Good morning, everyone. Welcome to the annual general meeting of Scentre Group Limited. Excuse me. My name is Ilana Atlas, and it is my honor to be the Chair of Scentre Group. The company secretary has informed me that a quorum is present, and I declare the meeting open. Our AGM is being held as a hybrid meeting. I'm conducting the meeting from the Wesley Conference Centre in Sydney, and security holders can also participate online and ask questions on the telephone line. On behalf of my colleagues, I acknowledge the Gadigal people of the Eora Nation as the traditional custodians of the lands we are on. I recognize that people viewing the webcast of this AGM may be on different lands of different traditional custodians.
I pay my respects to each of their elders, past and present, and I extend that respect to Torres Strait and Aboriginal peoples here with us today or participating online. I'll now ask Maureen McGrath, our Company Secretary, to run through some housekeeping matters.
Thank you, Ilana, and good morning, everyone. As the chair has indicated, I'll run through some housekeeping and procedural matters. For those of us who are attending in person, in the event of an emergency, the Wesley fire wardens will provide us with directions. Voting on all resolutions will be by way of poll. I will now run through how security holders can vote and ask questions, whether you're attending in person, online, or by telephone. For those security holders attending in person, you can vote on your device through the Computershare platform by scanning the QR code on the blue voting card, and this will take you to an online voting page. Once the chair declares the polls open, all items of business before the meeting will be displayed on your mobile device, along with voting options. To cast your vote, select one of the options.
Your vote will be automatically recorded, and a voting confirmation will appear on your screen. You're able to change your vote up until the time the chair declares the polls closed. If you do not have a mobile device or are having problems, you can complete the voting form on the back of your card, and you'll need to give the completed form to a Computershare representative. To ask a question, please approach the microphone attendants and show your attendance cards. Before you ask a question, if you could please state your name. If you're unable to get to a microphone, we will bring one to you. Security holders participating online can vote by selecting the vote icon, and the voting options will appear on your screen for you to select. A tick will appear to confirm receipt of your vote.
Again, you can change your vote up until the time the chair declares the polls closed. You'll need to go to the click here to change your vote and choose a different option. Questions can be submitted through the online platform at any time during the meeting until the end of questions. To ask a question, select the Q&A icon, select a topic from the dropdown menu, and type in your question in the text box. You will need to hit the send button. Although you can submit questions from now, they will not be addressed until the item is being discussed. Questions may be moderated or, if we receive multiple questions on the one topic, may be answered together.
Security holders participating by telephone can ask a question over the telephone line by pressing star one when the relevant item of business commences. You will be connected to an operator once we reach that part of the meeting. To cancel your request, press star two. Proxy holders with directed votes will have those votes voted as directed. All open votes held by a proxy holder will be voted according to the options selected by you. Mr. Barry, as a party of Computershare, has been appointed as the returning officer. Following confirmation by Computershare, final proxy and voting results will be announced to the ASX later today. I will now hand back to our Chair, Ilana Atlas.
Thank you, Maureen. On stage with me this morning are my fellow non-executive directors, and I welcome them all. Carolyn Kay, Guy Russo, Julie Coates, who was appointed non-executive director in October last year and is standing for election, Michael Ihlein, who is chair of our Audit and Finance Committee and is retiring from the board today, Mike Wilkins, AO, who is standing for re-election, Margaret Seale, chair of our Risk and Sustainability Committee, Catherine Brenner, chair of our Human Resources Committee, and Craig Mitchell. Next to me is Maureen McGrath, our company secretary. I'd also like to welcome Elliott Rusanow, our Chief Executive Officer, who will speak following my remarks. Members of the Scentre executive team are with us today, and I welcome them. Andrew Clarke, Chief Financial Officer, Lillian Fadel, Chief Operating Officer, and John Papagiannis, Group Director of Businesses.
Other members of the executive team and Scentre team have joined us today in person or online, and I also extend my welcome to them all. Mr. Scott Jarrett, representing the group's auditors, EY, is here today. Maureen, as Company Secretary, has already run through housekeeping matters with you, and I'll just outline some additional procedural matters. The notice of meeting has been made available to security holders and will be taken as read. I would ask that any questions relate to the item before the meeting. All questions should be addressed through me as Chair. I now move each of the resolutions in items two to five of the notice of meeting and open the polls in respect of each of those resolutions. As Chair, I've been appointed proxy by several security holders. These include directed and undirected proxies.
As set out in the notice of meeting and proxy form, all undirected proxies will be voted in favor of items two to five. I now vote all those undirected and directed proxies. Following the consideration of the items of business before the meeting, time will then be set aside for you to cast your vote before I close the polls. The group continues to monitor the current challenging geopolitical and macroeconomic environment, and the potential impacts this may have. Importantly, our business has continued to perform strongly during the early part of 2026. Our purpose, creating extraordinary places and experiences that connect, enrich, and are essential to our communities, continues to guide Scentre Group's focus on delivering growth for security holders in a responsible and sustainable way. The group delivered strong financial and operational performance in 2025 and made good progress on strategic priorities.
Funds from operations were AUD 1.188 million, AUD 0.2282 per security, up 4.9% on the previous year. Distributions for the period were up 3.4% to AUD 0.1772 per security. Our total security holder return for the year was 28.3%. In addition to the strong operating performance, the group made progress on longer term initiatives to grow economic activity at our destinations. These initiatives include ways to grow our core operating business and the unlocking of additional opportunities for growth from our strategic land holdings. Elliott will speak in more detail about our 2025 results as well as year-to-date performance and our outlook following this morning's release of an operating update. I want to recognize Elliott and the entire Scentre team for these results. This is the fifth consecutive year of earnings and distribution growth.
The team continues to create value for all stakeholders, our communities, customers, business partners, and security holders. Sustaining a high-performing culture where talent thrives is a priority for the board. Pleasingly, we received an employee engagement score of 96%, which places us among the top companies globally for the fifth consecutive year. Continuing to invest in our people and growing our talent and team capabilities is critical to the pursuit of operational excellence and growth. As examples, at the end of 2025, we announced two senior leadership changes. Lillian Fadel was appointed Chief Operating Officer, with her accountabilities expanded from customer, community, and destination to also include asset management, development, design, and construction, as well as data and analytics.
The role and responsibilities of our CFO, Andrew Clarke, were expanded to include leadership of our strategy to broaden the economic activities and usages across our land holdings, as well as our long-term strategic plan. Congratulations to you both. Spending time with our teams in Westfield destinations is one of the most rewarding aspects of our role as board members. It offers firsthand insight into our communities, future plans, and the care our people bring to delivering the Westfield experience every day. In 2025, we held board meetings at Westfield Marion and Westfield Warringah, and directors visited many other destinations through the year. More visits are planned in 2026. In February, the group published its sustainability report as part of our 2025 annual report, in line with the new Australian Sustainability Reporting Standards.
