Well, good morning, ladies and gentlemen. On behalf of the board, I would like to welcome you to the 2026 Annual General Meeting of The Star Entertainment Group Limited in the Sydney Event Centre. I am Soo Kim, Chairman of the board. Today's meeting is being held in hybrid format, with shareholders being able to attend and participate at the meeting in person or online via the online meeting platform. This meeting is also being webcast, and the recording will be made available on the company's website after the meeting. Photography, audio, and video recording is not allowed during the meeting. As it is now after 10:00 A.M. Sydney time and a quorum is present, I formally declare the meeting open. I would like to introduce you to your board of directors.
In attendance today on stage with me are Bruce Mathieson, our Group Chief Executive Officer and Managing Director, and our non-executive directors, George Papanier, Don Pasquariello, Brooke Lindsay, and Grant Bowie. Joining the board today from the audience is Donna Isaacs, who is currently an observer to the TSEG board and will be appointed as non-executive director of the company once regulatory and ministerial approvals are obtained. Welcome, Donna. Also with us today is our company secretary and Scott Jarrett, the company's audit partner from EY. Scott is available to answer questions relevant to the auditor's independence, conduct the audit of the audit in respect to the company's financial statements and sustainability report in fiscal 2026, and the preparation and content of the auditor's report. Debbie Austin from our share registry is also here today and will be the Returning Officer for the poll votes.
Members of our executive team are also present in the audience. Please stand up. They will be available to meet with shareholders after the meeting to discuss any operational matters at our properties. Now I turn to the procedural aspects of the meeting. For those joining online, the online meeting guide is available on The Star website explaining how to participate in today's AGM, including how to vote and ask questions. If we experience any technical issues today, a short recess or an adjournment may be required. If this occurs, I will advise you accordingly. If there is a significant issue requiring meetings to be adjourned to another time or date, an announcement will be made to the ASX and details will be provided on our website. Only shareholders and their appointed proxies or corporate representatives are entitled to ask questions or vote at this meeting.
All other attendees who are welcome as observers, any questions must be relevant to the business of this meeting. Shareholders have had the opportunity to submit questions before the meeting. Some of the more frequently raised questions and topics will also be covered in the addresses given today. Questions for those at the venue. During today's meeting, shareholders will have the opportunity to ask questions on each item of business. I will invite questions after each item has been introduced. If you're in the room and wish to ask a question about a specific resolution, please make your way to the microphone when the resolution is being considered. Please show your green or yellow admissions card to the microphone attendant and they will introduce you. If you are unable to go to the microphone, please raise your hand and one will be brought to you.
Shareholders who wish to ask a question online can do so at any time. We encourage shareholders who have the questions they wish to submit online to start sending them through now. However, questions will not be addressed until the relevant item of business is before the meeting. Online questions. To send questions through the online meeting platform, please click on Ask a Question. Select the topic of your question relates to, and type in your question, and then click the button Submit. If you are participating online and wish to ask a question verbally, please click on Ask the Question and follow the instructions on your screen. When it is time for your question, the operator will introduce you to the meeting. Your line will be unmuted, and you will be prompted to speak. Please mute your other devices before you speak to avoid technical difficulties.
To assist with the efficient conduct of the meeting, we ask that shareholders ask no more than two questions on each item of business. If you have more than one question, please ask them together. We may aggregate similar questions and summarize lengthy ones. All questions must be relevant to the business of this meeting. As set out in the notice of the meeting, voting on Items 2 through 11 will be conducted by way of a poll. Shareholders, authorized representatives, and appointed proxies physically here today will need a green voting card to vote.
If you are a shareholder or if you have voted prior to the meeting and have elected to let your vote stand, you will have received a yellow non-voting card, which means you may speak at this meeting but not vote. If you are eligible to vote and you have not received a green card, please see a representative of the share registry in the foyer. As a reminder, visitors holding a red card are not eligible to vote or speak at this meeting. For shareholders and proxy holders here at the Event Centre, please complete your green voting card by placing a marking For, Against, or Abstain for each resolution on your green voting card.
Directions for how to do so are set out on those cards. If you need to leave early, place your completed card in one of the ballot boxes near the exit. If you have a question about how to complete the voting card, please see a share registry representative here today. Shareholders participating through the online platform may submit their votes on all resolutions once the poll is opened or at any time during the meeting.
Shareholders will also have another five minutes at the end of the meeting to submit or change their votes. If you require guidance on how to lodge your votes online, please refer to the online guide available in the virtual meeting platform. If you have not yet registered to vote, please click on Getting a Voting Card button on your screen and enter the information requested. If you have more than one shareholding, you will need a voting card for each holding. You can edit your voting card at any time during the meeting, up to and until the time I declare that the voting is closed. Following discussion on each item of business, the total number of valid proxy votes and direct votes received for that item, and how those votes have been directed, will be displayed in respect to that item.
Where undirected proxies have been given to the Chairman, I will vote in favor of resolutions in Items 2 through 11. Now I will proceed with my address, which will be followed by the CEO address by Bruce Mathieson. Copies of these addresses were lodged with the ASX this morning. Fellow shareholders, again, my name is Soo Kim, and I am your Chairman. If the reporting is to be believed, this is my first and last annual general meeting of The Star Entertainment Group. Regardless, I just want to start by saying it has been an honor to chair this assembly today and to thank you for all coming. First, a bit of background. It was just in May of last year that Bally's and Investment Holdings made our emergency AUD 300 million convertible debt investment.
A few months later, we received nearly unanimous shareholder support that allowed us to convert our shares alongside yours. This was meaningful to us because we purposely structured our deal as to gain the necessary control we required to promulgate our turnaround plan while preserving the ability for long-suffering shareholders to participate in our eventual recovery. In December of 2025, the regulatory background checks on our probity were completed, and we were permitted to join the Board of Directors. Allow me to recap the situation we stepped into. While merely three quarters have passed since we joined the board, they feel like dog years. Given my experience in corporate turnaround work, I was accustomed to stepping into challenging circumstances, but The Star proved a stickier wicket than most. The day we joined the board, the former directors actually all resigned en masse, along with much of the group leadership team.
Even though we had injected AUD 300 million in cash just seven months prior, only something like AUD 100 million was left in the till. The company was burning more than AUD 20 million in cash a month. At year's end, the auditors highlighted the group's material uncertainties relating to going concern. Our lenders refused to give us covenant waivers, precipitating the need to pay them off or default. The agreement to unwind the Brisbane partnership, where The Star would transfer its share of Brisbane and the Treasury in return for joint venture-held interest in the Gold Coast, a release from AUD 700 million of debt guarantees, and a revised management agreement had actually lapsed beyond the drop-dead date where it was at risk of all falling apart. Worst of all, every month, our properties were witnessing double-digit revenue declines year- over -year.
That trend had sadly held steadily downwards for approximately the last three years. Things were grim. We had to immediately recruit experienced and talented directors and executives and get to work. Work we have. To recap the team's many accomplishments, we completed the DBC unwind and released ourselves of the guarantee. The Gold Coast has delivered Tower 2, and the Andaz Hotel will be opening this coming month. Under our revised management agreement, Star Management has delivered on improving operating profits or EBITDAM, as they say, which now annualizes to more than AUD 150 million of profits per year versus just AUD 50 million when we took over. We successfully refinanced The Star's debt, eliminated the near-term maturities, giving us time to complete our turnaround. We have ripped out tens of millions of excess corporate bloat and continue to refocus authority and accountability to the property teams.
In fact, just this month, we completed the decentralization of operational control to each of our properties so that management can adapt to specific local market conditions, an objective that is not just good business, but also happens to be a critical regulatory milestone. Speaking of regulatory imperatives, we have embraced the standards set by New South Wales and Queensland regulators for anti-money laundering, knowing our customer, and safer gaming that are the highest in the industry. While we are not perfect, we are still improving, we can say with confidence that the excesses of the past are in the past. Most critically of all, by March, we had already achieved the first monthly improvement year-over-year in revenues and arrested the declines. We continue to build on those positive monthly trends through today.
