2024 highlights. Owen will then share an update on our FY 2024 operational performance, and we'll share a brief update on current market conditions. In accordance with the notice of meetings, we'll then move into the formalities.

Before I share detail about the group's FY 2024 performance, I want to address the recent withdrawal of our possible offer for Rightmove plc. REA's approach to Rightmove's board was driven by a clear strategic rationale and the opportunity to create a global and diversified digital property company. We strongly believe that the proposed combination would have delivered significant shareholder value for both REA and Rightmove shareholders. While the outcome was disappointing, it was critical that REA maintain its long-standing disciplined approach to capital management and mergers and acquisitions. We will not overpay, and in this case, the lack of engagement from the Rightmove board, despite the benefits of our offer, prevented us from having constructive discussions on price, making a firm offer. REA has now drawn a clear line under this transaction and moved on.

Our strong growth pipeline is underpinned by a clear strategic strategy to extend in both our core business and adjacent markets. We are investing in transformation of the core listings experience, and our recent investment in the Athena Home Loans continues to build on the momentum in our financial services business. REA India also continues to represent an exciting long-term growth opportunity. REA has a long-standing track record of creating value for shareholders, and we are confident in the strength of the growth trajectory of our business. Turning to our focus on FY 2024, REA Group delivered an exceptional FY 2024 performance. Under the guidance of Owen and his executive leadership team, we continue to innovate and expertly execute our clear and consistent strategy while maximizing performance in favorable market conditions.

The group's financial highlights from the core operations for the year included a 23% revenue growth to AUD 1.453 billion, a 27% increase in EBITDA, excluding associates, to AUD 825 million and a 24% increase in net profit to AUD 461 million. The board declared total dividends of AUD 1.89 per share for FY 2024. This represents a 20% year-on-year increase in the group's dividend per share, reflecting our strong performance, the strength of our balance sheet, and our confidence in continued growth. The chart on this slide demonstrates the significant growth in the group's revenue and earnings since first listing on the ASX 25 years ago. Over the last quarter of a century, our business has proven incredibly resilient, delivering consistent growth and strong shareholder returns.

An investment of just AUD 1,000 in REA in 1999 would have now been worth more than AUD 550,000, which is incredible. Over time, the REA business model has significantly evolved. When the company first listed, it was just one brand, the flagship site, realestate.com.au. With a strong growth mindset, the strategic investment in technology, new platforms, adjacencies, talent, and marketing, REA has cemented its place as an essential part of the Australian property landscape. The group has grown to be a digital leader in property, with more than 16 complementary brands and businesses across three continents. Focused delivery of our strategic priorities further enhanced REA's growth platform throughout the year. The group continued to invest in new technologies to accelerate its strategy and to deliver greater value to consumers, customers, brokers, and shareholders.

During the FY 2024 year, the group acquired two innovative Australian digital businesses. In July 2023, we acquired the remaining stake in property vendor funding solutions business, Campaign Agent, after initially taking a minority stake in 2021. In June 2024, we acquired the remaining interest in end-to-end property sales platform, Realtair, after first investing in the business in 2020. In recent weeks, we were pleased to announce an investment in one of Australia's fastest-growing fintechs, Athena Home Loans. On completion, the group will acquire a 19.9% share in this digital lending business. This reinforces our commitment to providing home buyers with greater choice and a seamless consumer experience when finding and financing a property. The investment is expected to complete before the end of the year.

In August of this year, after a competitive process, PropertyGuru entered into a definitive agreement to transfer ownership to affiliates of EQT. EQT's offer of $6.70 per share represented a compelling price on the completion of the transaction. REA Group will divest its 17.2% stake in PropertyGuru for $189 million. The transaction is expected to close in Q1 or Q3 of FY 2025. In closing, I would like to thank REA's dedicated employees, our ELT, and my fellow board members for their commitment to driving REA's continued success. I would also like to thank our valued shareholders for their ongoing support. With the benefits of a strong property market, our team raised the bar to deliver an outstanding FY 2024 performance.

We have entered FY 2025 with a strong balance sheet, a talented workforce, and an innovative pipeline, and REA Group is well positioned to capitalize on exciting growth opportunities ahead. I will now invite Owen to talk to our operational performance and welcome him to the stage.