The board recognizes the substantial program of work undertaken to prepare for the transition to these new reporting requirements, especially the cross-functional effort invested in establishing the governance, systems, and assurance foundations needed to support the change. Community and connection remain at the heart of our business. In 2025, our community recognition and grants program, Westfield Local Heroes, marked its ninth anniversary. In this time, the group has invested more than AUD 9.8 million into the resilience and vibrancy of the communities we serve. Each Westfield destination is unique, and our community plans and cultural calendars reflect the diverse communities we serve. This is one of the contributing factors to the growth in customer visitation to 540 million visits during 2025. We take our responsibilities as a community destination very seriously.
In early February this year, the New South Wales State Coroner concluded the Bondi Junction inquest into the attack of 13th April 2024. We again extend our deepest condolences to the families and loved ones of the victims and all those impacted. On the second anniversary, the Governor-General announced a special Australian Bravery Decorations honors list. We note the significance of recognizing these individuals and thank them all most profoundly. We recognize all who displayed great courage and bravery through their actions on that terrible day, including members of the public, first responders, New South Wales Police, our business partners, and particularly at this security holders' meeting of Scentre Group, our own team. We acknowledge and thank them all.
During 2025, we fully supported the careful work of the coroner. A summary of how the group has supported its people throughout this period, as well as safety and security initiatives introduced since the attack, are outlined in our annual report and on our website. The safety and security of our customers, our business partners, and our team remains the highest priority of the board. I mentioned earlier that Mike Wilkins and Julie Coates are standing for re-election and election to the board today. Appointing directors with an appropriate mix of skills, knowledge, experience, and diversity, aligned with the strategic direction of the group is our objective. Julie joined the board in October last year. Further information about Julie and Mike is contained in our notice of meeting, and each of them will speak to you later in the meeting.
Mike Ihlein will today retire from the board and as chair of the Audit and Finance Committee and will be succeeded by Craig Mitchell in this role. On behalf of my fellow directors, I'd like to congratulate Mike and thank him for the significant contribution he's made to our board. He's been a director of Scentre Group since its inception in 2014. Mike was the inaugural chair of the group's Risk and Audit Committee, which preceded the Audit and Finance Committee. He is an exceptional director. His strategic, commercial, and financial acumen has been highly valued by his board colleagues and management. During his tenure, Mike has been instrumental in key moments of our company's history, from the complex transaction resulting in the formation of Scentre Group in 2014, to working closely with management during the pandemic, and more recently on a seamless CEO transition to Elliott's leadership in 2022.
Mike's advice and judgment has been a crucial element. Mike's professionalism, unwavering commitment to the board and to the work of the board, and also his legendary attention to detail will be much missed. Thank you, Mike, from us all. Thank you. The board is very proud of the role Elliott and all members of our team play across Australia and New Zealand, supporting customers, communities, and each other. The group's dedication to attracting more people more often and for longer to our Westfield destinations is delivering long-term value and growth for you, our security holders. Thank you to the team on behalf of us all. To my board colleagues, thank you for your commitment to Scentre Group, your diligence, and your good judgment. To you, my fellow security holders, thank you for your ongoing support of our company. I'll now pass to Elliott to share his remarks. Thank you.
Thank you, Ilana, and good morning, everyone. Our strategy is to grow the economic activity that occurs at each of our 42 Westfield destinations located throughout Australia and New Zealand. This continues to deliver strong operating performance and growth in earnings. We are also focused on maximizing the long-term economic opportunity from the land that we already own. We believe this is a significant and competitive advantage, and we are pursuing this opportunity to generate long-term value and growth for security holders. For the 12 months to 31 December 2025, funds from operations was AUD 1.188 billion, representing AUD 0.2282 per security, up 4.9% on the previous year. Distributions for the period were AUD 923 million, representing AUD 0.1772 per security, up 3.4%. These results represent the group's fifth consecutive year of earnings and distribution growth.
During 2025, we welcomed 540 million customer visits, an increase of 14 million visits or 2.7% growth compared to 2024. I would like to thank and commend our team for delivering these results. Creating more reasons for people to spend more of their time with us continues to unlock value for our business partners. The more customers that visit our destinations, the more our business partners can connect and transact with those customers efficiently and at scale. In 2025, our business partners achieved sales of AUD 30 billion, a record for the group. Portfolio occupancy increased to 99.8% as at the 31st of December 2025, our highest level since 2013. We continued to strengthen engagement with our Westfield Membership program, with membership now growing 11% to over 5 million people during the course of 2025 and in the early part of 2026.
We have a number of new initiatives planned in 2026 to create even more compelling experiences for customers and the communities that we serve. Today, I am pleased to share that Westfield Destinations will celebrate the world's biggest sporting event in June and July this year with the FIFA World Cup. In partnership with SBS, matches will be broadcast live across fan zones and supported by a calendar of activity associated with that event. We are looking forward to inviting our communities to join and come together to support their favorite teams, hopefully Australia, at an experience only at Westfield. During 2025, we remain focused on repurposing existing space to enhance the customer experience and increase the productivity of our destinations. During the year, we completed the expansion of Westfield Sydney, featuring a two-level Chanel boutique, a new Moncler store, as well as a new Omega boutique.
We have taken the opportunity to strategically downsize David Jones at three destinations to introduce in-demand and highly productive stores. The redevelopment at Westfield Southland in Melbourne delivered a new family dining and entertainment precinct and resulted in visitation growing by 6.5% during the course of 2025. The redevelopment at Westfield Burwood in Sydney welcomed new brands to the center such as Aldi, an expanded JB Hi-Fi, Nike, and Rebel, and underpinned a visitation growth in 2025 at Westfield Burwood of 9.3%. The group also completed the redevelopment of the first level at Westfield Bondi, also in Sydney. The repurposed space features a health, wellness, and fitness precinct, including a global first Virgin Active social wellness club, a new rebel rcx concept store, and contributed to visitations at Westfield Bondi increasing by 8.5% during 2025.
Following the success of our level one redevelopment, we have commenced a AUD 240 million investment to redevelop the entirety of level six at Westfield Bondi to create a world-leading lifestyle, entertainment, and dining destination. Our vision is to expand the uses and experiences we offer at Westfield Bondi to further its position as the premium asset in Sydney. Our 42 Westfield destinations are already the highest quality portfolio in both Australia and New Zealand. Our portfolio is irreplaceable. Our destinations are located in close proximity to 21 million people across both countries and are located on more than 670 hectares of land adjacent to not only our destinations, but more importantly, major transport and other infrastructure.
Approximately 60% of this land is currently utilized, including for car parking, and we are working to maximize the long-term economic opportunity of this land that we already own through strategic master planning for the future. We are exploring a multitude of potential usages, including the potential for student accommodation, health, other education, and residential, as some examples. In 2025, we launched planning proposals at a further six Westfield destinations, with the potential of those six to deliver 16,100 dwellings in the future, and we will continue to do so. This builds on the zoning permissibility already received for Westfield Hornsby and at Westfield Booragoon that we discussed at last year's AGM.