I am happy to report that each of The Star Sydney and The Star Gold Coast properties are now operating cash flow positive or EBITDA positive, and cash is now building, and we have almost AUD 200 million of cash in the till. Quite a different story than just nine months ago. The job is not done, but we could not have accomplished what we have to this point without the invaluable contributions of our more than 7,000 strong team members who have put in honest shifts during these challenging times. To them, I say thank you. Your pride in your work has allowed our company to come through this difficult period. We know there is still a lot more to do to restore the faith of our customers in The Star, but with this team, I could not be more confident that we will achieve our goals.
Our belief is that world-class cities such as Sydney, Brisbane, and Gold Coast deserve to have integrated resorts that are on par with the best the rest of the world has to offer. Our assets contribute to the country's rich landscape of attractions and offerings to boost tourism while giving local populations a choice not to have to travel overseas to game. I read somewhere this week that one of the airlines are starting a Sydney to Las Vegas service, nonstop service, and my only thought was that I hope those planes are full of tourists coming from Vegas to Sydney to see what we have to offer down here.
We are confident that The Star, with our amazing assets and incredible workforce, can deliver world-class gaming, hotels, food and beverage, and entertainment offerings that not just profitably for our shareholders, but also ones that all of New South Wales and Queensland can be proud of. We will never forget that gaming is a public-private partnership, and we need to meet and exceed those policy objectives that were set when The Star Entertainment Group were awarded these valuable licenses in the first place. Our best is yet to come. It is my honor to share that journey with you, our fellow shareholders. Thank you. I will now hand over to my Group Chief Executive Officer and Managing Director, Bruce Mathieson, for his address.
Thank you, Chair. Good morning, shareholders. I have seen significant positive changes across the group, its properties, and its people since joining The Star as Group Chief Executive Officer and Managing Director in December 2025. This year, as Soo has mentioned, we have reshaped our operating model, strengthened our leadership teams, and worked hard to create a culture where people take ownership of results and are empowered to make decisions. This enables accountability to be closer to the people serving our customers and running our properties every day. Our property leadership team's supported by oversight of the property boards. We have welcomed many new leaders to The Star, bringing fresh perspectives, deep industry experience, and a shared commitment to performance and responsible operations.
In particular, I'd like to welcome our new Property Chief Executive Officers, John Koster at The Star Sydney, and Ameet Patel at The Star Gold Coast and The Star Brisbane. Welcome. Their experience has and will provide The Star with valuable leadership as we move forward into FY 2027. Thank you. Our key strategic priorities moving forward are customer focus, a sustainable business, and transformation demonstrating a return to suitability to hold a casino license.
Our renewed focus on our customers can be seen through our focus on improving service standards, strengthening customer engagement, enhancing our offerings, and creating more compelling reasons for people to choose The Star. While there is still significant work ahead, I'm encouraged by improvements in visitation, customer engagement, and operating performance across the business. As the Chair stated, the group has also successfully refinanced its corporate debt to continue the work of restoring its balance sheet.
These achievements have provided greater stability and a stronger foundation for the future, allowing management to focus on improving performance and creating long-term value. The first quarter sales results of FY 2027 are pleasing and a good indicator that we are heading in the right direction, and I'm pleased to say that that momentum has continued in October. Our Q1 FY 2027 EBITDA profit of AUD 12 million was up AUD 25 million on the preceding period, and Q1 FY 2027 revenues for The Star Sydney and The Star Gold Coast were up 9% from Q4 FY 2026.
A number of cost-out initiatives, including the streamlining of the corporate office, have been implemented in the second half of FY 2026 and are ongoing. As noted in the quarterly activities report for the first period of FY 2027, further initiatives at the properties and re-examination of all aspects of operations, including reducing direct and indirect cost pools, are ongoing at the properties and within corporate. Cost reductions will assist in funding marketing investments. Unallocated corporate costs were AUD 10 million below the preceding period in Q1 FY 2027. We now expect to be building cash reserves in FY 2027 before non-operating items.
The Star Sydney has been advised by the New South Wales Independent Casino Commission that the suspension of the license for The Star Sydney casino will remain in effect at this time, and that the manager's appointment for The Star Sydney casino has been extended to June 30th, 2027, unless terminated earlier by the NICC. The Star has also received confirmation from the Queensland Government and the Commissioner for Liquor and Gaming, confirming the deferral of the suspension and the extension of the special manager for The Star Gold Coast, and requiring the extension of the appointment of the external advisor for The Star Brisbane to March 31st, 2027.
While this outcome is disappointing, we understand that returning to suitability is not defined by a single milestone, but consistently demonstrating the standards expected of a responsible and trusted operator and continuing to work constructively with regulators and other key stakeholders. We have completed over 85% of our remediation plan milestones, and the work required for completion is being increasingly embedded in how we operate every day. We are committed to earning confidence back through our actions and performance. I would like to acknowledge and thank our regulators and other key stakeholders for their ongoing engagement, guidance, and collaboration throughout this period of significant transformation.
Their commitment and constructive involvement have been important in supporting our ongoing remediation and progress towards returning The Star to suitability. Across all levels of the organization, I see ongoing commitment and resilience from team members. I would like to thank our team, each and every one of them, for their continued hard work and support. I am confident we have the people and the leadership capability required to lead this business successfully into its next chapter. Thank you for your time today. I will now pass back to Soo.
All right. Now I turn to the individual items of business in the order set out in the notice of meeting. The notice of meeting was released to the ASX and sent to shareholders who requested a printed copy on September 24th, 2026. I will take the notice of meeting as read and now formally open the polls on all items before the meeting. Each of the resolutions in Items 2 through 11 is an ordinary resolution requiring a simple majority vote of votes cast by shareholders entitled to vote. Okay. Item 1. The first item on the agenda is to receive and consider the financial statements, the sustainability report, the director's report, and the auditor's report for the year ended June 30th, 2026. The financial statements were approved by the directors and audited by Ernst & Young.
In accordance with the Corporations Act, there is no vote on this item as it is a discussion item only. Now I invite questions about the financial statements, Director's report, and Auditor's report from shareholders. This is an opportunity for shareholders to ask questions about the management of the company or its operations in the past fiscal year. If you are participating online, please send your questions through now. As mentioned earlier, Scott Jarrett, the Ernst & Young partner responsible for the audit, is available today to answer any questions about the conduct of the audit or the Auditor's report.
Shareholders had the opportunity to submit written questions to the auditor before the meeting, and no relevant questions have been received. We have received a number of questions before the meeting. These questions, which touch on Star's economic performance, share price, regulatory challenges, and strategy to grow the business, have been covered in the addresses you have already heard today. Queries on process matters have been addressed by the registry with individual shareholders. I will now answer the remaining questions. Eirene, could you please read out the questions?
As a shareholder, I would like to understand how The Star plans to use AI and automation to simplify operations and reduce costs. Has the board considered restructuring opportunities enabled by these technologies, and can it outline the expected savings, implementation costs, and timeframe while maintaining service quality and regulatory compliance?
Well, thank you for that question. Absolutely. We are really excited about advances in development technologies. Obviously, so much of the challenges that the company has faced over the last few years is really to balance all these heightened regulatory scrutiny and imperatives to be better at what we do and meet our objectives. In the initial phase, the company has dealt with this by throwing bodies of people. In that way, we have seen corporate expenses balloon. Frankly, that is not the best solution.
That creates a lot of pressure on folks. It is not the most efficient, and frankly, it leads to a lot of human error. The promises of technology today to automate some of these processes, like background checks and source of wealth checks, it is much easier actually to know your customers today than it has been. We are actually super excited about what technology offers. We are actually already making improvements daily, and I think Star will benefit greatly from new technologies available today. Thank you for that question.
Chairman, there are no more online questions at this time.
