Reliance Worldwide Corporation Limited (ASX:RWC)
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Apr 28, 2026, 4:10 PM AEST
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AGM 2020

Oct 28, 2020

Speaker 1

Good morning, ladies and gentlemen. My name is Stuart Crosby. As Chairman of Directors, I welcome all shareholders and guests to the 2020 Annual General Meeting of Reliance Worldwide Corporation Limited. I begin by acknowledging traditional owners of lands on which we meet and pay my respects to their elders past, present and future. In response to government restrictions and the potential health risks arising from the COVID-nineteen pandemic, the Board determined to hold this year's Annual General Meeting virtually.

We very much appreciate your understanding of this challenging time and thank you for joining. I would like to introduce my fellow directors who have all joined online from various locations. Heath Sharp, our Group Chief Executive Officer Christine Bartlett, Ross Dobinson, Russell Chanoe, Sharon McCrone and Ian Roden. Also present are Andrew Johnson, Group Chief Financial Officer Sandra Hall Mulrane, General Counsel David Neufeld, Company Secretary and Phil King from Investor Relations. Tony Romeo from KPMG, the Company's auditor, is online and available to answer questions about the conduct of the audit, the content of the auditors report, accounting policies adopted by the Company and audit for independence.

The notice call in this meeting was released on 24 September 2020. The Company Secretary has confirmed that there is a quorum present, and I declare the meeting open. Some housekeeping and procedural matters to begin with. Please note that there may be a slight delay in transmission of this meeting on the platform depending on your Internet connection. I apologize if this causes any inconvenience.

Voting on each resolution will be conducted by a poll. Details on voting eligibility criteria are set out in the notice of meeting. I will shortly open the poll so that shareholders or their representatives can vote at any time up until I declare the poll closed. If you are eligible to vote at this meeting, a new polling icon will shortly appear. Selecting that icon will bring up a list of resolutions and present you with voting options.

To cast your vote, simply select one of the options. There is no need to hit a submit or enter button as your vote is automatically recorded. You have the ability to change your vote up until the time I declare voting closed. I'll now declare voting open on all items of business. The polling icon will soon appear.

Please submit your votes at any time. I will give you a warning before I move to close voting. There is a user assistance guide on the AGM page of our website if you require any assistance. The details of the voting exclusions are set out in the notes of meeting. I remind shareholders that any valid undirected proxies that I have received as Chairman will be voted in favor of all resolutions.

Representatives from Computershare, the company's share registrar will supervise the poll. Detail of proxy votes lodged in relation to each motion will be shown during the formal items of business. Questions can be submitted at any time. You do not need to wait until the relevant item of business and we encourage you to start submitting your questions now. If you ask a question to ask a question, I'm sorry, press on the speech bubble icon.

This will open a new screen. At the bottom of that screen, there is a section for you to type your question. Once you've finished typing, please hit the arrow symbol to send. We will seek to address your questions during the discussion on the appropriate item of business. We will endeavor to answer as many questions from shareholders as we can.

Please also note that your questions may be moderated to avoid repetition and if questions are particularly lengthy, we may need to summarize them in the interest of time. I will now make some formal remarks before inviting Heath to present his address. What a year. In February, when we released our results for the 6 months to December 2019, we referred in what now looks like a bit of an aside to the then recent emergence of COVID-nineteen and the uncertain potential impacts it might have. I'm sure none of us had any conception of the exceptional circumstances we would live through subsequently.

At RWC, we've had to respond to constantly changing business conditions. Despite these difficult times, the Company has performed well. There is a degree of good fortune in being in an industry that has experienced increases in demand in some places and in having a strong presence in the places where that happened most, in particular, the USA. But just as importantly, we executed exceptionally well. This is testament to the quality of our business and the loyalty and support of our customers.

Above all, it reflects the commitment of RWC people to serve our customers and keep our operations going despite the many and unforeseeable challenges we faced. On behalf of the Board, I would like to formally record our appreciation for the efforts of everyone at RWC during the pandemic. I am very glad to be able to report that the health impacts on our people have been relatively contained. This reflects the fact that the health and safety of our people has been our concern since the first arrival of the pandemic. We've instituted significant changes across our operations to ensure ongoing health and safety.