We aim to reduce our environmental impact by operating our Westfield destinations as efficiently as possible. During the year, we made progress on our environmental initiatives and target to achieve net zero Scope 1 and 2 emissions by 2030 for our wholly-owned Westfield destinations. We have exceeded our interim target, which was for a 50% reduction of Scope 1 and 2 emissions by 2025, with our actual achievement of a 57% reduction across our wholly-owned Westfield destinations since 2014 as the baseline. This morning, we released an operating update for the first short period of this calendar year, 2026. Customer visitations to our 42 Westfield destinations from the beginning of 2026 up until last Sunday, which was 19th of April, is 160 million visits, representing 4.9 million more visitations than the same corresponding period in 2025.
Total business partner sales across our portfolio for the three months ended March 2026 were AUD 7 billion, which is up 5%, and our specialty stores were up 5.3% during that period. That's compared to 2025. In March, total business partner sales increased even further by 5.4%. Demand for space in Westfield destinations continues to be strong, with portfolio occupancy at 99.8% at 31 March 2026. This is an increase of 20 basis points since 31 March in 2025. Average specialty rent escalations in that first quarter of this year were up 5.3%, and the group completed 636 leasing deals, averaging specialty re-leasing spreads of positive 3.3%. During 2025, we introduced approximately AUD 2.2 billion of new capital into the group through the joint venturing of assets at Westfield Chermside in Brisbane and Westfield Sydney, delivering a key part of our long-term strategic capital plan.
The group continues to pursue its capital management strategy, including the potential opportunities to further refinance our senior bonds and subordinate notes. In early February, the group settled the divestment of a 19.9% interest in Westfield Sydney to the Australian Retirement Trust, a new strategic partner, for a consideration of AUD 864 million and representing a capitalization rate of 4.69%. In March, the group completed the redemption, by way of make whole, of our $750 million, which represents around AUD 1.15 billion, of our 2030 maturing senior bonds. In April, the group successfully issued, just last week, a AUD 750 million bond for a six-year domestic Australian note at a credit margin of 1.2%. During the period, the group divested its AUD 50 million investment in the Dexus-managed fund that acquired the second 25% interest that was transacted last year at Westfield Chermside in December 2025.
Our customer-focused strategy continues to deliver strong operating performance across the portfolio. Based on the group's operating performance in the first quarter of 2026, the group maintains its target for funds from operations to be at least AUD 0.2373 per security, which would represent 4% growth over 2025. Distributions are expected to grow by 4% during 2026 to AUD 0.1843 per security. The group acknowledges the current geopolitical volatility, its impact on the broader economy, and in particular, the potential impact this may have on the consumer. The group will continue to closely monitor any impact this may have on our business and our outlook in 2026. On behalf of the entire Scentre team, I thank you for your support. Thank you.
Thanks, Elliott. Yes, I think it deserves. I now turn to the items of business before the meeting, and the proxy results for all resolutions before the meeting are now shown on the screen. While I've opened the voting on items two to five, we'll proceed to discuss each item in turn. Questions from security holders will be taken on each item of business, and all questions should be addressed to me as chair. Item one is a discussion of the group's 2025 financial statements and reports. This item is not the subject of a vote. Scott Jarrett from EY, the group's external auditor, is available to respond to any questions relevant to the preparation and content of the auditor's report and the conduct of the audit.
I'll now ask any security holders on item one, the discussion of the group's 2025 financial statements and reports, to make their way to the microphone, submit their questions online, or if participating through the phone line, press star one.
Hi. Thank you, Madam Chair. Sorry, just trying to organize myself a little bit. Firstly, yes, I'd like to thank you and the board and your team for the outstanding result. I've just got a few questions. Not to take away from the outstanding performance, I don't want these to sound particularly picky, but in your property valuations, which we take all sites are valued each year. Page 137, you had the carrying value of AUD 33,666.9 million from AUD 34,245.3 million, which is a difference of AUD 578.4 million. But on page 142 on the significant items.
Sorry. Hi, Ms. Lee. How are you? Nice to see you. What page are you on, sorry?
Oh, page 137 and 142 under Significant Items.
Yep.
Under Significant Items, the change is AUD 455.7 million, so there's a bit of a variation there.
Do you know?
Yep.
Sorry. I'll get Elliott to respond.
I think what you're looking at is a balance sheet item on page 137, which is the actual carrying value, and 142 is referring to what would be recorded in our statutory profit and loss. It's effectively a movement during the year rather than a balance sheet item. It's effectively an accounting standard measure of income impact on page 142, versus a balance sheet capital item on 137.
Okay. All right. The next matter concerns your gender pay gap, which was between 21%-27%. While I know that you have done a lot of work to decrease it, I understand on a national average, it's about 12%. I don't know what the industry average is, but it seems that that's quite a bit higher than what you're experiencing. I'm just wondering how that compares and are there particular structural issues which are preventing you from reducing it further?
The gender pay gap?
Yes.
Yes, in a sense, there are structural issues in that we know in most organizations, men are in higher paying roles. As an organization, we have gender parity. In other words, l ike for like, everyone gets paid the same. Because there are a greater number of men in higher paying roles, that means that there is a gender pay gap. We're working hard at decreasing that. We are quite strong in our sector, and part of that is ensuring that we continue to promote more women into senior roles, w hich is what we are doing.
Yes. Which I agree with. Okay. Your report talks about your gas boilers and infrastructure. There's a requirement possibly to upgrade in about 2028, and it's been flagged that this may be needed. I take it that some sort of provision has been made for that as sites are upgraded, or it's not a lumpy capital item.
Every year we allocate operating and maintenance capital, which goes to upgrading all the centers. That will be allocated towards that type of maintenance.
Right. Okay. Thank you. That's all for now.
Thank you. Thanks, Ms. Lee. Are there any questions online?
Yes, Chair. There's a question from Stephen Mayne. When did we last tender the external audit, and when are we next scheduled to tender the audit?
Thank you. Thank you for the question, Mr. Mayne. EY have been our auditors since inception of the company, so that's 2014. They are longstanding auditors of the company. However, interestingly, we have had four different EY audit partners in that period. To the extent that the point around tendering audits is to get a fresh pair of eyes, we have had a fresh pair of eyes about every three years from the EY firm. As an Audit and Finance Committee and as a Board, we do consider tendering the audit. The most recent opportunity to do that was the recent change of audit partner from at EY to Scott. The reason why we didn't was that the previous audit partner left reasonably suddenly, and it takes a long time to effectively tender an audit, so we did not tender at that point.
Scott has just started on the account, and so we intend working with him and ensuring that we give him the opportunity to get to know us better and be an effective audit partner. That's the current state of the audit.
Chair, there's currently no further online questions and no phone questions.
Thanks, Maureen. Would you tell me if there are any questions?
I will.