Wait, then we will go to questions from the floor. I now invite questions from the floor, followed by written questions received through the online meeting platform. I will then turn to any audio questions from the online meeting platforms. If you are in the room and wish to ask a question, please move to the microphones now.
Mr. Peter Starr has a question.
Please.
Good morning, Mr. Kim. How are you?
Good morning.
Bruce, I know you and your father, so we're pretty happy that you're certainly there. You've got a lot of experience with the pubs and Endeavour Group. Soo Kim, in your speech, you were saying that reports about you leaving or whatever, can we get some clarification on that? That's the first thing. Second, what's the main issue with the oversight from Sydney's point where it's been extended? What's the main issue for the regulator?
Okay. Let me see if I could best answer the question. The first was just a relatively poor attempt at humor. I think I was told that our prospects were so grim as a company that we won't have any more annual meetings. I would like to respectfully disagree. I think there'll be many, many more, and I look forward to seeing you and every other shareholder at the next one, and the ones after. In terms of the regulatory imperatives, look, I will say with confidence because we operate gaming in, I don't know, many, many countries, many continents. For what it's worth, the current state of Australian gaming regulations are actually the highest standards in the entire industry. That is a response to some of the excess that this company and other companies in this industry have made mistakes on in the past.
I am sure it has all been reported. There have been years of excesses. Those years of excesses are being reversed dutifully by this management team over the last couple of years, but also the team at The Star as a whole over the last couple of years, and this team specifically over the past year. We are still improving every day. We look forward to working closely with the regulators to deliver on all the objectives they set. I do not think there is anything specific other than an imperative to give the Australian people, the people of New South Wales and Queensland, the confidence that we run the tightest gaming operation, obviously in this state, but also in this country and in the world.
Thanks, Mr. Kim.
Thank you for that question.
Chair, I have a question from Mr. Somerville.
Please.
Thank you, and good morning. According to press reports, your father, Bruce Mathieson Sr., who is in his early 80s, is slowing down and not participating in as much of the family business. Is he still influencing you, how you lead your business, and how active is he in terms of meeting management, engaging with Bally's, reading the board papers, and dealing with regulators and the like? I do have a second question on a different topic. There was a leak from inside Star Entertainment, which led to journalists Nick McKenzie and Zoe Samios publishing what was billed as The Star Files in the AFR on August 29 this year. Did you investigate and get to the bottom of who leaked all that internal communication and why? Do you agree it damaged us in terms of regulators turning up the heat on us yet again? Thank you.
I think it is probably best for I to talk about Bruce's father and him talk about the leak. No, please, Bruce, after you.
Thanks, Somerville . Well, I can certainly assure you that the old man is alive and kicking and going pretty well. And I still get plenty of direction and advice, which I think is still very valuable, too, in this market. In regards to the other media stories, we are in a business that has a lot of scrutiny over it, and I welcome that scrutiny. We are trying our best to be the best operation we can every day. Is it beyond criticism and others' opinions? No. Do I refute all of those allegations and the like in that story? Absolutely. But again, I go back to the start. We are working as hard as we can to be the best casino operation we can every day.
Yeah, look, as you can see, we are bringing an incredible amount of change. Pretty much everything that was done before us, we have reversed. With no disrespect to all the efforts of the management teams and people that have sat in this room before me, we are going to do things differently. Look, that journey is going to naturally come with some level of differences of opinion. Some people have taken those differences of opinion to the press, and look, it is a free country. You are welcome to do it. I will tell you that I cannot be prouder of our, again, 7,000 team members that show up every day and work hard to meet our customers where they are, and our hardworking management team, some of who are very new to this job, but are trying their best in terms of delivering on our promises.
Look, what I would say is look at the scoreboard, judge us by our results. I think that is the most important narrative there is. I just think that the most amusing thing about actually, the story is concentrated on how horrible things were at Brisbane Casino, which is a casino that we literally have tripled profitability in less than 12 months. I take the triple profitability, and if that means that there are some people that are unhappy about the way we have changed things, so be it. Thank you for that question. Please.
Chair, I have a question from Mr. Kniznikov.
Sure.
Thank you, Mr. Chairman. My name is Roman Kniznikov, and I am long-term shareholder and representing my personal shareholdings, my company's shareholdings, and my self-managed super fund. I am also VIP customer. The first thing in my address to this meeting, I would like to welcome you, Mr. Chairman, to your first AGM. I also want to welcome Mr. Bruce Mathieson Jr. as new CEO. I am not sure if you are aware, but I was working very hard to get Mathieson family involved in management of this company. They were our biggest shareholders with huge experience in business, and I trust that together with your current biggest shareholders, Bally's, we turn this company around. Now I can report my observation as a customer and shareholder that some changes in management were successful, but some were major failures. Let us start with success.
Our greatest success, in my opinion, were Food and Beverage division, under great directorship of Mr. Rob Carty and his right hand, Manager of Food and Beverage, Mr. Shane Davey. They transformed this division. Our sports bar during FIFA World Cup, European Soccer Cup, and other sport event fill our bars to over capacity. Our great staff and bar management did an amazing job in managing it well. It was great pleasure to see people enjoying themselves, as the purpose of this company to entertain people. The management was managing overcrowd events, and let me remind you that some events like FIFA World Cup and European Soccer Cup happen after midnight, and management were there to supervise and serve our customers. I would like to thank them for their excellent job.
Another success story of Food and Beverages division is our Harvest Buffet, which greatest improvement their food choices. Every time I visited the Harvest Buffet, it was full, and again, management was managing the crowd well. Our hotel division also did well. Unfortunately, I did not visit our The Darling this year, but The Star Grand in Sydney, Gold Coast, and Brisbane did very good job. Another new thing that was introduced to our new management was gifting days. This for partial success, in my opinion, as some of the gifts become stars of memes on internet, like suitcase in size of wallet that many people still can't figure out what to do with it, or pillows that no one knew their purpose. Also, the initial management of the event can be improved.
I had raised it with John, our CEO Sydney, and Mr. Bruce Mathieson Jr., but got mixed reaction. I think the management on the floor need to have more power to resolve the problem and not to call to someone who have no idea what is really happening for solution. The major failure of this management, in my opinion, is the treatment of our VIPs. You can't stop our VIPs to enter facility over time when they come back from overseas business trips, and then review them for weeks or sometimes for months. You can't review people for four months without access to our facility, because the reviewer who started the process left for holiday or sick. We are not the only entertainment company in the world or in the city. Our VIPs go into another casinos across the harbor or to the clubs where the rules are different.
Our platinum VIP is getting diamond membership immediately at Crown with all the benefits attached to it. We lost a lot of our customers as a result. Crown, this is almost empty since opening, and with danger to shut down the casino operation now full. It's been full by our VIPs, who is very happy to be there as they getting respect that they deserve and all the benefits that they want. Mr. Chairman, you saw our financial report that showed that Gold Coast did very well, but our Sydney casino losing money. Did you ask yourself why? At last year AGM at Gold Coast, many of our shareholders and VIP customers praised Gold Coast Casino management and Ian Brown, who know how to manage VIP's customers, and maybe you need to bring similar management style here in Sydney.
Mr. Chairman, I am pleading to you, please fix the problem with our VIPs, as they are our engine to get out of trouble and success in our business. Mr. Chairman, I and many VIPs are worried about the new VIP program that you introduced on the 1st of October. If you want, we can meet after the meeting to discuss the future of this company, I will be valuable to you. Now to the question. I would like to know how secure is our customer data. In light of many hacks in Australia and around the world, I want to ensure that private information of our customers stays secure. Thank you.
Well, thank you for that question. Most importantly, thank you for being a shareholder and a customer. I will tell you that, I agree with you entirely. I continue to be mystified, horrified by how we have been treating our VIPs of late. This is interesting because in some ways, if you go through the regulatory history, so much of the excess of this company occurred with junket travel from far-off countries that all ended back in 2018. It has been a long time since that has occurred, and yet, it is almost as if people always fight the last war. I think that there has been an emphasis on doing their best to follow the rules, but in some ways, maybe potentially swinging too far the other way. We are trying to achieve, this new team is trying to achieve the right balance.