Owen Wilson
CEO, REA Group

Thank you, Hamish, and good morning, everyone. REA Group's exceptional FY24 performance reflects our clear and consistent focus on delivering greater value at every stage of the property journey. The Australian property market strengthened during the year, with stabilized interest rates, healthy demand, and house price growth supporting strong listing conditions. In this favorable environment, our customers continued to preference our products to maximize their campaigns. Our Indian business also maintained strong momentum and delivered excellent revenue growth. To deliver on our purpose of changing the way the world experiences property, our strategy centers on engaging the largest consumer audience and delivering superior value to our customers, while leveraging our unique data and insights, expanding our core business, and building next-generation marketplaces. On the right side of this slide, you can see our strategic priorities.

I will share FY 2024 highlights from each of these priorities throughout the remainder of this presentation. The scale and deep engagement of our audience sets REA apart. Our flagship site, realestate.com.au, extended its unique audience lead in FY 2024, reinforcing our position as Australia's number one address in property. Our consumers are loyal, and our unique experiences ensure they consistently return to our platforms. Over half of the Australians who visited our site every month use realestate.com.au exclusively, and we achieved 97 million more monthly visits than our nearest competitor. Almost half of all visits are via our app, and our app-first strategy delivered a strong 5.3 times lead in app visits.

Turning to highlights for our consumers and customers, our aim is to convert our audience into active members because we know members are four point eight times more likely to submit an inquiry and result in high-value leads for our customers. We achieved a pleasing 18% year-on-year increase in our active membership base. Our property owner experience helped drive a 37% year-on-year increase in seller leads, enhancing the value we deliver to our customers. Housed within our property owner dashboard, our Real Estimate tool enables consumers to track the estimated value of their home. In FY 2024, an additional one million property owner tracks were achieved, and we reached the exciting milestone of one in three Australian properties being tracked by their owner on realestate.com.au.

Our goal is to be the first choice in digital property advertising, while also providing agents with the tools and services they need to manage their workflow and increase efficiency. Our customers continue to prioritize our premium products and services. New value inclusions supported record penetration in our top-tier Premier Plus product for residential customers and Elite Plus for commercial customers. In October, we launched our new Pro subscription, which is designed to enhance the value we deliver across our agency marketplace and agency services. Pro supports agents to win more listings with premium seller lead products and deeper insights and enhanced agency profiles. As a digital business, innovative technology has always been at the heart of REA. In FY 2024, we accelerated our investment in emerging technologies and further enhanced our AI capabilities. Personalization has been core to our consumer strategy for close to a decade.

Our AI-generated personalized homepage experience delivers 7.5 million personalized recommendations to consumers every day. This deep personalization supports Australians at every stage of their property journey. Over the past 12 months, we also introduced a number of AI-powered products to accelerate agent productivity and support listing performance. Building next-generation marketplaces is a key component of our strategy. Property.com.au is Australia's most comprehensive property research destination. In FY 2024, we built on the strong foundations established since relaunching the site in 2022 with new features, tools, and the launch of media integrations. Property.com.au's audience continues to strengthen, and one in five buyers now turn to the site to support their decision to purchase a property, and we reached over 2 million Australians in August this year.

Our property data business, PropTrack, delivered double-digit revenue growth while also powering many of the group's unique consumer and customer products and solutions. PropTrack's suite of propensity models represents a substantial opportunity for our customers. In our financial services business, our higher-margin white label products continued to resonate with borrowers. Mortgage Choice Freedom, powered by Athena, achieved AUD 1.2 billion in settlements, and our digital offering achieved its first settlements in Q4. As Hamis mentioned, we're excited to announce an investment in Athena Home Loans, and we look forward to building on the success of our Mortgage Choice Freedom products. REA India delivered a pleasing result, with revenue growth of 31%, primarily driven by the core Housing.com business. Leveraging the rapid growth in mobile penetration in India, we've deliberately chosen to invest in our app, which saw our second-half app traffic achieve 45% year-on-year growth.