We implemented across all locations on-site distancing protocols and daily temperature checks, and we provided our employees with additional PPE for their safety. We've also instituted additional cleaning protocols. While there have unfortunately been cases of COVID-nineteen amongst our staff as a result of the speed and rigor of the Company's response, these have been limited and we have kept all our major facilities operating. Our results for the year were significantly impacted by COVID-nineteen with impacts varying significantly across our 3 operating regions. We reported net profit after tax of AUD89,400,000 for the year ended 30 June 2020 and adjusted NPAT, dollars 130,300,000 Adjusted NPAT reflects the statutory result adjusted for charges incurred for restructuring initiatives we undertook in the U.

S. And Europe, asset impairments and adjustments for certain tax items and accounting treatments. The adjusted NPAT was 18% lower than the comparable figure of $158,300,000 recorded in the 2019 financial year. The impact of COVID-nineteen was felt very strongly in the performance of our U. K.

And Continental European operations, with revenues falling at 1 point in the second half to just 35% of what they had been a year earlier. This was the single biggest factor that negatively impacted earnings in 2020. Heath will provide more detail on the performance in each of our geographic regions shortly. The Board believes the earnings result for the 2020 financial year to have been very creditable in the light of the global pandemic and ensuring disruption. A standout feature of the result was our operating cash flow.

Cash flow from operating activities was up 56 percent to $278,300,000 We were very clear at the outset of the pandemic that preserving cash would be important for us to ensure we retained a strong financial position. As the operating cash flow result demonstrated, taking actions such as limiting capital expenditure, cutting back on discretionary expenditure, as well as tight working capital management and strong debt collection all bought through it. As a result of this strong cash performance, we saw the leverage ratio reduce from 1.67x to 1.39x, with a reduction in net debt of $124,400,000 We continue to have significant headroom under our syndicated bank facilities, and we remain comfortably in compliance with our financial covenants. We will emerge from the COVID-nineteen pandemic with a strong balance sheet, which leaves us very well placed to pursue further growth opportunities that emerge. I'm pleased to announce that we've reached agreement with our lending syndicate to extend the maturity date of the $250,000,000 tranche A facility from 30th September 2021 to 30 September 2023.

Total dividends declared for the 2020 financial year were $55,300,000 This is lower than the dividends we paid in the prior year, reflecting a conservative stance on our part to preserve cash given the uncertain outlook for our major markets in the year ahead. Eligible shareholders will receive payment at the interim and final dividends on Friday, 9th October. And I want to thank shareholders for their patience and understanding of their decision to defer the interim dividend payment from April to October. We have a standing policy of regularly reviewing the composition of the Board with the aim of strengthening our capacity by any members with relevant skills and experience. I'm pleased that we were able to appoint 2 extremely capable new directors to the Board during the past 12 months.

Christine Bartlett joined the Board in November 2019. She is an experienced CEO and senior executive with extensive line management experience. Ian Roden was appointed in July 2020. Ian is an experienced leader in sales, marketing and commercial operations for large international organizations. We have already benefited from Christine and Ian's deep and diverse international business experience since they joined the Board.

Christine has been appointed Chair of the Nomination and Remuneration Committee. Ian has joined the Audit and Risk Committee. Christine and Ian, along with Russell, Shenu and me, standing for election as directors. We will each address you shortly in that regard. In February this year, we released our 1st social impact report covering RWC's approach to areas including community, sustainability, employee engagement, health and safety, and product stewardship.

This report can be viewed on the RWC website. While we acknowledge that this is just our initial step, we are pleased to have formally begun this journey. We are confident that the energy and passion of our people for this area will drive continually greater benefits for our stakeholders and the communities in which we operate. We expect to publish our next social impact report during this financial year. We will also be publishing our first statement on modern slavery in compliance with Australian legislation.

Following an analysis of our existing approach, we have developed action plans to improve management of modern slavery risks in our supply chains and operations. We are looking to have appropriate and well communicated policies, a due diligence program incorporating active monitoring of supplier performance, appropriate engagement and competence across the relevant regions and proactive engagement with external stakeholders. Ladies and gentlemen, thank you for your attention. Let me now hand you over to our Group Chief Executive Officer, Heath

Speaker 2

Sharp.

Speaker 3

Cheers, Stuart. Good morning, everyone, and greetings from the RWC head office here in Atlanta. I'd like to echo Stuart's opening remarks and thank our customers, our suppliers and our people for collectively helping us to get through the challenges of 2020. I would especially acknowledge the effort of RWC's people throughout the past year. I believe the team has done a tremendous job.