Because we know that the vast, vast majority of our customers have no malfeasance or any unwanted behavior that they want to bring to The Star. We need to welcome them. We understand the issue that you point out. We are working on it. I will tell you that we have not solved that one yet. So despite the improvements that you are seeing in our business and the bottoming and now increases, we still actually have not solved the problem that you are pointing out. That is actually good news. It is interesting. No, no, but I mean that because when you are in my business, which is the turnaround business, and you step into a situation and you see a dozen things that are being done wrong, it makes you happy because you are like, "Okay, this is why I am here.
I have a lot of things to turn around and fix and bad decisions to reverse, and we will fix it. As we do, you will see an upward rise." If you step into a situation where you look around and nothing is wrong, well then you are screwed because it is a really crappy situation. In this case, our ill-treatment of our own VIPs is actually so obvious that we know that is our number one problem, but also number one opportunity. It is interesting because you comment about our noisy neighbor to the south, that operates under the same regulatory construct that we do. I remember in some of our earliest board meetings, and this is just earlier this year, I was asking the question, I said, "Well, hold on here.
We are taking a huge chunk of our customers and not allowing them to play because we cannot get them through our enhanced due diligence, and we do not know our customers enough. What percentage is these customers are now playing across the street? The answer is a good chunk. I am like, "Okay, how could you blame the regulatory rules if the other operator across the way is able to, under the same regulatory construct, welcome these customers?" I would think that it is our execution of the rules that are incorrect. We know the problem. The problem that you are pointing out, we see it. We are working hard to try to fix it. There is no easy solution. Everything that we do has to be done with the regulatory support as we go.
We intend to get there, and that is actually the true upside of this company. We are not even scratching the surface yet. Again, I did not come here to say mission accomplished. I came here to say the fire is out, and now the rebuilding starts. I appreciate the comment on the Harvest Buffet, by the way. Let me just tell you one thing that is interesting. I do not know if you know this, but buffets across the U.S. are all gone. They did not survive COVID, as part of, I do not know, something about COVID made people want to both stay away and then also save costs and save expenses. In America, it would be very hard to find a casino buffet. We are proud to have them here, and I am proud that we do some things better down here. Thank you for those comments.
Thank you. There is still question about the security.
Oh, yeah. Sorry about that. Yes.
We have breach.
Yes.
Not us. The lawyers got a breach.
Yeah.
VIP supplying a lot of personal information.
Yes.
Our securities.
Yeah. It's a really good question. I'm pleased to report that we have finally bound ourselves to cyber insurance for the first time in this company's history. That's an interesting data point because obviously if you go and get insurance, you have to pass through the underwriting process where your insurance have a sense of whether or not what you're doing is in the norms. I think that we talked about technology right in the beginning. We're excited for technology, but obviously technology also in the wrong hands, it can allow for some serious abuses. We understand that our customer data is our most important asset. We will work hard to protect it. It's hard for me to sit here and say that everything is perfectly secure. We do our best, and we know how valuable it is. Thank you for the question. Please.
Mr. Starr has another question.
Great.
Thanks, Mr. Kim. It might be helpful, with the people that are on the board, if there is a little summation about their experience. I know that when I spoke to Bruce this morning, with Grant there, I think it is a really good thing having him there. I do not know about the other two people. I know nothing about them, but I am happy to talk to Bruce afterwards. I think it is really important for all the other shareholders in the room that certainly, I cannot speak highly enough of having you there, Bruce, because I think for the shareholders I represent, we think while you are there, and certainly you, Mr. Kim, are going to bring what should have happened before we got into this mess.
It is really sad we got into this mess because everybody in the room knows that the shares fell from AUD 5.78 down to AUD 0.073. They had a bit of a rise recently up to AUD 0.16, but they are back at AUD 0.115, AUD 0.12. I think that rise, when I was watching the charts and everything, I think that was on what had happened in Brisbane and things like that, like the profit up there. I just think that it is really important having Bruce there. You, yourself, you bring a wealth of experience, having been with Bally's and with casinos around the world. I think there are lessons to learn here right across the board about mistakes that should never have happened, and people that were on the board should have stepped up, and they were found wanting. They should have all been put in jail, really. The good thing here now, having you there and Mr. Kim, I see some hope. The shareholders I represent, we have got hope now. We did not have hope before, sir?
Well, thank you for that comment. Again, I could say that with full confidence that the best days are ahead. Why do not we give a chance for you to hear from some of our other directors? I do not want to put them on the spot, but maybe you can introduce yourself starting with you, Don.
Thank you, Chair. Don Pasquariello is my name, and I look forward to presenting my background, experience, and credentials when my nomination for election as a Director appears on the running sheet. I have 40+ years' experience in professional services. I am also the Chair of the Audit Committee of The Star Entertainment Group, which has oversight over the financial controls, the external audit, governance, and internal audit. My background is professional services, and in any composition of a board, you need individuals that play to their strengths. That is my background, and that is the strength that I will play to in serving.
Thank you, Don.
Thanks.
Hi, my name is Brooke Lindsay. I also come from a professional services background and have more than 25 years. I am a lawyer by trade. My preceding role was a Group Chief of Legal and Compliance, overseeing 38 countries of investments, but based in the Middle East. Playing to my strength, I guess my key experience is really around risk management, governance, legal, and compliance. But like Don, I will introduce myself more fully as part of the Director election process.
Thank you, Brooke. Grant?
Good morning. Grant Bowie. I have been in the gaming hospitality industry for just over 40 years. I had the privilege of being the executive in charge and opening of what was Jupiters in Brisbane before the sale. I then had 20 years opening and operating casinos in Macau. I have a real passion for this company because I invested so much of my time, and I would say that I am delighted to see the quality of the people in the team, and it is this team of 7,000 that we as directors and as executives will enable to bring us back to the position we are at. My background clearly is understanding how regulation works, but works in a viable and commercial way. Again, like the other directors, I will provide a little more feedback as we get into the election process. Thank you.
Thanks so much for that, Mr. Kim. I think that was really helpful for everybody in the room.
Thank you for that question. We have a question from the online system here, and I will read that off. Can the board update shareholders on AUSTRAC proceedings, including potential financial impact of any penalty? How it would be funded, and what steps are being taken to prevent similar compliance failures? Well, again, I think like many of the sins of the past, the excess of the company that occurred that give rise to the AUSTRAC findings occurred many moons ago, really. In a time far, far away. Unfortunately, we still have to pay for them. Look, I believe that we should hear from them any day, any week now. We look forward to seeing the process play out and ultimately dealing with whatever the ramifications are and moving on.
I think that the trial with the company and AUSTRAC occurred, I want to say May of last year. It's been quite a long time, and apparently, I'm being told by counsel that these things have never gone to a judge to decide. They've all been settled before that. It's very hard to handicap what the judge will decide. But again, like many of the other hurdles that we've already hurdled, we intend to hurdle this one as it comes out. Thank you for that question. Do we have a question in the audience?
Chair, I have Mr. Somerville.
Great.
Thank you. What interest rate are Bally's charging, and are we paying the interest in a timely manner? The second question is, the auditor, we've had EY for as long as I can remember. Is there any talk about tendering the auditor, going out to look at new people and new ways of doing things? New eyes can find more things. It'll be a better look for the company, I think, if we have a new auditor, or you can at least assure us that the current auditor is doing a reasonable job.
Well, thank you for those questions. The first answer is relatively easy. Both Investment Holdings and Bally's, at the time we made our convertible debt investment, did have some coupon on the paper. I can't remember what it was because, ultimately, we elected to receive whatever interest that we'd negotiated for in shares. The answer is there's been no cash interest charged to the company, and we'd be happy to, again, convert our principal and whatever interest that we're due in the form of shares so that we could have more of our own cooking.