REA India's focus on search engine optimization and targeted marketing continued to support Housing.com's audience leadership position. The flagship site achieved an average of 19.5 million monthly visits, 1.3 times that of the nearest competitor. We continue to make progress towards our environmental, social, and governance goals, achieving several milestones in FY24. REA maintained its AA MSCI ESG rating, and we were again included in the Australia and Asia Pacific Dow Jones Sustainability Indices. REA was also certified carbon neutral by Climate Active for the fourth consecutive year. In May, we launched our Reflect Reconciliation Action Plan, following endorsement from Reconciliation Australia, laying the foundation for future initiatives. Our people underpin REA's success, and we are committed to fostering a diverse and high-performance culture. This commitment earned the group a number of workplace recognitions.

Both REA Group and REA India were recognized as top employers by Great Place to Work, and REA Group was also named as one of Australia's best workplaces in technology and best workplaces for women. Before we move on to the formalities of the meeting, I'd like to touch on current market conditions. The Australian property market remains healthy, supported by high employment, immigration levels, stable interest rates, and strong buyer demand. Despite lapping very strong comparables, the favorable listing conditions of FY 2024 have continued into the first quarter. National listings for Q1 were 7% higher than the prior corresponding period, and listings reached the highest volume for the month of September since 2015. High listing volumes over the last year have predominantly been driven by the strength in Melbourne and Sydney markets.

This continued in Q1, with Sydney listings up 11% year on year and Melbourne listings up 9%. Smaller capital markets have also shown strength, with higher first-quarter listings in Brisbane, Adelaide, and Perth. Despite the increase in the volume of stock available, properties are continuing to sell, which indicates demand for housing remains robust. With more stock on the market, buyers now have a lot more choice, and this should result in the moderation of house price growth. In this healthy market, Australians have continued to turn to our leading platform. realestate.com.au achieved a record audience for the second consecutive month in August, with over 12 million people visiting the site. That's almost 5.3 million more people than our nearest competitor, which is the widest audience gap under the Ipsos Iris measurement.

We will announce our Q1 financial results to the market on the eighth of November. I would like to sincerely thank REA's executive leadership team for their contribution throughout the year. We welcomed two executive new leaders this year. In October 2023, our Chief Technology Officer, Steve Maidment, joined the business, and in July 2024, we welcomed our new Chief People and Sustainability Officer, Elisa Nerone. I'd also like to express my thanks to our board of directors for your ongoing counsel and support. Finally, I'd like to express my sincere gratitude to REA's passionate people. Their values-led approach and their drive to innovate underpin REA's success, and it's a privilege to lead this business alongside our exceptional executive leadership team.

... As we look ahead, we remain focused on delivering value for our customers and the best experiences for our consumers. Our clear strategy, growth mindset, and talented team ensure REA Group is strongly positioned for continued success. I'll now hand back to Hamish to continue with the formalities. Thank you.

Hamish McLennan
Chairman, REA Group

Thank you, Owen. I will now proceed with the formal business of the meeting. The notice of the meeting sets out the matters for consideration by shareholders today, and the items of business are now being shown on the screen. During the meeting, when we get to each item, we will display the proxy votes and then direct votes received in advance of the meeting in respect of that item. As indicated in the notice of meeting, where I, as Chairman of the meeting, have been nominated as a shareholder's proxy, I intend to vote undirected proxies in favor of the resolution to the extent permitted, and will vote directed proxies in accordance with the instructions given by the shareholder.

There are also voting restrictions for some resolutions, as outlined in the notice of meeting, which apply to those who have an interest in the resolutions and certain of their related parties or associates. I remind you that the online polls are now open for voting. Online voting will close five minutes after the conclusion of the AGM. Daniel Reed of Link Market Services will act as the Returning Officer. Item one, the consideration of reports. I now table the two thousand and twenty-four annual financial report and the reports of the directors and auditors for the year ending thirtieth of June, two thousand and twenty-four, for the meeting to consider. There is no formal resolution to put to shareholders on this item, but there will be an opportunity to ask questions on the matters contained within the reports as well as the business and operations of REA.

I will now turn to any online questions received during the course of today's meetings. Yeah.

Operator

Chairman, we have not received any online questions.

Hamish McLennan
Chairman, REA Group

Okay. Item two, the Remuneration Report. The first resolution today concerns the adoption of the Remuneration Report, which sets out the company's two thousand and twenty-four annual report. I remind you that the vote on this item is advisory only, and we will consider and take into account the vote and feedback from shareholders on the Remuneration Report. The Board recommends that shareholders vote in favor of this resolution as set out on the screen. I note that the proxy and directed votes received prior to the meeting in respect of this item are set out on the screen. I will now turn to any online questions received during the course of today's meeting.