They have carried us through the challenges of COVID-nineteen. As a result of their efforts, we have remained focused on meeting our customers' expectations and keeping ahead of our competition. I really could not be more proud. Today, I will briefly discuss our performance for the 2020 financial year and provide an update on trading for the Q1 of the current financial year. After that, I'll touch on strategy and management priorities for the year ahead.

Turning firstly to our performance for the year ended 30 June 2020. We reported net sales of $1,160,000,000 for the FY 2020 year, which were up 5% on the prior year. Stripping out the impact of foreign currency, the constant currency growth in net sales was 0.3%. We were heavily impacted by COVID in the second half. So it is more meaningful to look at each of our regional segments in order to better understand our performance for the year.

So with that, we will turn to Slide 12. The Americas segment recorded 6% net sales growth for the full year and 11% net sales growth for the second half, both on a constant currency basis. This was due to the very strong sales through U. S. Retail and hardware channels in the second half.

Partly offsetting this was a decline in wholesale channel sales due to restrictions on pro plumber activity in many parts of the U. S. During this period. We estimate that around 3.4% of the growth was due to demand specifically arising from COVID. Next to Asia Pacific and there net sales for the year were down 2% on a reported basis and flat in the second half.

This primarily reflects lower internal segment sales in the first half. We recorded 3% external sales growth in the second half and 2% for the year overall. In Australia, we didn't see any real significant impact from COVID-nineteen in the second half, and we were able to offset the decline in housing commencements with revenues from expanded product offerings. And now Slide 14. In EMEA, net sales revenue dropped significantly as a result of COVID-nineteen.

The decline started in late March and was very apparent in April May, followed by a recovery partway through June. Our net sales were down 23% in the second half and down 13% for the full year on a constant currency basis. In response to the impact of COVID-nineteen in EMEA, we scaled back our manufacturing operations in the U. K. For a period with over 400 employees furloughed.

And I really want to acknowledge the sacrifice and commitment of the teams in the U. K. And Continental Europe during what really was a difficult period. Turning to Slide 15 to review the John Guest acquisition. We have now owned the Jong Guess business for just over 2 years.

It's certainly easy to lose sight of the progress we have made with this business amidst the noise of COVID. We have successfully completed the integration of John Guest with our U. K. And U. S.

Operations. On top of that, we have driven improved operational performance in the U. K. Manufacturing operations in terms of productivity and customer service levels. While some of this progress has been disrupted by COVID, we are now back to normal to a normal mode of operation as our teams have returned to work.

We are confident that the John Guest business provides us with a strong platform from which to further grow in both the U. K. And Continental Europe. While we have not given earnings guidance for the 2021 financial year due to the uncertainty surrounding trading conditions, we have committed to update shareholders on our performance as the year progresses. The 2021 financial year has started in a positive fashion and the Q1 was particularly pleasing from a sales perspective.

Group net sales for the quarter ended 30 September 2020 were up 14% on a reported basis and up 17% on a constant currency basis compared with the prior corresponding period. Breaking this down further at a regional level, the results on a constant currency basis were Americas sales up 22%, sales in the Asia Pacific region were up 3%, and EMEA sales were up 6%. I would note that the Q1 of FY 2021 contained one additional trading day relative the prior corresponding period. In the U. S, we have continued to benefit from strong sales growth in both retail and hardware channels.

And this is combined with a recovery in both wholesale channels in the U. S. And the Canadian market overall. Within Asia Pacific, the key Australian market has continued to record positive sales growth despite the 13% decline in residential commencements recorded in the year to June 2020. In the company sales to the U.

S. Are up strongly. In EMEA, we have continued to see recovery in volumes in the U. K. And Continental Europe with markets now reopened.

The UK in particular has seen improved sales activity, partly driven by pent up demand following the COVID-nineteen lockdown period and from channel partners rebuilding inventory levels, which were depleted during the lockdown. UK sales in the month of September were up 26% and Continental Europe sales were 7% higher than the same month in the prior year. Intercompany sales were 5% lower due to reduced shipments during the month. Slide 17, I'm looking to October. This positive sales momentum has been maintained through October across our three regions.

The U. S. Market has continued to experience sales growth in line with that recorded in the Q1 of the new financial year. Australian sales are ahead of the same period last year, boosted by the ongoing strength of intercompany sales. The recovery in the U.

K. And Continental European markets has continued to drive positive sales growth consistent with the Q1, while intercompany sales are also up on the same period last year. To Slide 18 for the outlook. While we are pleased to have started the year so strongly, forward visibility remains limited in most markets due to the ongoing impacts of COVID-nineteen. Looking ahead, we remain cautious.