In return to your question about auditors, look, I think it's actually good advice as a matter of good best practices and good governance. We need to reevaluate all of our professional services relationships, including audit, every so often, every few years or so. What I would say is that, as you can see, we've uplifted a lot of skills on our board. One of the backgrounds that we brought onto the board is Don's, who has a lifetime of audit experience for a different firm. As Chair Audit, I am sure we will be able to run that assessment in a timely manner presently. Rest assured that we ask ourselves that same question as well. I do not see any other questions online. Are there any other questions in the room?
Sorry, Chairman, there are two further questions online.
Okay.
The first question is, according to press reports, our Chairman's father, Bruce Mathieson Sr., who is in his early 80s, is slowing down and not participating as much in the family business. Is he still influencing how Bruce Mathieson Jr. leads our business? How active is Bruce Mathieson Sr. in terms of meeting management, engaging with Bally's, reading the board papers, dealing with regulators, and deciding whether to buy more shares as this resolution allows?
I do not know if this is like a test of whether or not people are paying attention. I will say that the laughter in the room says that you have passed the test. We have answered this question. Bruce Sr. is hale and excited. You are going to have to ask him if he wants to buy more shares, but I suspect I know what that answer is. Eirene, what is the next question?
The second question is, there was a big leak from inside Star Entertainment, which led to journalists Nick McKenzie and Zoe Samios publishing what was billed as the Star Files in the AFR. Did you investigate and get to the bottom of who leaked all that internal communication and why? Do you agree it damaged us in terms of regulators turning up the heat on us yet again?
Look, I think we've addressed this question as well, but I'll just reinforce that our relationship with regulators are, and again, this is the history and what we inherited, but they're every day, actually. We're operating under a suspended license, and so the special manager, his team, are co-located with us, and we have regular dialogue as to how to run our business. There is no distance between the regulators and ourselves. At this juncture, I think it's a good thing. So, we are confident that they have their own views informed by their regular and direct interactions with this company.
I think that they, without putting words in their mouths, are pleased that even though it's early days for this new team, as again, we've only been here but for three quarters. I think they see a lot of promise, and they would acknowledge that we're going in the right direction. So look, we look forward to hopefully positive regulatory interactions in the future. I have confidence that they will make decisions by what they see through our daily interactions instead of what they read in the papers. But thank you for that question again. Anyway, are there any other questions in the room? All righty. Oh, there is one more. Please, after you, sir.
Question from Jim.
Hello, everyone. I am a shareholder of The Star for almost two years, and I see that one of the building, The Century, was totally abandoned, and what the plan was building a new Ritz-Carlton hotel. Is it going on our future plans for that and selling apartments for that as well?
Okay, so I am a little confused. Is there a new building that Sorry, sir. What building?
The one around the traffic roundabout, that area.
Okay, yeah.
Yeah, was a Chinese restaurant there, and was totally abandoned.
You are talking the one at the top floor?
Yeah.
Yeah.
I was questioning, I did not see anything talk about that for two years at least.
Yeah.
Also currently, the government making modification about changing the development as well, because also the new fish market that they have buildings there as well.
Yeah.
I wonder, have any future updates on that proposal?
Yeah. Let me try to address that. Look, obviously, in this very large and irreplaceably beautiful building, there used to be a lot more, including some of the best restaurants in the country. Some of those restaurants have left us because of all the mistakes of the past. The Golden Century restaurant is really interesting because I think we asked them to leave because we wanted to put more VIP junket rooms where the restaurant was, which is amazing. We still have the fish tank, by the way, but no fish in it. Look, we have a lot of space in this building that we need to bring back to life. We are very excited for that project.
But this is kind of like the crawl, walk, run thing, and I think we are still crawling a bit. I would say that improvements to our F&B offerings are definitely on the list of things that we want to do. There are even longer-term plans, now we are talking about running, about continuing the development of the property of the precinct. And there are some really interesting, exciting plans there. I will just point out that the development that you see all over Darling Harbour continues to come right up to the property, and I think that this is just going to continue. And I think we are pretty excited about that. Sorry, you said one more thing that I am missing.
The Olympic Games is coming in six years.
Oh, yeah.
I am thinking, would that be before the fully development, before the Olympic Games, or maybe after that? We are missing a big opportunity if we can have a new building before the Olympic Games.
Oh, yeah. Well, there is a new building before the Olympic Games in Brisbane.
Not in Sydney, right?
Yeah. Look, realistically, I do not know if we can work on that scale here before, but there are so much proverbial low-hanging fruit that we can do to improve the offering in terms of F&B, other partners that we can bring in. I will say that during the crisis, another one of the assets that were sold off is this very space here. Star no longer owns the event center and the theater space, unfortunately. However, fortunately for us, the new ownership Foundation Theatres is a wonderful friend and partner of ours, already runs the Lyric Theatre, and is actually planning to bring two very exciting acts to this space as well as the other unused event space. Just like bringing in new restaurants and stuff, we actually already have in plans. In this case, luckily, Stephen was better than what we were able to do.
You will see these spaces being brought to life, and I think that that will just generate a ton of additional traffic. To be completely frank, again, going back to the question of our biggest issue is one of how we have dealt with our VIPs in the near term. It is really not the lack of restaurant offerings. It is actually the fact that we cannot even treat our own customers with the care that they deserve. We are going to work on that.
But after we get through that crawling phase, in terms of the walking phase, making sure that we are, again, are considered one of the really exciting destination venues for this entire city. Look, it is not lost upon us that we are one of the few 24-hour options in this city, which is amazing, actually. We need to win that, and take advantage of what we have. Yeah, we will get to building more. There is unlimited potential here. However, there are a lot of very basic blocking and tackling things that we have to do better today.
Okay. Thank you.
Thank you for that question. Thank you.
Thank you.
Okay. I think that might cover all the questions. This might be my last meeting. You got to answer it now. Sorry.
Chairman, there are no further questions online. You may now want to turn to the phone line.
Okay. All right. Moving on with the formalities. Items 2 through 6 relate to the election of Directors, and as noted in the notice of the meeting, under the Company's constitution, any Director appointed by the Board may hold office only until the end of the next Annual General Meeting following their appointment and is eligible for election at that meeting. This requirement does not apply to the Group CEO and Managing Director. There are five Directors whose appointments was announced after the last Annual General Meeting.
The Directors standing for election at this meeting are myself, George Papanier, Don Pasquariello, Brooke Lindsay, and Grant Bowie. Each of the Directors, other than the relevant Directors standing for election, recommends the election of each of the other Directors. I now turn to the individual Directors, and as the first item of business relates to my own election, I will hand to my fellow Director, Don Pasquariello, to chair the meeting for this item.
Thank you very much, Soo. Details of Soo's experience are included in the Director's report section of the Annual Report, and his qualifications, experience, and skills are also set out in the notice of the meeting. I would welcome Soo to say a few words on his election.
If you don't elect me, I'm going to turn into full-time comedy.
On that note, it is always important to improvise, but I would like to make a few comments. Since my appointment to the board, it has been an absolute pleasure and delight to be part of your board, Soo Kim, and I think the company with Soo as our Chairman is in a very, very good state for us to progress forward and turn this organization into the business it so much deserves. Bruce.
If I may also add a couple of words. We are extremely lucky to have Soo and Bally's on board to help guide on this journey. Please be assured, it amazes me the effort, knowledge, and time that Soo personally puts into this company. It is extraordinary. Be assured, we are very lucky to have not only the investment, but the guidance and experience and effort that goes with it. Thank you, Soo.
Before moving the election of Soo Kim as a director, I invite any shareholder questions, starting with questions from the floor. Please move to the microphones if you wish to ask a question. Are there any questions? I cannot see any coming from the floor. I will now take questions from shareholders who may have sent in written questions online.
There are no online questions at this time.
Thank you, Eirene. Since there are no more questions online and no further questions emerging from the floor, do we have any from the audio who have dialed in, Eirene?
There are no audio questions at this time.
