Stanmore Resources Limited (ASX:SMR)
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Apr 28, 2026, 4:13 PM AEST
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AGM 2025

May 21, 2025

Rees Fleming
Company Secretary, Stanmore Resources Limited

Good morning, everyone. It's Friday on Ten. Welcome to the Stanmore Resources Limited 2025 AGM. My name is Rees Fleming. I'm the Company Secretary. Before I hand over to the Chair to officially open the meeting, just a couple of administrative matters. If you need the bathrooms, just go back past reception, and they're in the far back corner. In the event of an emergency, there will be the usual warning tones, but the NRF staff will come in and direct us as appropriate. Now I'll hand over to our Chair, Dwi Sosano, to open the meeting.

Dwi Sosano
Chair, Stanmore Resources Limited

Ladies and gentlemen, my name is Dwi Sosano, and I am the Chair of Stanmore Resources Limited. Before we begin proceedings, I would like to acknowledge the traditional owners of the many lands on which we meet today. In Brisbane, we are meeting on the lands of the Turrbal and Joogara people, and as the traditional custodians of this place, I would like to pay my respects to the elders past, present, and emerging. I welcome shareholders present and those participating online through our virtual meeting platform provided by our share registrar, MUFG Corporate Markets. I will also take the opportunity to introduce the directors who are in attendance today: Mr. Marcelo Matos, who is also the Company's Chief Executive Officer; Mr. Richard Mallinder; Mr. Jimmy Lim; Ms. Caroline Chan; Mr. Brett Garland; Mr. Matt Latimore; and Ms. Keira Brennan. Our Chief Financial Officer, Mr.

Shane Young and General Counsel and Company Secretary, Mr. Rees Fleming, are also in attendance. We also have in attendance, all online, representatives from Golden Energy and Resources, our major shareholder; Mr. David Jukes from Norton Rose Fulbright, our legal advisors; Mr. Tom DuPree, our partner at Ernst & Young, the Company's auditor; and representatives from MUFG Corporate Markets, the Company's share registry. As a courtesy to all shareholders and guests present, could all people who have mobile phones please turn them off or set them to silent? Recording of this meeting by any means is not permitted. I'm advised that a quorum of members is present, and I declare the meeting open. A total of 773,901,101 valid proxies have been received and are held by the Company's share registry. I would now just like to summarize the proxy and voting procedures for this meeting.

The items set out in the notice of meeting will be put to a poll. I will now open the poll. If you need assistance with completing your polling card, please ask one of the MUFG Corporate Markets staff members that are available at the registration desk or in the room when collecting the polling cards. As each resolution is discussed, the proxy result for each resolution will be disclosed. To the extent permitted by the Corporations Act and the ASX Listing Rules and subject to the voting exclusions set out in the notice of meeting and supplementary notice of meeting, I intend to vote all valid undirected proxies held by me as Chair in favor of the resolutions being considered today. Time will be set aside towards the end of the meeting for those holding yellow cards to complete their polling cards.

However, you may cast your votes at any time from now until the close of the poll. A representative of MUFG Corporate Markets will act as Returning Officer for the purposes of conducting and determining the results of the poll. Shareholders attending the meeting online will be able to cast their vote using their electronic voting card received when online registration is validated. Please refer to the virtual annual meeting online portal guide or use the helpline specified. As it is unlikely the results of the poll will be available by the close of the meeting, the results of the poll will be released to the market on the ASX announcements platform and the Company's website as soon as they are available.

Guests are certainly welcome to observe the proceedings of this meeting, but I'm sure you will appreciate that participation and the business of the meeting is confined to shareholders and to those persons entitled to vote on behalf of shareholders at today's meeting. Before putting each resolution to the meeting, I will provide an opportunity for shareholders and those persons entitled to vote on behalf of shareholders to ask questions about and to make comments on the proposed resolution. Prior to asking a question, could you please stand and show your yellow or blue attendance card? A microphone will then be brought to you. Please share or state your name and the shareholders you represent before asking your question. Shareholders participating online through the virtual meeting website, please click on the Ask Question button, type your question, and click Submit.