The U. S. Has been boosted by the surge in DIY activity and the return of construction activity to pre COVID levels. But without further government stimulus measures, this growth may slow. We continue to expect some softening in the Australian market as reduction in new housing construction approvals leads to lower building activity.

In the U. K, we are uncertain as to where underlying demand levels will settle once the pent up demand for products and plumbing services has been satisfied. We are also carefully watching for any potential impact the increase in COVID-nineteen case numbers may have on demand and plumbing activities there and in Continental Europe. We do remain fully operational in the U. K.

At this time. Recent government measures to limit the spread of virus in the U. K. Has been targeted towards social activities and are not currently impacting manufacturing, distribution or construction activities. So I would reiterate that our current trading conditions in the regions are somewhat abnormal as a result of COVID.

Given this uncertainty around what these conditions will be for the remainder of the financial year, we continue to caution against extrapolating the Q1's sales performance for the full year. Turning to Slide 19. Let me touch briefly on our strategy. Our overarching goal remains to increase the value of RWC through achieving above market growth and strong margins. Key to this are 3 distinctive capabilities: product leadership, strong distribution networks and industry leading execution.

These capabilities are augmented by 2 cornerstones, which underpin our performance. Firstly, a focus on the needs of our customers that allows us to generate sustainable demand for the products we make. Secondly, a focus on our people, Attracting and retaining the best people in our industry enables us to outperform the competition and sustain our success over the long term. In terms of product leadership, we are the world leader in the manufacture and distribution of push to connect plumbing solutions with our Sharkbite and John Guest SpeedFit branded products, alongside our well established reputation as a high quality valve manufacturer. This has been augmented by product extensions, including the HoldRite suite of plumbing installation solutions.

Our strong distribution networks and channel partner relationships have ensured that we are able to continue to grow above market. Slide 20. Similarly, our operational excellence has meant that we were able to continue executing at a high level despite the numerous challenges and supply chain disruptions of COVID-nineteen. In the U. S, that allowed us to maintain delivery service levels approaching 98% in full and on time for our core products to key retail channel partners.

As a testament to this execution capability, earlier this month, we were awarded divisional partner of the year in the building products category by Loews Corporation, one of the largest retail channel partners in North America. This is a huge accolade and is validation of our achievements in customer service excellence that we have built over many years. Looking to our priorities for FY 2021 on Slide 21 as it happens. In FY 2021, our focus will continue to be on execution in our factories, with our customers and with our distributors. We will continue to provide industry leading customer service and support and believe these things will assist us in achieving above market growth rates in all our markets.

We will also pursue ongoing margin expansion through continuous improvement initiatives, ongoing supply chain improvements and general cost management. And finally, we will continue to allocate capital appropriately given the uncertainty we face, But we will also closely watch demand and adjust production capacity as necessary. The strength of the volume growth recorded over the past few months has encouraged us to invest in additional capacity in all regions. And as a consequence, we now expect our capital expenditure for the year to be closer to the top end of the range we indicated in August of $35,000,000 to $55,000,000 So to conclude on to Slide 22. RWC's business remains robust.

Our markets are resilient, particularly our core repair and maintenance markets focus on plumbing and heating. While there is no clarity around macroeconomic conditions in the year ahead, RWC is well positioned and appropriately structured to move through the near term challenges. We have a clear plan to grow the business and increase profitability and to create value for all stakeholders. Thank you. And let me now hand back

Speaker 1

to Stuart. Thank you, Heath. I'm happy to respond to any general questions at this time if there are any. Phil?

Speaker 4

Thank you, Stuart. We do have a number of questions. The first one concerns the dividend. And the question is, can we please explain how the dividend payout per share was determined?

Speaker 1

Okay. So since we listed, we have expressed our dividend policy as being underpayout between 40% 60% of net profit after tax. Our payout this year was towards the bottom of that ratio in relation to adjusted net profit after tax, it seemed appropriate to be conservative given the financial uncertainty and our more general conservative approach to preserving our strong financial position.

Speaker 4

Thank you, Chair. The next question comes from Peter Ed of the Australian Shareholders Association, and he is representing 36 shareholders today, earning 354,000 shares. The question is this. You have been quite optimistic during recent shareholder presentations despite the large fall in reported net profit after tax in 2020. Given the 7% to 9% increase in selling and admin costs across the business in 2020, How do you expect your LING strategy to impact these cost increases?