Thank you, operator. As there are no more questions, I now put the resolution in Item 2 that Soo Kim be elected as a Director of the company. I confirm that the Board, with Soo abstaining, unanimously supports the election of Soo as a Director.
Sorry, Don, there is one question that has just come through online from Mr. Stephen Mayne.
Thank you, Eirene.
Could Soo comment on how he's finding dealing with the Mathieson family? They're known for being very aggressive, as seen by the 19 directors that Endeavour Group has churned through in five years.
Well, I didn't know that. Mr. Aggression. Well, look, I go around and I've been telling everybody that it's been amazing to be partners with Bruce Mathieson, but apparently that might and I always have to say business partners. So you really better elect me, otherwise my whole full-time job as a stand-up comedian is really going to go. Anyway, it's been a wonderful business partnership with the Mathieson family, Bruce Senior and Junior, and indeed, we've become family friends. When I brought my entire family here, all my kids and my wife, we spent a lot of time with Ellie and his kids up in the Gold Coast. So, we're going to be here for a while, and we're excited. When we first made the investment, and actually came down to see the facilities back in, say, February of 2025, we were thinking about making the investment.
The first person I met actually associated with The Star was actually sitting down to dinner with Bruce, and understanding his perspective at the time of being the largest shareholder, which meant the most suffering shareholder, and understanding what they've been through, how much money they've put into the company, and making sure that we had aligned values into what we thought was the fact that we both saw a ton of value. That obviously there were a lot of challenges that we need to hurdle, but that we believed right from the start that hurdling these challenges together was the best approach. So, we're excited to be the largest shareholders together, and we look forward to leading from the front. But thank you, Stephen, for that question.
There are no further questions online.
Thank you very much, Eirene. I will go back to restate that I confirm that the board, with Soo abstaining, unanimously supports the election of Soo as a director. Details of proxies and direct votes received for this item of business are now displayed on the screen. If you have not already done so, please cast your vote now. I will now hand back to Soo Kim to chair the rest of the meeting.
Okay. Well, thank you very much, and it's an honor, and I won't let you guys down. Item 3 relates to the election of George Papanier as a director. George has been a member of The Star since November 28th, 2025, and is the chair of both the Risk and Compliance Committees and the Culture, People, and Remuneration Committee. He is also a member of the Audit Committee and the director of a number of The Star subsidiaries. Details of George's qualifications, experience, and skills are set out in the notice of the meeting. I welcome George to address shareholders on his election.
Well, thank you, Soo, and good morning, everyone. First, I'd like to apologize for not being able to physically attend. However, I do appreciate the accommodation to join via audio. Today, I'm seeking your support to be elected as a Non-Executive Director after joining the board as a nominee director of Bally's. I've spent over 40 years of experience in casino gaming, and I am a certified public accountant. As mentioned in the notice of the meeting, I'm currently President of Bally's, an Interim CFO, and a member of the Bally's Board of Directors. I've spent more than three decades in key operating and financial leadership roles, of which 20 years are at Bally's, and was instrumental in developing its business model, asset portfolio, and growth strategy. During my career, I've served in both executive operations and executive financial capacities for various casino and hotel companies in the United States.
I've held various executive roles which involved strategic and tactical planning roles at casino resorts and have managed major casino hotel development and redevelopment construction projects. My background and extensive experience in the casino, gaming, and resorts industries, together with my deep executive and financial experience, enables me to provide valuable input into various matters and issues that are being considered by The Star board. With your support, I look forward to continuing to serve on the board of your company. Thank you.
Thank you, George. I would just say that I've had the pleasure of calling George a colleague for more than 15 years. When we first met each other, he was running a bankrupt casino called Twin River Worldwide Holdings, and I had just taken a position as its largest shareholder. That company with that single casino is now Bally's with more than 20 casinos currently. Obviously, three more we're building, large online gaming businesses, lotteries, and our position in The Star. We've done all that together.
Obviously, when we joined the board together of The Star last November, December, and sat for that first meeting, even though it was demoralizing to see everybody get up and resign en masse, it was great to see that in the end of the room, it was George and Bruce and I together. That was enough to get the company restarted. I could not advocate for George more. Before voting on the election of George Papanier as director, I now invite shareholder questions, starting with questions on the floor. We have a question.
Mr. Starr, floor question.
Thank you, Mr. Kim. I think it is invaluable having George there. You have been together 15 years. I think the insights he brings, we are certainly going to be fully supportive. We would just like to say keep up the good work, George, and thank you.
I will do. Appreciate it.
Thank you for that comment. Are there any questions online?
Chairman, we have one question online. The question is: Which proxy advisors issued reports ahead of today's meeting, and did any recommend against George? Was he as popular as Chair Soo, and what does George think of the Mathieson family partnership? Why is not he here today, and how much time has he spent in Australia so far as part of this Star adventure?
George is definitely not as popular as I am. I do not know, George. I do not want to put words in your mouth as to how you think about my partner, Bruce.
Listen, I was at that first meeting with you, Soo, when we sat there with Bruce. I had the pleasure of meeting him early on with you in February of 2025. I could not ask for better partners. I think the company is in good hands.
Great.
I just want to make one correction. I was debtor in possession when we met at that bankrupt company.
There you go. It was a long time ago. Also, in terms of, George can answer for himself, but I will tell you, we are racking up the frequent flyer miles coming back and forth from the States to, I think this is my, not that I am counting, but ninth visit in the last 12 months. But who is counting? Who is counting? Anyway,
I have had six figures for extended periods.
Yes. We are putting in again. Look, it is so important to lead from the front. You cannot lead if you are not here. We try to lead our thousands of team members from the ground. Thank you very much, and thank you for that question. Are there any other questions online or on audio?
There are no further questions online, Chairman.
There are no audio questions at this time.
All right. Well, if there are no other further questions, then should we reveal the results of the election? Aha. I think I'm more popular than George. And for the five million people that vote against me, I'm going to find you. Anyway, I can't joke around about that. That's bad humor. Anyway. Well, it looks like George has been elected, so thank you very much for that. Okay, Item 4 relates to the election of Don Pasquariello as a Director.
Don has been a board member since April 30th of this year and is the Chair of Audit Committee. He is also a member of the Risk and Compliance Committees and the Culture, People & Remuneration Committee. Don is also Director of a number of Star subsidiaries and the Chair of The Star Brisbane board. Details of Don's qualifications, experience, and skills are set out in the notice of meeting. I welcome Don to address shareholders at this election.
Thank you, Chairman Soo. Good morning, shareholders. My name's Don Pasquariello, and I am here before you seeking your shareholder endorsement to be elected as an independent Non-Executive Director of The Star Entertainment Group Limited and its controlled entities. I have over 40 years of experience in professional services as a Senior Client Services Partner with both Deloitte and KPMG and have specialized in the provision of audit, assurance, and due diligence services. I've worked in geographically diverse and complex operating environments and partnered with some of Australia's largest listed companies in the property, construction, infrastructure, entertainment, hospitality, and healthcare sectors.
I'm an experienced Director and also Chair the Audit Committee of the board, which has oversight of financial reporting, sustainability reporting, and the associated internal control frameworks of the organization, the relationship with the external auditor and the external audit, and the internal audit and assurance function and processes. I have the necessary time and expertise to fulfill my responsibilities as a Director on your board and welcome your endorsement. My sincere thanks and appreciation to you for your positive endorsement of my candidacy as a Director.
Well, thank you, Don. You do have my endorsement. I want to open this up to questions of Don on the floor. Seeing none, any questions of Don online?
Chairman, we have one question online. Could Don please spell out his full history with the Mathieson family, and how well has he got to know the Bally's crew since joining the board? Based on the smiles and laughing, the top table relations appear to be great. Is Don asking enough hard questions on the accounts?