On the phone? Thank you. Are there any other questions from the floor? Mr. Kingston, good morning.
Good morning, Chair. David Kingston, K Capital. Look, I think it's been an okay year, but considering Westfield's iconic assets, to me, the overall results are still disappointing. Shareholders here have received distributions each year, but minimal capital growth. CEO stated in his address this is the fifth consecutive year of growth, and that's correct. Spelled out in the annual report. To be fair, those stats are coming off the COVID years. I don't think the five-year analysis is appropriate coming off such a low base. The better measure in my view is the 10-year stats, and they're disappointing. Very disappointing. Scentre is still way below its share price in the high fours that it was 10 years ago. Still way below the price that Frank Lowy sold at many years ago.
I accept stock price rose nicely in the first half of the past year, but it's lost its gains in the recent months, which I accept is partly due to the higher interest rate environment. Let's look at the good side. Well done. Gearing's reduced and FFO has increased. Good to see AUD 2.2 billion of new capital introduced via joint ventures. The gearing reduced, albeit it's still significantly higher than most REITs. Scentre's debt and sub-debt is nearly AUD 15 billion. Again, well done. FFO has increased by 4.9%, but in my view, it's more appropriate to focus on adjusted FFO, which I think a lot of the other REITs do focus on, whether it's GPT or Region. FFO, in my view, is a little bit, not misleading, but it's not, in my view, the best metric.
It's good to see that further FFO growth is targeted in 2026 of another 4%. Let's get to the issue of why has Scentre underperformed in share price so poorly for 10 years? Clearly, there's some pretty substantial head office costs that come out, but in my view, one of the really big issues, Chair, is the ongoing very large CapEx. It really is a CapEx sink. CEO's address states, "We have taken the opportunity to strategically downsize David Jones at three of our locations." It's a nice euphemism from the CEO, given the well-publicized challenges that David Jones faces. What concerns me, and it's in the CEO's address, is that this David Jones repositioning has led to AUD 72 million of CapEx at Southland and a further AUD 48 million at Burwood.
Both are only 50% owned by Scentre, so we can halve those in terms of the commitment from Scentre. They're still big numbers. We then have Bondi Junction, magnificent centre. AUD 28 million replacement of the expensive food court on level one, which was gutted and replaced with a gym and Rebel. Look, I understand leisure and entertainment. Clearly, it was overcapitalized. Clearly, it wasn't delivering a good outcome. Pretty sad in a way to see this magnificent food court gutted, pulped, thrown out. I'm not sure whether David Jones was the party who had to write off all the plant and equipment and the very, very expensive fit out, or whether Scentre contributed to that pulping. Look, it had to be done. I'm not disputing that.
The gym and Rebel look good, but it's just another example, Chair, of where money disappears down a big black hole in the Westfield facilities. What concerned me enormously when reading the annual report and hearing again today from the CEO, quote, "We are excited to announce a AUD 240 million redevelopment of level six at Bondi Junction into a world-leading lifestyle, entertainment, and dining destination." Look, I've got direct investments in retail and leisure. AUD 240 million is a huge amount of money when the structure's there. That's just for fit out. That's enormous. It's massively competitive, leisure and food and beverage and leisure, massively, and punting AUD 240 million on level six at Bondi Junction is scary. Ground floor leisure and retail, relatively easy to get going. To get the amount of people up to level six to justify a AUD 240 million burn, good luck, Elliott.
I'm not sure it's going to stack up. Rather than being excited, to me, that's a frightening project that you are taking on. One thing I think the annual report could be a little bit clearer, for example, Chair, GPT specifically highlight the amount of money that is capitalized on tenants' expenses and fit outs. It's a little bit harder to find that information for Scentre. There's a huge issue. I've got a question for the auditor a little bit later as to whether repositioning of facilities, like with David Jones, we all know it's really struggling. Is that repositioning CapEx, or is it just a P&L expense?
I'd be interested to know on those expenditures, the AUD 72 million at Southland, AUD 48 million at Burwood, AUD 28 million at Bondi Junction, and then I hope the AUD 240 million is all regarded as, I don't know, it's going to be expensed or not. I'd like to hear clarification as to what is your stance on what you expense through the P&L. If a tenant goes broke and you throw out the fit out, if it's yours, do you expense that through the P&L or are you capitalizing it? Just like to hear what is your practice. That's really my first issue. That's sort of a question, but do you want me to stop there, Chair, or go on my second question?
Why don't you keep going, and then we'll answer them?
Look, to me, the biggest single issue for Scentre, phenomenal company as the CEO says, unbelievable land development possibilities above the facilities. It's fantastic. We all use it, brilliant company, REIT, but it just doesn't return any capital growth. In fact, it's delivered capital losses over the 10 years. I just appreciate the guidance from you, Chair or Elliott, but why do you think the share price is lower today than it was 10 years ago? Are shareholders better off investing in Scentre equity, or are they better off investing in Australian government bonds? Personally, I invested a significant amount in the $750 million Scentre senior debt issue that was done a week ago at 5.85%. Now, that's a better return than Scentre's shares have delivered over the last 10 years.
Another parameter, Chair, is, I touched on it last year, but I've personally invested significant dollars in the two South Australian Westfield trusts that hold Tea Tree and West Lakes. They were marketed with a targeted TSR, total shareholder return, of 15%. I'm not expecting that. It'll probably be 12%, but that's a long, long, long way above what Scentre itself is delivering. My second question, Chair, can the board provide investors with the hope that they will belatedly, heaven forbid, receive some capital growth on these iconic assets? Or is Scentre just a CapEx-heavy entity that continues to chew up huge amounts of free cash flow on CapEx when tenants go broke or when you need to reposition, you have to upgrade food courts and facilities as per level six at Bondi Junction. To me, it's a nice facility, but here we are, AUD 240 million going into it.
Is Scentre, Chair, purely a bond proxy? Does everyone have to recalibrate their thoughts? It's no longer an entity that's going to give you an equity return. Is it just a bond proxy? In which case, probably better off investing in the Scentre debt. They're my two questions, Chair. I also had a technical one for the auditor later on.
Okay. Thank you, Mr. Kingston. We'll take your comments as noted. First of all, I'll ask Elliott to just respond on the CapEx question.
Yeah. I think there's about 15 questions in that. I'll try and unpack what you've gone through. Maybe we start off with Southland and Burwood. We talk about it as being a downsizing of David Jones, but there is a lot more that goes into a downsizing of David Jones. It's what goes into that space after the downsizing. In a number of cases where we do have David Jones, they are leases that were entered into, in most cases, actually over two decades ago. There's changes in building structure that are required to bring it up to a standard that is effectively leasable in the year 2026 versus the year 2000, or in the case of both Southland and Burwood were 2000. Actually, David Jones at Southland's even older than that. In the case of Bondi, it was 2004.