Speaker 1

Heath, do you want to handle that?

Speaker 3

Yes, for sure. Thanks for the question, Peter. It's a good one and an important one, I think. At the half year mark, and we talked a lot about our cost focus and even more so at the year end, We have made some structural changes to our organization in the U. S.

And also in the U. K. And these changes will yield savings going forward for sure and certain. But further, and to your point specifically, we do have quite a robust continuous improvement and procurement saving programs underway, and they will also yield an improved cost base going forward. And of course, the important point there is that's continuous improvement, and we will continue to work on that in each year as we move forward to ideally gain margin expansion at the bottom line.

I think the best example of the projects we're undertaking right now is or has recently been the move of our Hold Right related manufacturing in Tennessee into our existing and larger manufacturing facility in Coleman. That is that project is now by and large complete and will be part of the will yield some of the cost savings we expect for the coming year.

Speaker 1

Thanks, Stuart.

Speaker 4

A further question from Peter at the Australian Shareholders Association of the General Nature. And the question is this. RWC paid $1,200,000,000 for John Guest in 2018, and sales attributed to John Guest were $300,000,000 in 2019. Total company net profit after tax in 2019 increased by $68,000,000 so a return of around 6% on investment. How was this acquisition good value for shareholders?

Speaker 1

Heath, do you want to address that? Or do you want to ask Andrew to?

Speaker 3

No, I'll jump in. I'll jump in. I mean, it's going to be pretty close to my heart, obviously. Look, the fundamentals and outlook for the Geongest business are strong. I mean, we've got uncertainty with the COVID environment.

It has been challenging, really quite challenging, particularly through April May. It was quite an astounding period. But the rationale for acquiring the Geongest business is still valid, okay? So we now combined have the largest brass push to connect fitting and the largest plastic push to connect fitting manufacturers and distributors in the world as part of the ONE family. That's a really powerful portfolio and expertise.

There was really great alignment from a product and distribution and end user perspective for this joining the 2 companies and there was very little overlap from a geographic point of view. So we now have more markets in which to operate and more products from both that we can swap to the other businesses, the other parts of our business. And we now have in the U. K. A platform from which we can continue to grow, essentially adopting the U.

S. Playbook. So a lot of challenges, a lot of noise in the numbers in the U. K. Unfortunately.

And I'm really looking forward to a period where there isn't any noise in due to external conditions where we can report clean numbers on that business and we'll be able to show just how strong that business is. So for sure and certainly I'm very glad we've got that business and I think it will in the long term show us benefit from a value creation point of view. Thanks.

Speaker 4

Chairman, the next question also comes from the Australian Shareholders Association, and it concerns the remuneration framework. The question is, we note that you are reviewing your remuneration framework. The current framework favors fixed and short term incentives, which are high to both the U. S. And Australian companies of similar size as compared with both U.

S. And Australian companies of similar size. Given long term incentives only relate to the Float and John Guest acquisition, what changes do you have in mind?

Speaker 1

I will deal with that. But the point about a review is that you work out what you're going to do and the review is still underway. So I wouldn't really want to foreshadow where it might end up in any detail. As I say, it is very much a work in progress. One of the things that we are keen to provide though is remuneration structures that enable us to recruit, maintain and properly reward the best possible management and staff for our business and that will be the that is and will always be the underlying objective.

Speaker 4

Thank you, Chairman. The next question comes from a shareholder. Do you have a sense as to the extent to which Q1 results are COVID catch up and supply chain versus actual offtake for immediate use?

Speaker 1

Heath, I will let you answer that as well, if you will.

Speaker 3

Sure. I think you need to consider this on a region by region basis. I don't think it's particularly relevant in the Asia Pacific as a start. In the U. S, I think it's minor.

I think there's maybe a little bit of catch up in the wholesale channel due to pro pomer activity that was restricted prior to that, but minimal in the U. S. U. K, I think, is a different story. The exact extent, honestly, we can't say.

Getting clarity on what's happening over there at the moment is really quite challenging. There's a few things sort of underway there is the pent up demand, as you mentioned. There has been some restocking of the wholesalers where they essentially ran down their inventory during the lockdown period. They weren't really bringing in any inventory in. And there's a little bit of noise in regards to Brexit and perhaps a little bit of wholesale and distributor stocking because of Brexit.