Thank you very much for that question. I will begin by just presenting the journey of my career in professional services as a chartered accountant and a lead audit partner. That was my role. My bread and butter was to challenge management, to challenge the directors, and absolutely ensure that compliance with the Corporations Act, accounting standards, auditing standards, was first and foremost. The profession has served me so well in my 40+ year career. I commenced with KPMG, as I mentioned in my introduction. I did finish my career with Deloitte. Many, many years ago, I was the lead audit partner for ALH, which was the joint venture that the Mathieson family had with Woolworths. So that is where I really created my deep understanding of this industry: gaming, hospitality, pubs, and clubs. My role as the auditor was to challenge.
My role as the auditor was to ensure their compliance with the Corps Act, accounting standards, and to ensure that the audit was conducted robustly and all areas were appropriately probed. I have now retired from the profession. I am now a professional Non-Executive Director , and I was absolutely humbled when I was invited by the former Chair, Anne Ward, to consider to become a member of this board. A rigorous interview process through many of the previous directors, and then obviously the introduction through to Bruce and Soo Kim, or the reintroduction back to Bruce and to Soo Kim. I, too, was an observer at that meeting in December when the previous directors and the previous leadership resigned en masse. I stand here in full support of Soo Kim and my fellow directors, and hopefully that answers the question online.
Thank you. I do not know if there are any further questions online or on audio of Don.
There are no further questions online.
There are no audio questions at this time.
I will get used to that at some point. All right, so should we discuss the results of the voting. Don, you too have been elected to the board.
Thank you, Chair. Thank you. Thank you, shareholders.
Congratulations, and I think I'm a little more popular than you are. Not that I'm counting. Details of the. Oh, hold on. Sorry. Wrong line. Item number 5 relates to the election of Brooke Lindsay as a Director. Brooke joined the board as an observer on April 1. After receiving all regulatory and ministerial approval, she was appointed to the board as Director on September 1. Brooke is a member of the Nomination Committee. Details of Brooke's qualifications, experience, and skills are set out in the notice of meeting. I welcome Brooke to address the shareholders on her election.
Thank you, Soo, and good morning to all of the shareholders here. My name is Brooke Lindsay, and I'm seeking your endorsement to be elected as a Non-Executive Director. I joined the board as an observer on April 1st, and my appointment as a Non-Executive Director was confirmed on September 1st following receipt of regulatory approvals. I have more than 25 years of global experience in regulatory engagement, compliance transformation, and enterprise risk management across the technology, telecommunication, and investment sectors. In my executive career, I've been a legal advisor to boards and senior leadership, providing strategic counsel on complex legal, regulatory, governance, and risk matters, and advised on cross-border mergers, acquisitions, strategic transactions, and investments. I've built high-performing global legal and compliance teams and led significant enhancements to governance, risk, and compliance frameworks, and ethics transformations.
I'm currently the Executive Vice President of Corporate Development at CDC Data Centres and have previously held directorships with both listed and unlisted companies in the United Arab Emirates, Pakistan, and Nigeria. Perhaps I preempt the question potentially coming to me, that I've observed a tremendous working relationship between Soo, Bruce, and indeed the broader board. Don't be fooled by the jokes and the smiles. Board meetings are rigorously chaired, and management, including Bruce Mathieson Jr., along with his management team, challenged and tested. This board will not make the same mistakes of the past. Just to confirm, I have no previous working relationship with either Soo nor the Mathieson family. I have the necessary time and expertise to fulfill my responsibilities as a Director on your board, and I would very much welcome your endorsement. Thank you.
Well, thank you. Do we have questions of Brooke in the audience? Looks like we have a question.
Mr. Starr for another question.
Through you, Chair. Welcome, Brooke, and I think it is really good that you are there. There will be somebody maybe online. When they are asking those questions for the benefit of everybody else in the room, all the other shareholders, if they could just announce who is asking that question, that would be helpful. But I think it is really good. Maybe somebody is going to say, "At least we have got one woman on the board." I think that your credentials are brilliant, and I think that you will work well with everyone. So, thank you.
Thank you.
We do have a question online.
Chairman, we have a question from Mr. Stephen Mayne online. Did we use a recruitment firm to source Brooke? Like Don, could she spell out her full history with the Mathieson family? What are the best decisions made since she joined the board? Does she have time for this role as a CDC executive?
I believe I've answered those questions. Thank you.
Great.
There are no further questions online.
Are there any questions on audio?
There are no audio questions at this time.
Great. Okay. We'll move on to the election. Did I lose? Congratulations, Brooke, on your election to the board. I am going to work harder next time. Item 6 relates to the election of Grant Bowie as Director. Grant has joined the board as observer on April 16th this year, and after receiving all regulatory and ministerial approvals, he was appointed by the board as a Director on September 1. Grant is a member of the nominations committee. Details on Grant's qualifications, experience, and skills are set out in the notice of meeting. I welcome Grant to address shareholders on his election.
Thank you, sir, and once again, good morning. Like Brooke and my fellow candidate, I am seeking your support to be elected a Non-Executive Director. I have also been an observer on the board since April 16th, and until my appointment as Executive Director was confirmed on September 1 following the receipt of all regulatory approvals. I have a finance educational background and was a qualified chartered accountant in New Zealand, and I hope you won't hold that against me. I also conducted numerous public accounting, financial, and technical consulting roles in New Zealand, the United States, and Australia. From that, I grew a great passion for the gaming and hospitality industry and have spent 40 years in tourism, gaming, and hospitality. I spent 16 years with Hilton Hotels Corporation, where I was responsible for overseeing the Australian gaming operations and hospitality of the Gold Coast in Brisbane.
I then moved to Macau, where I carried numerous executive roles with Wynn Resorts and MGM China Holdings, which we took to the public market in Hong Kong in 2011. There I was the Chief Executive and Executive Director responsible for the overall leadership, management, strategic development, expansion of those companies. Inclusive of those roles was turnaround, recovery, and obviously, business development from ground up. I previously held board appointments on the Gold Coast Tourism Bureau, the Australian Hotels Association, Tourism Council Australia, and the International Hotel & Restaurant Association. Preempting what I suspect will be another question, prior to joining this board, I had no relationship with Bally's, Soo Kim, or the Mathieson family, other than I was aware of Bruce Mathieson's father's formidable reputation. Those who know obviously are laughing. I would also indicate that I have only this board appointment.
This is my sole focus and attention, and I look forward to the recovery program that is going on. I would also like to reaffirm the collegiate, open, and constructive approach to the way the company runs. Soo Kim is transparent and direct, but most importantly, he is most responsive and respective of other people's opinions. I am hoping that my tourism, and gaming, and hospitality experience enables me to provide industry-related input in board discussions relating to the operation of your company. With your support, I look forward in continuing to play an integral role in The Star board, and thank you.
Thank you, Grant. Before voting on Grant's appointment as Director, I want to invite shareholders who will have a question of him. Please.
Mr. Starr for another question.
Thank you, Mr. Kim. I don't think Bruce will mind if I mention the discussion we had prior to the meeting, and let me tell you, Grant, that Bruce was full of support and praise for you to me, and I don't mind sharing that with everyone in the room. I think that your experience of 40 years, what you're going to bring to the board is really good and brilliant, and good for all the shareholders. So, thank you.
Thank you.
Any questions of the online?
Yes, Chairman. We have one question online from Mr. Stephen Mayne. Which recruitment firm, if any, assisted with the rebuilding of the board, including the recruitment of Grant, and how competitive was the process? Did we interview many candidates who were rejected or who rejected us because of the challenges of rebuilding a debt-laden casino business? Could Grant summarize his full history with the Mathiesons?
Grant?
There was no recruitment agency, so the company didn't waste any money on that one. It was a referral. I think I'm hoping it was because I had a reputation and experience that would meet that role and responsibility. I think that's also a foundation of the Mathieson family. They rely a lot on contacts in identifying themselves who are good people, rather than relying on the advice of others. They want people to prove their capacity rather than someone write a report. My experience with the Mathieson family, as I said, I had no prior relationship. The first time that I actually met Bruce was 18 months ago. Was it Bruce? 18 months ago, and his actual approach was he just wanted to get my insights into the operations of Brisbane and the Gold Coast on the basis that I'd previously run those properties. From that, I was honored that he approached me to indicate that he saw that I could add value to the board. Thank you.