We are taking the opportunity of effectively taking David Jones' space at those three centers, and we've done it with Myer as well, which is paying far less rent per square meter than what we're replacing it with. That is far more productive from a financial point of view for the shareholders. Even more importantly, from a customer standpoint, and I did announce the statistics, we are seeing a major uplift in the visitations that we're seeing at each of those destinations on completion of repurposing, in effect, space which wasn't attracting the same customer to the post-development where we're seeing more customers come. If we take the Bondi example, and I think you referred to the food court, that was David Jones' food hall.
David Jones paid the entirety of the fit-out of that, and we've replaced it with customers who actually go to it. We're seeing that with the new Virgin Wellness Center and the rebel rcx concept store, both of which attract a lot more customers and rent than what David Jones was paying or attracting when they were taking that space. What that has allowed, going to your question around level six, is the opening up of the opportunity of now forging into a path of demand set that Bondi is very under-indexed in, particularly compared to other equivalent destinations around Australia. We do see an opportunity to make a very good economic return on the AUD 240 million that we will be investing there in repurposing that entire level six into entertainment, better food, and capturing a piece of the market that Bondi hasn't captured.
We're going from a center which is already at the premium of its portfolio at a time when it's not in decline, but investing in it to continue to see. What we are seeing is very good growth coming from that particular asset, as we're seeing with both Burwood and Southland, and if we go back to the years before that, Carindale, which had a downsize of the David Jones or Knox, where we've had the exiting of Myer. We're being quite dynamic in terms of putting space on the ground and business partners on the ground that attract customers, because the more people that come, the more businesses will come and partner with us, we're seeing that with the leasing statistics, and the more rent they'll pay. Maybe if I can actually just touch on your bond point.
Bonds don't grow. In terms of your 5% return, that's what you're getting every year. I think if you look at the history of the earnings of Scentre Group, particularly over the last five years, you've seen returns be far in excess of what a bond has achieved. That's because we have an inflation hedge naturally built into our lease structure. Ilana said at the start in her comments that the share price performance and dividends delivered almost 29% return during the course of the year. That's far in excess of an alternate investment in bonds. The other piece which I think you need to also bear in mind is our earnings growth, particularly in the last five years, has well exceeded both GPT, Region, and every other one of the comparable investments in our sector.
That's because we're focused on what drives more customers to come and visit us, because that drives more demand for space, which drives earnings growth for the business. We do so in a way which is deploying capital in a very deliberate way in order to continue that demand cycle and growth of earnings cycle that we have been seeing and expect to continue to see.
Thank you for those clarifications. Just pick you up on a couple of points. I think it's misleading, Elliott, to talk about 29% TSR in the last 12 months. That's technically right, but in my view, it's out of context. That's based on a share price at 31 December of AUD 4.20. Share price yesterday was about AUD 3.58. I try to be fair and balanced. It's a bit like the five-year stats in the annual report. In my view, they're technically correct, but they're a little bit out of context because they're coming off such a low base in COVID. I try to be fair, which is why I go 10 years. And the simple fact is the share price is significantly lower today than it was 10 years ago. Yeah, that TSR for the last 12 months, technically right, but misleading. I'd just like to be specific.
Could you please just clarify, what part of these huge expenses of the repositioning from David Jones as problems? I take your point, you're going to get more rent from them and et cetera. What part of the AUD 72 million at Southland, AUD 48 million at Burwood, AUD 28 million at Bondi Junction, and then, heaven forbid, AUD 240 million Level Six, what part of that are you going to expense compared to capitalize?
Under the accounting standards, it's effectively all expense because we have property revaluations go through that as a revenue item as well. In terms of how we calculate funds from operations, we do capitalize a significant portion of that because it is a reinvestment in the building. I give you the analogy, because when you own a rental property, I'm sure you file your tax return and you have to delineate between things which are more of a shorter term use, such as shorter term maintenance, versus things which are capital from a tax standpoint. It's very similar to the way we would be treating the investments that we're making. To the extent that we are having shorter term expense style CapEx as part of maintenance, that is expensed. To the extent that we're reinvesting for the longer term in structure, that would be capital.
Okay. All right. Thank you for that. Look, Chair, I had a short technical one for the auditor. Page 135, note 5 states amortization of tenant allowances in 2025 was AUD 64.5 million. What is the total capitalized tenant allowances, and what's the amortization rate? Thank you.
Yep. Okay. For that?
To the auditor.
Yeah, we invested in operating and leasing CapEx of AUD 160 million during the course of 2025.
You're only amortizing AUD 64.5 million.
For the leasing CapEx. Doesn't include the operating CapEx.
Okay. What is in the balance sheet as at 31 December 2025, what is the capitalized value of those components?
Yeah, AUD 160 million was effectively capitalized into the balance sheet during.
There was no accumulated before that?
That run rate has been pretty much steady over the last five years. Yep. post-COVID. Yep.
Okay. I accept AUD 160 million odd last year, but what's the total amount in your balance sheet that reflects those capitalized expenses?
Yeah. Well, if you take five years, it would be 5 x 160. That run rate is a very consistent run rate.
Less the amortization, I assume.
The accounting standards require us to current value accounts. To the extent that we're embedding the capital cost into the investment of the properties, those properties are then externally revalued on an annual basis. The difference in what the value is compared to the previous value plus the capitalized cost will either be a profit to our statutory profit account, a number, or will be a loss. Because of current value accounting, we don't have depreciation in the traditional sense of a historic cost asset base.
Okay. Look, I understand that. Just I'll make a comment. It would help in analyzing it, because I accept that you're doing your revaluations each year and you've had a positive revaluation this year, so that's good. From a strict P&L perspective, most analysts eliminate the fair value adjustments. They treated it in a separate bucket. One year you go up, one year you go down, bang, bang. It would help to get a little bit more clarity, given that you are a huge CapEx sinkhole, to understand exactly how much you are spending on all the things you've talked about. When a tenant goes broke, you have to reposition. As you rightly say, when the air conditioning's old, you've got to redo it. You've got to improve the layout, all those things.
It just would help if there's a bit more clarity on that because it's a little bit subjective whether you put those through the P&L or whether you effectively put them into an offset against the property valuations each year.
Well, I think the disclosure actually does highlight that. Whether it's through our management presentations, which I'll load on the ASX on the day of announcement, AUD 160 million, or whether it's evident in the annual report, it is a very transparent number. I think you rightly point out that the investment bucket does expense that and if we have a positive revaluation, in effect, the money that we've put in has been considered to be worth even more as a result of that revaluation, taking into account the investment that's gone into the asset during the course of that year.
Okay. Thank you.
Thank you.
Thank you.
Mr. Kingston. Any other questions?
Nothing online and nothing on the phone.
Thank you. Good morning, sir.