Operator

Chairman, we have received a question from Stephen Mayne. "Did any of the five main proxy advisors, ASX, Ownership Matters, Glass Lewis, ISS, and ASA, recommend a vote against any of today's resolutions, including this REM report? If so, what reasons did they give, and will you disclose the proxy votes before the debate so shareholders can ask questions about the reasons if there have been any protests? Best practice is now to disclose the proxies to the ASX, along with the formal addresses, to offer more timely disclosure to the market. Will you adopt this practice at next year's AGM?

Hamish McLennan
Chairman, REA Group

We won't be adopting that process. We believe that current market practice is how we disclose all the information. I'll get Tamara to talk to some of the specifics of that question, but we feel that we satisfy all the requirements and that we run good due process in this regard. Tamara, is there anything else you'd like to add to it?

Tamara Kayser
Company Secretary, REA Group

Only to say that the proxy advisor reports are confidential, and we're not permitted to disclose individual, determinations or recommendations by those advisors.

Hamish McLennan
Chairman, REA Group

Erin?

Operator

Chairman, we have received no further questions on this item of business.

Hamish McLennan
Chairman, REA Group

Thank you. Item three relates to the re-election of Jennifer Lambert. Ms. Lambert was appointed as the Non-Executive Director of the company in December 2020. She retires by rotation, and being eligible, is today standing for re-election as a director. Ms. Lambert's details are set out in the notice of the meeting. The Board, other than Ms. Lambert, unanimously support her re-election and recommend that shareholders vote in favor of this resolution, as set out on the screen. We will now hear from Ms. Lambert through a short address. Jennifer?

Jennifer Lambert
Non-Executive Director, REA Group

Thank you, Hamish, and good morning, everyone. As Hamish said, my name is Jennifer Lambert, and it's been a privilege to serve you on the board of REA Group for the last four years as an independent director, particularly as Chair of the Audit, Risk, and Compliance Committee. Over this time, I've enjoyed working with an exceptional team of people in management and on the board to execute the business strategy while overseeing the integrity of financial reporting and the effectiveness of risk management systems. I've greatly enjoyed meeting REA employees in Australia and India and hearing the pride that they have in their work and contribution to the success of the group. I'd like to briefly give you some background on my professional skills and experience, which complement other members of the board.

I worked in professional accounting firms for over ten years, where I gained significant experience in accounting and financial management. About twenty years ago, I was appointed as the Chief Financial Officer at an ASX-listed property company. That appointment spanned the GFC and other challenging trading conditions, and consequently, I bring to the board firsthand knowledge of, and the benefit of strong financial discipline and balance sheet strength. While in that role, I also joined the boards of several for-purpose entities, gaining valuable governance experience. I've been a full-time non-executive director for about eight years now and have served on the boards of listed and private companies, government, and various for-purpose entities, mostly in the capacity of Chair of the audit committees.

I thank you for your time today, and as a fellow shareholder, I seek your support for my re-election, and if successful, look forward to contributing to the continued success of the REA Group.

Hamish McLennan
Chairman, REA Group

Thank you, Jennifer. I move that Jennifer Lambert be re-elected as a director of the company. I note that the proxy and directed votes received prior to the meeting in respect to this item of business are set out on the screen. I will now turn to any online questions received during the course of today's meeting. Erin?

Operator

Thank you, Chairman. We've received one question on this item of business from Stephen Mayne: Could Jennifer please comment on why she and the board have abandoned the physical component of the AGM and moved it to the unusually early start time of 9:00 A.M., making it more difficult to engage with directors up for re-election, such as Jennifer? No other ASX fifty company does this. Will you return to having a hybrid AGM next year? And have any board meetings or dinners been scheduled around this week's virtual AGM? Steve van Emmerik has asked a similar question about the virtual AGM.