And unfortunately, those three things combined or each of those three things is quite hard to get a real handle on. And in turn, is making it really quite difficult to see what the underlying demand is. Our feeling is that we must be approaching a point where inventory is okay, but I think there still is some pent up demand there, but putting a number on it is really difficult, unfortunately.

Speaker 4

Thank you. The next question comes from a shareholder. Can you share the extent to which product R and D has resulted in patentable outcomes? I guess new patents.

Speaker 1

Heath, I'll again pass that to you.

Speaker 3

Yes. Sure. And certain. So yes, great question. Product development has really been an important part of our business, the historic RWC business and certainly a really important part of the John Guest business as well.

And each year, we through those development activities, we do yield a number of patents in all regions. It varies a little bit from year to year. I don't have the exact numbers to hand, but a couple of examples. Some mixing our product development, which happens in our Brisbane product development team. There's some developments there, which are yielding really efficient small compact products that perform really well but utilize less material, take up less space from a shipping point of view or an installation point of view.

Some of the work that's been required to get those products to function at the right level is really novel work and have yielded some patterns. If we jump across the oceans to the U. K, some of the work that the U. K. Team are doing on the Bluertek side

Speaker 1

and sort

Speaker 3

of more industrial fittings, just one example that jumps to mind with fiber optic connectors, some really clever stuff the team have done there and several patents have been yielded because of that. So I can't quantify exactly what percentage of our sales are linked to patentable products, but there is a really important thread through our business in all regions and all product categories where patented products make a difference and that will continue to be the case for our business.

Speaker 4

One final question in the general Q and A category, and it's possibly more in the mode of feedback than a question from a shareholder, asks why we have selected a virtual meeting platform where shareholders can't see the presenters live?

Speaker 1

The answer to that is that the most important consideration for us was to have a platform that is robust and secure and having assessed the various alternatives, we have decided to go this way. We are aware of some companies that have had video and had it successfully, but that comes at, we believe, quite a significant cost in terms of staging where you have you can't simply rely on the zoom level camera. You need to have production. And in our case, that would be in at least 4 or 5 different locations. And honestly, we didn't consider that to be a good use of shareholders' money in these straightened times.

Speaker 4

Thank you, Jim.

Speaker 3

I can confirm there

Speaker 4

are no further general questions for discussion.

Speaker 1

Thank you very much, Phil, and thank you everyone for those questions. I'll now move to consider the formal items of business. The notice of meeting details any voting exclusions which apply to the motions to be considered. As stated in the notice of meeting, the undirected proxies are received as Chairman of the meeting for the purpose of these motions will be voted in favor of the proposals. Directors' recommendations on how to vote on each resolution are set out in the explanatory memorandum attached to the notice of meeting.

Each director, other than where they have an interest in a resolution, has recommended that shareholders vote in favor of all resolutions. Details of each resolution and the proxy votes cast are shown on the screen. I remind you that the voting platform is open and shareholders can vote at any time. The first item of business is to receive and consider the financial report of the company and the reports for the directors and auditor for the financial year ended 30 June 2020. There is no requirement for a formal resolution to be considered on this matter.

I remind you that Tony Romeo from KPMG, the company's auditor, is online and available to answer questions about the conduct of the audit, the content of the auditors report, and accounting policies adopted by the company and or through independence. Phil, are there any questions in relation to the financial report? Just to

Speaker 4

check, Chairman, no, there are no questions on this matter.

Speaker 1

Thank you. And there are no written questions that the orders have received in advance of the meeting either. The second item is the election and reelection of directors as shown on the screen. Prior to responding to questions, I will ask each director seeking election or reelection to make some brief remarks and in my case will make some remarks myself. Christine, would you like to talk first?

Speaker 5

Thanks, Stuart. Yes, good morning, everyone. When I was approached to join the Reliance Board, I was attracted because to put it bluntly, I like companies that make things. Reliance has a long history of innovation in its sector and it has a great brand in Sharkbite. I like the complexity and challenge that comes with the global footprint and I've been impressed and energized with the commitment, drive and aspirations for growth of the CEO and the executive management team.

My own executive career in a snapshot includes 23 years with IBM, 5 years as the CEO or Country Head for Jones Lang LaSalle, which is a commercial property agency, and 6 years with National Australia Bank, initially leading their core banking transformation project and then leading their custody business. My executive career has been predominantly business to business focused, delivering technology, property and financial services. Since 2015, I've been a full time Non Exec Director, and I currently serve on the ASX Boards of Mervak and Sigma Healthcare. At Sigma, I chair the NOM and REM Committee, and at Mervak, I will take on the chair of the NOM and REM Committee when Peter Hawkins retires at the Mervak AGM in November. So what will I bring to the Reliance Board?