G'day. Allan Goldin from the Australian Shareholders' Association and holding proxies from 163 security holders. Absolutely fantastic that you're actually getting some extra value out of that 100% ownership you have in a number of those centers. Selling down of them is wonderful. You're actually sweating assets. Hopefully, it continues as long as the economics make sense because you can go down quite a bit further and still keep your management rights. It's a much better use rather than keeping 100% of ownership in a building. The idea of going and developing that land bank is brilliant. It should've been done years ago. The fact that you're doing it is great. It's going to go and add great value to the whole business and it'll increase the economic utilization, as you say, of your centers. I think all that's great.
It's very interesting at the beginning you talked about your increase in visitations over the first quarter, I think it was 5.4%, which is wonderful. I know it's a very short period of time, but can you tell us, has that continued over the last three weeks?
Yes. Visitation's increased by, I think 3.1% in the first quarter. We are in a very unusual timeframe, not for the geopolitical, which are obviously very unusual, but the timing of Easter and school holidays in the first three weeks of this month is different to the previous year. It's hard to draw that conclusion at this point. However, what we are seeing is an acceleration in the number of visitations that have occurred, particularly during the month of March and in the early part of April. We're also seeing that, as I pointed out in the speech, in terms of business partner sales were particularly strong in the month of March. We don't have April as yet.
Yeah. Okay. Obviously, it's going to be something that everyone's watching with the fuel problems and everything, and the people not traveling as much. I'd like an explanation on something. In the ASX 100, the miners and most industrial companies treat subordinated debt as part of net debt. Yourself and virtually all the listed REITs don't. Your gearing ratio does not include that subordinated debt. Why do REITs treat it differently?
Yep.
Oh, you go. You will answer it better than I can.
It's treated in the way that the credit rating agencies, and more particularly, our bond covenants are calculated. Our bond covenants in fact exclude 100% of the subordinated notes from the covenant calculation. We include the 50% equity credit that the credit rating agencies provide to the subordinate notes. My understanding, in the accounts they're treated as a liability. In terms of the gearing ratio, it's consistent with either how the bond covenants are calculated and/or the credit rating agencies calculate it. My understanding is that for most companies, industrial or REITs, that would be a very consistent approach.
I'm not too sure about that, and I'm not going to get into a discussion about it, but from what I've seen, particularly with the miners, they go and include it in their gearing ratios when they're looking at it, and also most of the industrial on the ASX 100. We'll just leave it. Thank you very much.
Thank you.
Thank you, Mr. Goldin. Are there any other questions from the floor? Okay. As there are no other questions, I'll now move to items two and three, which are the re-election of Mike Wilkins and the election of Julie Coates. The notes accompanying the notice of meeting include a background note on each of Mike and Julie. Mike Wilkins is a director who retires by rotation and offers himself for re-election. The board, with Mike abstaining, recommends that you vote in favor of his re-election. I now invite Mike to say a few words to the meeting. Mike?
Yep. Thank you, Ilana, and good morning, ladies and gentlemen. I've been proud to have been a member of your board since 2020. During that time, Scentre Group has grown and developed and is now playing an even more important role in creating extraordinary places and experiences that connect, enrich, and are essential to our communities. Building from this, the company is now seeking to broaden that role, including assisting in further enhancing our communities through its expanded strategy. Scentre Group is a strong organization, which has faced into a number of issues over the past few years, while also continuing to be successful in terms of its growth and its appeal, both to our retail partners and to the broader community. In that regard, it's driven and defined by its purpose and values.
I believe that my skills and experience gained through nearly 40 years in the broader financial services sector, including over 20 years as CEO of ASX-listed companies, together with my more contemporary experience as a non-executive director, can continue to assist our company in the pursuit of its strategy and its continuing delivery for our stakeholders. The particular skills that I bring to Scentre Group are in the areas of leadership, strategy, governance, and risk management, and I'm keen to continue to make a contribution to our organization. I'm currently a member of the Audit and Finance Committee and the Human Resources Committee, as well as being a member of the board's Security Working Group.
External to Scentre Group, I'm currently the chair of QBE Insurance Group, although I do acknowledge that I will be stepping down from that role on the 8th of May, and I'm also the chair of Medibank Private Limited. I remain proud to be part of Scentre Group, and I look forward to continuing to assist it as it pursues its strategic agenda. I greatly appreciate your support for my re-election today.
Thank you, Mike. Are there any questions from the floor? Yes, David.
Clearly, Mike is an excellent director. Fantastic experience. I think I first met you probably 20 years ago, Mike, briefly. Obviously a great person. Interestingly, you also were a director of Maple-Brown Abbott for a while, which is a funds manager. I'm just genuinely interested in your view because it is perplexing as to why such a phenomenal company has delivered over 10 years capital loss on to shareholders. Do you think that's an anomaly? Do you think in the future, Mike, that this company, trust, can actually deliver capital growth to security holders? Or is it forever going to be just a dividend distribution entity? Thank you.
Please.
Yeah. Thanks, Mr. Kingston. You're right, it's well over 20 years, I think, since we've met each other. Look, I think that there are a number of factors that go into all of this. Elliott has enunciated a number of those issues. I think all we can do is try to pursue the strategy that the organization is currently after. We believe that is the right strategy and will deliver long-term for our stakeholders. As you rightly pointed out during your earlier questioning, there are a number of external factors, including the interest rate environment, that does have an impact on Scentre's performance and hence on its security price as well.
Thanks, Mike. Ms. Lee?
Thank you. I actually think I forgot to introduce myself earlier, but Natasha Lee, security holder. Look, for both Mike, and I'll also include Julie at this stage rather than kind of repeating myself, look, I think that you both have excellent skills, and I believe will be an asset to the board. Although, I note on the skills matrix of the board that social infrastructure is sort of one of your weaker measures. It does concern me a bit that given the environment that we're looking at kind of connectivity to the community and the like, that the board probably should look more at the diversity of the members and particularly the life experiences brought in the decision-making, which might enhance the social infrastructure measure. Do you have any comments?
Thank you for that comment. The meaning, I think, of social infrastructure in that skills matrix relates more to our strategic land holdings, creating places, and increasing economic activity around those strategic land holdings, which is the sort of expertise we are looking for in additional directors on the board. I take your point about social cohesion, which is very important to us, and also the need for diversity on the board. I think it's a point well made. Okay. Thank you.
Thank you very much.
Thank you. We have a question online.
Yes. Did you hold the proxy?
I'll do it at the end.
Yes, Chair. There's a question from Stephen Mayne. Mike Wilkins has spent the last 30 years being either CEO or Chair of six different ASX-listed insurance companies, Tower, Promina, IAG, Medibank, QBE, and AMP. Why is the insurance specialist sitting on the Scentre board? Is he intending to service a full three-year term? Has he ever sat on any other boards where he wasn't the Chair or CEO at some point? How does he cope at Scentre board meetings not being in charge of proceedings?