Hamish McLennan
Chairman, REA Group

Look, I'll start by saying that we felt that for this year that it'd be a more efficient process for us to do it virtually. We only had a handful of people who turned up physically last year. On an ongoing basis, we will sort of determine whether you know we go back to having a hybrid meeting. But at this point, we think that it's more efficient and we save a little bit of money on the way through. In terms of the timing, I think 9:00 A.M. is more than fair and adequate. It's the beginning of a normal business day and cycle, so we don't really see the need for us to change it.

And in terms of board meetings and dinners, yes, yes, we will have a board meeting, but no dinners have been scheduled. Jennifer, is there anything more you'd like to add?

Jennifer Lambert
Non-Executive Director, REA Group

I think you have comprehensively covered it, Hamish.

Hamish McLennan
Chairman, REA Group

Thank you. All right, moving along, as there are no further questions. Michael, could I ask you to please take the dais just in regards to my re-election? Thank you.

Michael Miller
Non-Executive Director, REA Group

Thank you, Hamish. In relation to item three B, Hamish McLennan was appointed as a non-executive director of the company in February 2012, following which he was appointed chairman in April 2012. He retires by rotation, and being eligible, is today standing for re-election as a director. Mr. McLennan is an experienced media and marketing industry executive. He was executive chairman and chief executive officer of Ten Network Holdings until July 2015, and before that, executive vice president, Office of the Chairman at News Corp. Previously, Mr. McLennan was global chairman and CEO of Young & Rubicam, part of WPP, one of the world's largest communications services groups. The board, other than Mr. McLennan, unanimously support his re-election and recommend that shareholders vote in favor of this resolution. We'll now hear from Mr. McLennan through a short address.

Hamish McLennan
Chairman, REA Group

Thank you, Michael. As you all know, I've been on the board for over twelve years. Prior to that, I've had a range of different experience across a lot of different sectors and industries, including tech, finance, marketing, and so forth. And I would certainly say that REA Group has been a highlight of my working life. I feel I have a strong contribution to continue to make. I think if you're a shareholder over the length of my tenure, and you'd stayed in the company, you would have done very well, and I still believe that we have a lot of runway left with this particular company. So I'm certainly committed to driving the company forward.

I enjoy working with REA all the time and believe that my contribution will continue over the next few years. Thank you.

Michael Miller
Non-Executive Director, REA Group

Thank you, Hamish. I move that Hamish McLennan be re-elected as a director of the company. I note that proxy and direct votes received prior to the meeting in respect to this item of business are now set out on the screen. I'll now turn to any online questions received during the course of today's meeting. Have we received any questions?

Operator

Chairman, we have received two questions on this item of business. The first question is from Stephen Mayne, who has asked a question to the following effect: Having served on the REA Group board for 12 years, why isn't Hamish retiring rather than seeking another 3-year term? Who did he discuss this with at News Corp, and why is he continuing to overboard, serving as chair of ARN Media, deputy chair of Magellan, plus recently joining the board of Light & Wonder?

Michael Miller
Non-Executive Director, REA Group

Thank you for the question. I'm not going to comment on Magellan and ARN Media, and Hamish's roles there and the performance at those companies. Hamish has the support of News Corp in his nomination today. There's no doubt about Hamish's commitment to the REA Group and the performance of the company under his tenure as chair. Hamish, is there anything else you want to add?

Hamish McLennan
Chairman, REA Group

No, look, as you highlighted, and as I've said before, look, I'm very committed to REA Group. I think some of those other board roles, you know, I've been very committed to them. Certainly, as far as REA is concerned, that's a major focus of my time, and I'll continue to do it. I don't think today is the forum to talk about other companies that I'm involved in because each are situationally different and have their own issues. But I will still continue to exercise my effort as an executive for this company as I see fit, and I'm very committed to doing that.

Michael Miller
Non-Executive Director, REA Group

Thanks, Hamish. Have we received any other questions?

Operator

Chairman, we have received a question from Stephen Mayne. Could Hamish and the CEO comment on why we haven't dealt with the ferocious debate about Australia's housing crisis? We're profiting big time from record immigration, which Peter Dutton and the federal opposition are railing against. As chair of our company, what is Hamish doing to navigate our company through this tricky debate? Are we vulnerable to any ACCC action, like Coles and Woolies, given our huge profits?