Firstly, I believe my international experience is very relevant. Over my career, I've learnt the value in thinking globally but recognizing the need to act locally. I held leadership roles at both the country, regional and global level. During my time at IBM, I had international assignments in both the USA and Japan. Living in those countries taught me a great deal about cultural differences and the challenges of doing business in different countries with different jurisdictions.

Secondly, I bring line management operations and complex project management experience developed as a CEO and executive. There is that old line that the job would be easy if it wasn't for the people. The roles I have had have taught me the lessons about bringing your people with you on the journey. As the leader, I've been accountable for developing the strategy, testing it, gaining buy in and implementing it along with the associated change management. I believe these experiences are very relevant to Reliance.

Thirdly, a passion for innovation, technology and digital channels. My time at IBM embedded in me an expectation of continuous change and improvement, with product cycles ranging from 3 months to multi year. I've lived the evolution from mainframes to distributed computing to laptop, smartphones and the transformation bought by the Internet and cloud services. It's left me with the view that if you're standing still, you're actually going backwards and therefore the need to constantly challenge ourselves. Lastly, my experience in governance, risk and occupational health and safety, which are issues that are constantly under discussion around the Board table.

Finding ourselves in a global pandemic has made us recognize the value of identifying risks and mitigants well ahead of dealing with them. Risk has been brought to life for me at Mirvac, where death in construction is a real possibility and at NAB going live for the first time at scale with a new Internet banking platform. Throughout my career, I've had a focus on diversity and inclusion, talent development and succession planning. I was very fortunate to start my career as a graduate in 1981 at IBM, where they had an equal opportunity policy. I don't know how many Australian companies would have had a policy like that at that time.

I certainly benefited significantly from it, and I don't think I would have had the career that I've enjoyed without that support in the early part of my own career. As I became more senior, I was able to give back through coaching, mentoring, sponsoring and promoting others, and I continue to mentor men and women across diverse industries today. I've thoroughly enjoyed my last 11 months working with the Reliance Board and management and look forward with your support to continuing. Thank you so much and back to you, Stuart.

Speaker 1

Thank you, Christine. Ian, can you talk to us now?

Speaker 2

Thanks, Stuart. Good morning, everyone. For those of you who might be calling in from the U. S. Like I am, good evening.

Like Christine, I'd like to start by outlining some of the reasons I'm excited to be joining the Board of RWC. I've always been attracted to businesses that combine manufacturing, distribution and marketing. My time at The Coca Cola Company, Callaway Golf and more recently, Dulux Group, they're testament to this. As someone who's a marketer by training and an operator by nature, I'm attracted to RWC's belief in the power of driving innovation and transformation across industry segments and categories. And to use Christine's words again to be blunt, I'm attracted to RWC's global growth ambitions.

My corporate career as an expat executive spanned 30 years and 4 continents, and I'm excited to bring the experience and knowledge I've gleaned from a broad set of industries across some of the most diverse global marketplaces. So with that, I point to the following relevant career highlights. 20 years with the Coca Cola Company, where I spent time on both the bottling and concentrate side of the business, starting my career in Sydney and including stints in Singapore, Hong Kong and finally the global headquarters as a senior officer in Atlanta, Georgia. The depth and breadth of experience gained from leading what was at the time one of the preeminent marketing companies in the world has remained invaluable to me. My years at the Callaway Golf Company as Chief Operating Officer, where my responsibilities included research and development, product development, sales, marketing and global supply chain and sourcing gave me end to end experience in global operations.

As you'll know, I had 5 years as a partner with Richard Branson at the Virgin Group, managing the media assets of the group along with identifying strategic opportunities for entry into new and adjacent categories. The things I led were like hotel entries and the recent cruise line launch, which has been long in development. And overseeing investments in Fintech and digital startups, all of which confirmed for me the applicability of my experience to a vast array of businesses. More recently, 7 years as an advisor to the Board and senior executive team at Dulux Group. Many of you will know Dulux Group is an ASX 200 listed company up until being acquired by Nippon Paints and delisted in August 2019.

I continue to advise on matters of strategy, global expansion, mergers and acquisitions and competency and capability development. And of course, experience as an independent nonexecutive director, including ASX listed in Aero Group and QMS Media, which has given me an important education in audit and risk and remuneration and nomination committee experience. And finally, I'd like to believe that I'd bring the following to the RWC Board. Relevant big box retail experience, including Bunnings in Australia, B and Q and Homebase in the U. K, Leroy Maligne in Europe and the Home Depot and Lowe's in the U.