If I could just add that, look, we don't typically use recruitment firms when it comes to our executives or directors. Gaming is not that large an industry, and we prefer to cast our nets and see who might be interested, being referred to us by our existing relationships. So, in the end, when we think about curating a team and making sure that the skill sets complement and the backgrounds complement, we don't delegate that authority to a third party. Then in terms of, I would say that the process of finding directors, there are many, many people who are interested, but we are really careful about carefully selecting a slate to bring before you shareholders. We're very confident of this particular slate. Are there ones that rejected us because of the challenges of rebuilding a debt-laden casino business? Well, actually, I don't know if you guys know, but we don't have a lot of debt. So, I'm actually not sure what the, and above the major casino operators that operate in Australia and New Zealand, I'm pretty sure we are the least debt-laden, for what it's worth. Anyway, are there any questions on audio?
There are no audio questions at this time.
Great. All right. We will go on right to the election. Oh, my God. I am pretty sure that Grant Bowie has won this particular popularity contest. Congratulations, Grant.
Certainly not a beauty contest, is it?
Well, again, thank you for participating in this very important process where all shareholders are heard. We all have a chance to speak and participate in the governance of our company. Okay. Well, I will confirm that each of our director nominees have been elected for the year. Okay. For that, let us see here. Details of the proxies and direct voting received for this item of business are now displayed on the screens. If you have not done so, please cast your votes now. Okay. Let us see here. All right. So now we are turning to Item 7. This item is an advisory resolution to adopt the company's remuneration report for the year ended June 30, 2026. The shareholder vote on this resolution is advisory only and does not bind the directors or the company.
Shareholders should note that under the two-strikes rule in Section 250U of the Corporations Act, if 25% or more of votes cast are against adoption of a remuneration report at two consecutive AGMs, the company must put out a resolution to shareholders at the second AGM on whether a further meeting, a spill meeting, should be held to consider the election of directors. As set out in the notice of the meeting, there are voting restrictions applicable to this item. Votes cast by relevant key management personnel or their closely related parties will be disregarded, bless you, unless they are holding directed proxies. As indicated in the notice of the meeting, I intend to vote all undirected proxies in favor of Item 7. Okay. Now we will take questions regarding the remuneration report. Are there questions on the floor? I see none. Are there questions online?
Not as yet, Chairman.
On audio?
There are no audio questions at this time.
Okay. Well, assuming that there are no further questions, I now move that the remuneration report for the financial year ended 30 June 2026 be adopted. The board recommends that shareholders vote in favor of adopting the remuneration report. The report passes. Thank you. It is not as popular. All right, Item 8. The next item relates to the proposal to grant performance rights under the company's long-term incentive plan to the Group CEO and Managing Director, Bruce Mathieson. It is proposed that shareholders approve the grant of long-term incentive awards to Bruce Mathieson for 2026 and 2027 in the form of 4.8 million performance rights, equivalent in value to AUD 480,000 for FY 2026, and 8 million performance rights equivalent to a value of AUD 1,080,000 over a three-year grant cycle.
The notice of meetings contains significant details about the performance rights proposed to be granted to Bruce Mathieson. As set out in the notice of meeting and in accordance with Section 200E of the Corporations Act and ASX Listing Rule 10.14, votes cast by Bruce Mathieson and his associates will be excluded from voting on this resolution unless they are holding directed proxies. Now, I will take questions regarding this proposal. Any questions on the floor? Any questions online?
Chairman, there is one question online. It is a question from Mr. Stephen Mayne. How is it that Mathieson and Bally's were able to vote on the REM report? Which law firm provided their legal advice that they shouldn't be excluded? Has the vote against on this incentive grant been larger than the 169 million votes against the REM report?
Well, I do not know how to answer that question. I am not a lawyer.
Chairman, I can confirm that external legal advice was obtained on the voting exclusions for this matter, and the voting exclusions were applied in accordance with that legal advice.
You have heard it there. Thank you. Any further questions online and on audio?
There are no audio questions at this time.
Okay. Thank you, operator. As there appears to be no further questions, I will put the resolution that approval be given to grant the company's Group CEO and Managing Director, Bruce Mathieson, 4.8 million performance rights for FY 2026 and 8 million performance rights for FY 2027 as long-term incentives on the terms set out in the notice of the meeting. The directors, other than Bruce, recommend that shareholders vote in favor of this resolution. Okay. Looks like that motion stands approved. Okay. We will now move on to Items 9 and 10. Items 9 and 10 relate to the issue of new ordinary shares for Bally's and Investment Holdings to satisfy the interest payments owing under subordinated unsecured debt instruments and the convertible notes previously issued to those parties last year.
The notice of meeting contains significant details in relation to the proposed share issuances for the purposes of ASX Listing Rule 10.11. Item 9 relates to the proposed issuance of 62.5 and change million ordinary shares to Bally's nominee company, Bally's Star Holdings LLC. I will now take questions regarding this proposal. Are there any questions on the floor? Are there any questions online?
No, Chairman, there are no questions online.
On audio?
There are no audio questions at this time.
Okay. Well, thank you, operator. As it appears to be no further questions, I will now put the resolution that approval be given to issue 62.5 million fully paid ordinary shares in the company to Bally's nominee in satisfaction of interest payable to Bally's Corporation pursuant to the terms of the convertible note and subordinate debt instruments previously issued to Bally's Corporation on the terms set out in the notice of meeting. The directors recommend that shareholders vote in favor of this resolution. Great. Okay. Item 10 relates to the proposed issuance of 43.3 million ordinary shares to Investment Holdings Limited as trustee of the BMG Discretionary Trust. Now we will take questions regarding this proposal. Are there any questions on the floor? Great. Are there any questions on
There are no questions online, Chairman.
Are there questions on audio?
There are no audio questions at this time.
All right. Well, thank you, operator. If there are no questions, I now put the resolution on approval be given to the issuance of 43.3 and change million shares of fully paid ordinary shares in the company to Investment Holdings Limited in satisfaction of interest payable to Investment Holdings pursuant to the terms of the convertible notes and subordinate debt instruments previously issued to Investment Holdings on the terms set out in the notice of meeting. The directors recommend that shareholders vote in favor of the resolution. That motion passes as well. Thank you.
Okay. Item 11. The last item of business seeks approval for the reinstatement of the proportional takeover provisions contained in clause 79 of the Constitution of the Company. Under Part 6.5 of the Corporations Act, proportional takeover provisions expire after three years and must be renewed by special resolution. The provisions contained in the company's constitution was last renewed at the 2023 annual general meeting with a vote of 99.67% in favor. The reasons for reinstatement are set out in detail in the notice of meeting. I will now take questions on this proposal. Are there questions on the floor? Questions online?
There are no questions online, Chairman.
Audio questions?
There are no audio questions at this time.
As there are no more questions, I now put to resolution to approve Item 11, that clause 79 of the company's constitution is reinstated in accordance with Part 6.5 of the Corporations Act for a period of three years commencing on the date this resolution is passed. The directors unanimously recommend that shareholders vote in favor of this resolution, and this resolution has passed. Thank you. Well, thank you for joining us today. For shareholders who are online, you can continue to submit your votes through the online platforms for five minutes after this meeting is closed. For shareholders in the room, if you have not already done so, please complete your voting cards by marking for, against, or abstain for each resolution. Place your completed voting card in one of the ballot boxes held by the share registry staff or near the exits.
For share registry, MUFG Corporate Markets will count the votes, and the results of the polls will be released to ASX as soon as possible after the meeting. There being no further business, this concludes this annual meeting. On behalf of the board and management, thank you everyone who attended today in person or online. Thank you to all those who submitted questions in advance and during the meeting. For all attendees in the event center, I now invite you to stay and join me, my fellow directors, and members of the executive management team for refreshments in the foyer. I now declare the 2026 Annual General Meeting closed. Thank you.