Hamish McLennan
Chairman, REA Group

Thank you. Stephen, look, at the core of the issue with the housing issue we've got is a supply problem. And that's something that REA, whilst we're an industry leader, you know, we believe that the supply situation has to be dealt with. That will in turn deal with record prices. We have no issue. Sorry, we have no control over the immigration strategy of the government, so that has a direct impact on the housing situation at the moment. So but at its core, it's a supply issue that we need to deal with. Is there anything else you'd like to say?

Owen Wilson
CEO, REA Group

I think we've been quite vocal on this issue in every forum that we can access. As Hamish said, this is a supply issue, but there's also inefficiencies in our system with the likes of stamp duty, you know, which means that, you know, people aren't downsizing when they can. There's something like twelve million empty bedrooms in Australia. So if we had a much more efficient taxation system, that would help, and we've been very, very vocal in every opportunity we can to try and get these taxes changed.

Michael Miller
Non-Executive Director, REA Group

Thank you, Owen. Are there any further questions?

Operator

There are no further questions on this item of business.

Michael Miller
Non-Executive Director, REA Group

As there are no further questions, we'll now proceed to the vote on Resolution 3B. Would you now please vote using the voting card on the online portal? I will now invite Hamish to resume his role as chair as we move to item four.

Hamish McLennan
Chairman, REA Group

Thank you, Michael. We now move to the resolution concerning the grant of performance rights to the CEO, Owen Wilson, under the 2027 REA Group Long Term Incentive Plan. Details of the proposed grant are set out in the notice of meeting. If the performance rights vest, Mr. Wilson becomes entitled to the allocated shares under the LTIP. All such shares will be purchased on market by the company and transferred to Mr. Wilson. Accordingly, the grant of performance rights and allocation of shares on vesting of those performance rights to Mr. Wilson does not require shareholder approval under ASX Listing Rule 1014. The board is nevertheless voluntarily seeking shareholder approval in recognition of the importance of shareholder engagement on key remuneration issues.

The number of performance rights will vest as at the 30th of June 2027 and will be determined by reference to revenue, earnings per share, and relative total shareholder return performance conditions. In respect of each performance condition, none of the performance rights attaching to the condition will vest unless a threshold of performance level is achieved. The board, other than Owen Wilson, considers the CEO's remuneration package to be appropriate in all the circumstances and recommends that shareholders vote in favor of this resolution as set out in the plan. I note that the proxy and direct votes received prior to the meeting in respect of this item of business is set out on the screen. I will now turn to any online questions received from you during the course of today's meeting. Erin?

Operator

Chairman, we have not received any online questions in relation to this item of business.

Hamish McLennan
Chairman, REA Group

Okay. If there are no further questions, we will now proceed to the vote on Resolution Four. Could you please now vote using the voting card on the online portal? That concludes the discussion on the items of business. Erin, have we received any further questions?

Operator

Chairman, we have received a number of questions in relation to Rightmove. The first is from Steve van Emmerik from the ASA: The reaction of the stock market to news and rumors re the potential Rightmove takeover suggests taking over Rightmove is not viewed as a good idea by the market. Given this and its relative lack of success in overseas compared to Australia, why did REA persist in its efforts?

Hamish McLennan
Chairman, REA Group

Look, I think over the course of, you know, the last decade or so, this board and management has consistently returned great value back to shareholders. We are an international company. We've had success in other markets, and we've certainly learned a lot in those endeavors that we've certainly taken back to Australia and to other markets in which we operate. We certainly felt that it was an endeavor that if we were to secure that business at the right price, it would have provided good value, and we would have been able to add value to that business. We were disappointed, as we've said before, that we didn't get the engagement from the Rightmove board, and I think we showed incredible financial discipline by walking away.

So, that's really all I have to say on this, the subject. The market does move in mysterious ways. It's typical for an acquirer to see some hit in their share price. But again, we take a long-term view in terms of how we feel that we can add value to the business and build it for the long term, and we don't apologize that whatsoever. So, it was an endeavor that we felt that was the right thing for all shareholders. Again, we've always had a focus on making sure that we have good shareholder returns on behalf of all of those shareholders that we have. We felt that the UK was an opportunity, but it didn't work out.

So we're, as we've said, we've drawn a line under that transaction, and we've moved on. Next question.