S. A deep global consumer brand and marketing set of leadership skills a combination of brick and mortar, digital and omnichannel experience, a global perspective born out of experience in diverse cultures and geography, current public board experience and global M and A experience haven't recently led acquisitions in Australia, the U. K. And Europe and finally, proximity to our management team in the United States. So I look forward to contributing to the ongoing success of RWC and working closely with my fellow directors in the best interest of all stakeholders.

With that, Stuart, back to you.

Speaker 1

Thank you, Ian. Russell, do you want to talk to us now?

Speaker 6

Thank you very much, Stuart, and good morning, fellow shareholders. I have had the privilege of serving as a Director of Reliance since the company's listing on the ASX in the middle of 2016. I have chaired the Board's Audit and Risk Committee since my appointment. I'm an accountant by training but have a general finance background. For most of my executive career, I worked with companies involved in the building industry in building materials, construction materials, metals and in engineering.

During this period, I was fortunate to live and work in Europe, America and Asia as well as Australia, all of which are regions very important to Reliance's business. I continue in non executive roles in the building sector and consider that my background and current roles enable me to bring insights that I can contribute to Reliance. I have found Reliance to be a wonderful company with dedicated and engaged employees, very ably led by Heath Sharp and his management team. I consider that the company has a very strong future. And with your support, I look forward to continuing my involvement as a nonexecutive director.

The final resolution on director election relates to Stuart Crosby. Stuart is a highly experienced and capable director who has led the board exceptionally well since becoming Chairman in March of 2019. The other directors and I fully endorse his reelection. I will now hand back to Stuart to speak to his reelection.

Speaker 1

Thank you, Russell, for those kind words and for your explanation of your own candidacy. For myself, I'm delighted to be standing for reelection as the Director of AWC. OWC. Since I joined the company in the lead up to its 2016 IPO, I've been a Director and I became Chairman early last year. When I originally joined the Board, I thought my years traveling the world with Computershare had given me an understanding of business and broader culture in a wide range of environments and that, that combined with experience in a company moving from entrepreneurial roots becoming broader owned and more traditionally governed will be valuable to RWCs that started its life as a public company.

Being a Director of a company is always a chance to learn. I'm now much more at home than I used to be in the rough plumbing aisle of a big box retailer, having been educated by the remarkable team that I'm lucky enough to work with. And my long term fascination with engineering and design has been well fed. Obviously, we've been through some difficult times and I won't dwell on them except to say that I am grateful for the support I've received as Chair from my fellow directors and senior management, and that I believe that we can all be proud of the measured and deliberate way in which we have moved forward. I know I am speaking to my own nomination, but I can't close without also endorsing Christine, Ian and Russell's candidacies.

They are each diligent, astute and highly capable directors of unquestionable integrity and reputation who will continue to make very strong contributions to RWC's ongoing success. I will now ask Phil King to read the questions that we've received on these director election items to the meeting.

Speaker 4

Chairman, there's just one question at the moment. It is from the Australian Shareholders Association. And the question is this. The Board Skills Matrix shows significant change from the 2019 matrix for the inclusions of manufacturing, building products, distribution channels and stakeholder relations. How does the reelection of Ms.

Bartlett or Mr. Rowden support this change?

Speaker 1

There are a range of aspects to so sorry, let me go back a step. We undertook a quite detailed and intense review of the Board in the first half of last year. And it was in reacting as an outworking of that, that the changes to the Board skill matrix were made. There are a range of skills identified and we are continuing to look to develop the board skills. So to the extent that there are there's limited, for instance, manufacturing experience directly in the sort of dirt under the fingernails since we are continuing to work.

We have a small board, which we find very effective, but like any board, it will always be work in progress.

Speaker 4

There are no further questions on this item.

Speaker 1

Thank you, Phil. Then the third and final item is the 2020 remuneration report and its adoption. Phil, can you please read questions any questions that we've received in relation to the report?

Speaker 4

There are no questions on the remuneration report at this time, Stuart.

Speaker 1

Very good. Then, ladies and gentlemen, that concludes our discussion on the items of business. I will close the voting system in a couple of minutes. Please ensure you have cast your votes on all resolutions. And I will now pause for that couple of minutes to allow you time to finalize your votes.

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