Thanks for the question, Mr. Mayne. I think it sets out very well what an outstanding resume Mike has. Mike is definitely an insurance specialist, but he is so much more. As you heard, he is a highly experienced, skilled CEO and chair with broad skills, with particular emphasis on financial services in Australia and Asia. As Mike pointed out, he brings very general, frankly, skills and attributes of leadership, strategic thinking, governance, risk management, and we're very fortunate to have him on the board. I'm hopeful that he will serve the three-year term, and he seems to cope very well with not being chair at board meetings. I'd like to disclose the proxy results for this resolution. They appear behind me. There seems to be no further questions. Based on the proxy results, item two has passed by the requisite majority. Congratulations, Mike.
Thank you. Thank you, ladies and gentlemen.
Julie joined the board in October last year and offers herself for election. The board, with Julie abstaining, recommends that you vote in favor of her election. I now invite Julie to say a few words to the meeting.
Thank you, Chair, and good morning, everyone else. As Ilana has said, I joined the Scentre Group board in October, and today I'm very pleased to seek your support for my election to the board of your company. My career spans a broad range of businesses in retailing, manufacturing, supply chain, building materials, and consumer goods. My last executive role was as Managing Director and Chief Executive Officer of CSR Limited, and I was very fortunate to lead that business for five years, delivering value for all stakeholders over that period of time, but in particular for shareholders. Prior to CSR, I was the Managing Director of Goodman Fielder in both Australia and New Zealand, and I was also on the board of Coca-Cola Amatil at that time.
Earlier on, I held senior executive positions at the Woolworths Group, including roles as the managing director of Big W, the chief logistics officer, and the human resources director for the Woolworths Group. My retail career also included senior roles at Officeworks, Target Australia, and David Jones. I'm currently on the board of Wesfarmers. In essence, my career spans roles running businesses and leading large teams to deliver growth through major transformational change for the benefit of customers, team members, communities, and shareholders. Since joining the board in October, I've visited several of our Westfield destinations, and I'm very excited about the opportunity to work with the board and with management for the continued success of the group and for you, our security holders.
Finally, I commit to bring all that I've learned to date in my career to my role on the Scentre Group board to support our purpose, creating extraordinary places and experiences that connect, enrich, and are essential to our communities. It would be a privilege to be elected today, so thank you for your consideration.
Thank you. Thank you, Julie. Before moving to discussion, I'll disclose the proxy results for this resolution. They appear on the screen behind me. If anyone wishes to ask a question in relation to Julie's election, could you please do so now? There are no questions online.
No, no questions online.
Thank you. There are no further questions. Based on the proxy results, item three has passed by the requisite majority. Congratulations, Julie.
Thank you.
I now move to item four, the adoption of the remuneration report. Before moving to the discussion on the report, I'll disclose the proxy results for this resolution. They appear on the slide behind me. I'd be happy to answer any questions that you might have. Are there any questions in the room? There is a question online.
Yes. A question from Stephen Mayne. Thank you for offering shareholders a hybrid AGM this year. Will you commit to keep doing this in future years to maximize shareholder participation? Thanks also for following the agenda, something Mike Wilkins didn't do as QBE Chair, instead calling for questions on all items of business as one job lot. Also, when disclosing the outcome of voting on all resolutions today, including this important remuneration report item, could you please advise the ASX how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement? I don't understand why you keep rejecting this request when the likes of Stockland, ARB Group, Qantas, ASX, Metcash, Tabcorp, Suncorp, Myer, and even our own share registry provider, Computershare, have all got with the program and embraced this practice in recent years.
You've got the data, so why not let the sun shine in?
Thanks for the comment, Stephen Mayne. I'm not sure when you look at these results what actual additional information that would provide, but we'll certainly take it on notice and have a look at whether we can provide that additional information. Thank you. No further questions? Sorry?
I'm sorry. Mr. Kingston.
Mr. Kingston.
Just a quick one. Look, I come from an investment banking background, so I'm delighted to see people remunerated for good performance, and this is nearly a AUD 20 billion company, but including debt, you're allocating, you've got AUD 35 billion of capital. So I'm supportive of incentivization. Just interested in a little bit of clarification, Chair. Page 165 of the annual report mentions that fair value of all performance rights granted is AUD 36.8 million. Could you just give us a little bit of clarification on to what the board's thinking is about the extent of that? It's almost getting up to tech company level when you're AUD 36.8 million in total. Thank you.
Are you talking about the quantum of the performance rights? Sorry.
They're the ones granted on existence at the moment.
Yeah, the ones granted. We have longstanding employees, which we think is of significant benefit to security holders, and as a result of that, there are a significant amount of rights on issue. Obviously, that means that the executives' interests are absolutely aligned with the security holders' interests, and so I think that is of benefit to all of us. They definitely have skin in the game. There seems to be no further questions. Based on the proxy results, the item has been passed by the requisite majority. I now move to item five, the approval of the grant of performance rights to Elliott Rusanow, our CEO. The board, with Elliott abstaining, recommends you vote in favor of this resolution. Before moving to discussion, I would like to disclose the proxy results for this resolution. The results appear on the screen.
If anyone wishes to ask a question in relation to this resolution, please do so now. Mr. Goldin?
I'll fight over it. Look, I think your remuneration report is much better. I think the way the incentives are structured for the CEO is much better. It's fantastic. In the last few years, you've actually included TSR after fighting it for a long time. I still question the fact that your comparative group is very small, and you're doing a small comparative group because you're saying, "Well, those are the companies that we compete with every day." Yet, in your STI, in your CEO's address, particularly what you're talking about is moving away from what you did traditionally. You're looking at going and becoming much more a developer, either directly or subcontracting or doing joint ventures, but moving into a different field, which makes you much more like some of the other REITs.
I think that you should be looking at the idea of expanding that comparative group to all of the listed risks or at least the top 20. That's a comment, not a question.
I think it's a good point, so thank you for making it. Yes, I think as business changes, you definitely have to consider the comparator group that you use for long-term incentives. I agree. Thank you. Mr. Kingston?
Thank you. Look, I don't have a problem with the remuneration and the incentivization to Elliott. He deserves it. At the end of the day, fixed remuneration of AUD 2 million, short-term incentive of 130% of base, that's the maximum. Long-term incentive, 175% of base. If he gets it all, it adds up to AUD 8 million, and that'd be good because, as you say, Chair, there's alignment. I do have a problem with the formula, though, and I'll take you through that. I think it's misleading. The notice of meeting says 2025 ROCE. I'm purely going to talk about the ROC part, Chair, which is 70% of the weighting?
Yes.
The relative TSR is 30%. My only comment is on ROCE, which is the major part. Notice of meeting says that 2025 ROCE was 10.24%. You read that and you think, "What a brilliant company. Property company with a ROCE of over 10%. That's phenomenal. I don't know any others that can do that." You then go into the detail. The definition of ROCE, as per the notice of meeting, is operating profit divided by average contributed equity and retained profits. Cutting to the chase, operating profit is AUD 1.185 billion. Shareholders' funds, round numbers, are AUD 19 billion. So in conventional terms, that's a ROCE around about 6.3%, a million miles from over 10%. Thank you for letting Andrew clarify a couple of things with me this morning before the meeting. I think the flaw in this formula, in my view, it's a flaw and it's misleading.