Operator

Chairman, we've received a question from Peter Calero: Did Rightmove indicate why they refused to engage? It sounds like money was not the issue.

Hamish McLennan
Chairman, REA Group

... I won't go into specifics, 'cause we did have some confidential conversations. But really, we didn't get the engagement that we expected. In fact, Owen and I spoke to some of their larger shareholders, who certainly felt that it would be a good idea to engage, but the board of Rightmove decided that they didn't want to. We put four offers on the table. We think they offered great value and the opportunity to participate in REA stock, but it didn't happen. So that's just one of the quirks of these negotiations, so it didn't happen, and we've moved on. Erin?

Operator

Chairman, we received a question from Stephen Mayne: Rightmove has been the number one U.K. real estate website for several years. Why did we wait so long to launch our bid, and why didn't we engage confidentially with them first, as opposed to having news of our bid leak?

Hamish McLennan
Chairman, REA Group

We were very disappointed in the leak. Again, we don't know where it came from, but it happened, and that was very disappointing. I won't really talk to the specifics of how we view opportunities around the world, but what has been disclosed is that the Rightmove share price had gone sideways for quite a few years. You know, we felt that it was an opportunity for us to have a look at it, but again, we didn't get the engagement with the board that we expected, so we've moved on. You know, we're focused on how we drive REA Group here in Australia and with our existing markets as best we can. As Owen said in his very good presentation, you know, we're optimistic about the future.

Operator

Chairman, we've received a question from Steve van Emmerik: What do you see as your greatest risks in the Australian market?

Hamish McLennan
Chairman, REA Group

Owen, can you take that?

Owen Wilson
CEO, REA Group

Yeah, look, obviously, anything that impacts Australians' willingness to transact property creates a risk for us. Essentially, it's usually when there are extreme movements in interest rates, and we saw that in 2023. That year, there were something like 13 rate rises in about 14 or 15 months, and we saw the volume of transactions fall. Or, when the availability of credit is an issue, and we saw that back in 2019, with the Royal Commission, when the banks pulled back on lending. If people can't borrow, they can't buy, therefore, they can't transact. What I will say, though, is when we see those situations arise, we have a saying that listings are never lost, they're just deferred. The reasons people buy and sell property don't go away, whether that be marriages, having kids, divorces, downsizing, et cetera.

They don't go away, and they tend to be deferred, and when we do have a down period because of one of those factors, we tend to have a rebound as soon as those factors go away.

Hamish McLennan
Chairman, REA Group

Erin?

Operator

Chairman, we've received a question from Stephen Mayne: The Murdoch family ultimately controls our company, even though the family only owns around 12% of REA on a fully diluted basis. Has Rupert Murdoch ever visited our Richmond headquarters in person? And why hasn't Lachlan Murdoch ever joined the REA board as one of News Corp's nominees?

Hamish McLennan
Chairman, REA Group

Look, this is an REA board meeting. I'm not here to talk about the Murdoch Family Trust. All I can say is that News Corp has been obviously a large shareholder in this business for a long time and added a lot of value to the business and been a very supportive shareholder. Other than that, I have nothing else to say on that question. Erin?

Operator

Chairman, we've received a question from Peter Calero: There are many pensioners who have empty spare bedrooms. Would changing pension rules to exempt one bedroom from income test help the housing crisis?

Hamish McLennan
Chairman, REA Group

Owen?

Owen Wilson
CEO, REA Group

Look, anything that makes the 12 million spare bedrooms in Australia available, I think will help the rental situation and the accommodation situation, particularly with the strong immigration. We have a site called flatmates.com.au. We do see a lot of homeowners and people who've got mortgages use Flatmates to advertise spare bedrooms. It is a way to help with the housing crisis.

Hamish McLennan
Chairman, REA Group

Any other questions, Erin?

Operator

Chairman, there are no further questions.

Hamish McLennan
Chairman, REA Group

Thank you, Erin. So in conclusion, if you have not already cast your vote, can you please do so now? Please ensure that you've clicked the Submit button on each resolution. The results of this meeting will be announced to the ASX and will be available on our website as soon as possible after the conclusion of the meeting. A copy of the webcast will also be made available on REA's website. Thank you to our shareholders for attending and participating in today's meeting. I declare the annual general meeting closed. Thank you, everyone.

Powered by