As I understand it, and correct me, Andrew, if I've interpreted it incorrectly, the operating profit's clear, Chair, AUD 1.185 billion, but the denominator is confused. In my view, it should be shareholders' funds. I think, Andrew, you've indicated that it's not shareholder funds. You've got to excise from that the amount of the revaluation of the properties over the years. That's how even though the operating profit is AUD 1.185 billion, the only way you can get to over 10% ROCE is to divide by around about AUD 11 billion. Whereas the unambiguous balance sheet in the annual report is around about AUD 19 billion. Now, there are several definitions of ROCE, Chair. Some companies look at it as the denominator being shareholders' funds plus debt, because that's the amount of capital you're playing with, which is AUD 35 billion. I accept you're not doing it that way.
I accept that. That's fine. I just don't think you are, in the true sense of the word, delivering anything like 10.4%-2.4% ROCE. That's my concern. I appreciate if you could clarify. Thanks.
Thank you. Thank you for the comment. I think the difference, and I'll have to get some help here, but the difference is between what we call contributed equity and shareholders' funds. Correct?
Correct. Yep.
The difference is?
Yeah. It's actually stated in the accounts under Note 18. There is a clear definition of what contributed equity is. What it doesn't include is the cumulative total of undistributed earnings that have been built up over time. In effect, what the program, I'll exclude myself from that, but in totality of the long-term incentive is to align the contribution that management can make on the funds in dollar terms that have actually been contributed by shareholders over all its history of Scentre Group. Excluding movements of fair value that are not realized, but rather the dollars that have been physically contributed in the form of either issuance of stock by the company over its history and accumulating to that the amount of earnings that have been, from an operating profit standpoint, earned over that time that have not been distributed to security holders.
In effect, the amount of dollars that shareholders have been asked to retain in the company. If you look at Note 18, you'll find a number of AUD 10 billion or just over AUD 10 billion. That doesn't include accumulation of retained earnings. To that AUD 10 billion, we do add the retained earnings that haven't been distributed to security holders, and you get to a number of circa AUD 11 billion. That's why we purposefully call it return on contributed equity as opposed to return on equity or return on shareholders' funds as defined by the accounting standards. Because, as we said before, our accounts are fair value accounts, which will be dynamic in terms of what that shareholder fund number is from a net equity standpoint.
What doesn't change or what will change only with deliberate actions of seeking more dollars or retaining more dollars is the amount of contributed equity that shareholders have provided.
Thanks for that clarification. Look, I'm not suggesting that the calculation is incorrect. Clearly in the fine print, it's spelled out, but I don't think many people are going to be able to read the fine print to that extent. In a conventional sense, Chair, return on capital employed. Now Elliott's doing a good job. He's either got AUD 19 billion of capital, which is shareholders' funds. It doesn't really matter, Elliott, where it comes from. That's the amount that you are tasked with gainfully utilizing to deliver good returns. Some other people would say that you got AUD 34 billion because they would include the debt capital as well. I'm not suggesting that there's anything palpably wrong here. It's in the fine print. Chair, it's just misleading.
Clearly, the capital employed that the management have got to use is either AUD 19 billion, which is the shareholders' funds in your own balance sheet, or you add the debt, and it's AUD 34 billion. I just think you should reset that formula.
Well, I think we'd reject that it's misleading, but I hear your comments.
Look, it's not misleading in a legal technical sense because it's in the fine print. At the pub test level, in my view, Chair, it is misleading because it's tortuous to move from shareholders' funds in the official document of the company, which is clearly nearly AUD 19 billion, to get down to AUD 11 million. Which is why this very important issue, which I welcome Elliott receiving the incentive, but very important issue. The first thing I do is how the hell can anyone deliver over 10% in a property company? It just doesn't happen. It only happens because you're dropping the denominator from AUD 19 billion down to AUD 11 billion.
The only other comment I'd make is the thing that's important to you is the growth, and you've had growth.
Well, again, that growth, again, the notice of meeting says that last year it was 10.3%. If Elliott gets it up to 10.7% or thereabouts, then he gets the full allocation. That's pretty minor growth in my view. It comes out at 3% or 4% per annum. I don't think the growth's all that good, and a lot of that growth doesn't translate into shareholder value growth. Anyway, thank you.
Thank you. We have a question online.
Yes, Chair. Mr. Stephen Mayne. Could the CEO summarize his past LTI grants as to whether they have vested or lapsed, and whether he has ever sold any ordinary shares in the company? Please don't say, "Look it up in the annual report and through ASX announcements," as you did two years ago. It's complicated, and the CEO could factually summarize the situation in 60 seconds. Dozens of other CEOs have happily done this, so please invite Elliott to do likewise.
Thank you, Mr. Mayne. No, I'm not going to invite Elliott to do that. Actually, it's very clearly set out on pages 86 and 7 in the REM report, and I think you could read that much more quickly than 60 seconds. I don't intend to do that. Thank you, Mr. Mayne. Are there any further questions?
I think there's an additional question from Stephen. Not quite.
Oh, okay. There's another question. I think there is an additional question online.
Sorry. I'll just check. Yes, s orry. It was a general question from Stephen Mayne, chair. Our former long-serving CEO, Peter Allen, went to the other side of the landlord-tenant table last year when he was appointed chair of Coles Group. Do any of our personnel deal directly with Peter on leasing or any other matters, or as chair of Coles, does he remain above the fray? Where does Coles Group rank in terms of our largest tenants? Are they bigger than Woolworths, Myer, and Wesfarmers? Who is our biggest tenant, and do any of our major tenant chairs get involved in leasing discussions?
Thank you. John Papagiannis is very pleased I don't get involved in tenancy discussions, so I can only assume that Peter doesn't either. Would you like to talk about Coles and where they rank?
Yeah. Coles are one of our largest tenants. They do rank amongst that cohort that you've stated there, Stephen, Woolworths, Myer, more so than Wesfarmers. What's also on that list is obviously David Jones. They are a large business partner for the group. In our dealings, we do not deal with Peter Allen as Chair of Coles. Rather, we deal with management of Coles, as we would deal with management in every one of those other business partner discussions.
Okay. Thank you. I believe there are no further questions. Sorry, have we done the proxies on item five? No. Based on the proxy results, item five has been passed by the requisite majority. Please cast any final votes before I close the polls for items two to five, which I'll do shortly. If you've voted in person using a card, please raise your hand so that it can be collected from you. The polls for the resolutions for items two to five are now closed. The final results of the polls will be announced to the ASX later today. That concludes the formalities of today. On behalf of the board, I want to thank you for participating in today's AGM. The meeting is now closed.
For those of you with us in person, I invite you, on behalf of the board, to join us for some light refreshments outside. Thank you all very much for coming. Thank you.