I encourage shareholders and proxies attending online who have questions to send their questions through as soon as possible. Given the Company's desire to allow as many shareholders as possible an opportunity to participate in the proceedings today, we will limit the number of questions per shareholder to three. If time allows, we may revisit this and offer any shareholders who wish to ask additional questions an opportunity to do so. Any comments, questions, or matters raised for discussion during the meeting must be relevant to the business before the meeting. Before I turn to the formal business of the meeting, I would like to make some opening remarks regarding the Company's activities over the past year and our look moving forward. I will then ask our Chief Executive Officer, Marcelo, to give his address.

Now, before I address shareholders about the Group's 2024 performance, I would like to acknowledge the Barada Barna people who are the traditional owners of the land on which we operate, and the Widi people who share some of the country surrounding our South Walker Creek mine, and pay my respects to the elders past and present. I would also like to pay my respects to the Joogara and Turrbal people who are the traditional owners of the land on which our corporate office is based and where today's shareholder meeting is being held. As we reflect on 2024, Stanmore Resources has emerged as a stronger, more resilient company with a clear pathway to sustainable growth and shareholder value creation. Our commitment to operational excellence, financial resilience, and sustainable growth has delivered another year of solid results, ensuring that we continue to create long-term value to our shareholders.

Stanmore Resources continues to demonstrate its ability to perform at the highest operational level, delivering record production and sales volume in 2024. Reinvesting capital in our core operating business is already enhancing productivity and reinforcing the foundations for our future growth. Importantly, we also improve our overall safety outcomes across the Group at the same time as we deliver these strong production results. Operational performance and capital management discipline led to a strong financial outcome for 2024, despite export metallurgical coal prices continuing to decline from the highs of 2022. Now, the Group reported underlying earnings before interest, tax, depreciation, and amortization of $700 million, and operating cash flows of $408 million. Our commitment to disciplined capital management was evident as significant capital expenditure programs were completed on time and under budget.

Capital expenditure reduced from $200 million in 2023 to $170 million in 2024, as the majority of these one-off investments were completed. We also completed several corporate transactions during the year to set the stage for future capacity expansion and resource replenishment. The Group's balance sheet remains robust, with total liquidity of more than $500 million as of year-end, following our debt refinancing, which was completed in October 2024. In line with our disciplined capital management strategy, the Board declared a fully franked final dividend of $0.067 per share, bringing total dividends for 2024 to $0.111 per share, or $100 million in aggregate. Now, this reflects our strong cash generation and confidence in our long-term value creation strategy. In March 2024, Stanmore was included in the ASX 200 Index.

This is a testament to the market's confidence in our earnings growth potential after transforming the business with the acquisition of the SMC Assets back in October 2022. Now, embedding sustainability into our operations to move beyond just compliance is a strategic priority for Stanmore, and we continue to build momentum in this process. Mandatory climate-related financial disclosures commence at the start of 2025, and under this new reporting standard, Stanmore will make climate-related financial disclosures as part of the sustainability reporting in the current year's annual report. In preparation for this, we have designed climate risk management processes to ensure that our sustainability reporting is compliant, but most importantly, fit for purpose. Now, Stanmore has a diversified customer base across the traditional markets of Japan, Korea, Taiwan, and Europe, and emerging markets in India and Southeast Asia.

While the demand for metallurgical coal has recently been impacted by global steel market and macroeconomic conditions, longer-term growth forecasts remain fundamentally intact, with India continuing to be an important growth market as its steel industry continues to expand. Now, as we look ahead, Stanmore is well positioned to pursue a range of strategic opportunities for organic growth and value-adding transactions to develop new production capacity while maintaining financial discipline. As we stated in the Company's March quarterly report, our mines have all been affected by unusually wet weather in the Bowen Basin, which has created challenges for mining operations and the entire logistics chain, not only for Stanmore but across our industry. Now, these supply impacts have coincided with subdued demand for metallurgical coal during the first quarter, which has resulted in prices trading down to a level which industry has not seen since mid-2021.

However, it is encouraging to note that prices have shown signs of stabilizing and improving early in the second quarter, with improving demand from Indian customers amid further supply constraints. Challenges such as these are a normal part of our coal mining industry. Our performance in 2024 and solid balance sheet has helped to position the business to manage through the cycle. Our growth CapEx program has largely been completed in the first quarter and gives us access to new production capacity and organic expansion options, and therefore, timing-wise, is perfect in lieu of current capital market conditions. At the same time, we have substantially deleveraged the balance sheet and put committed financing facilities in place.

The combination of operational excellence, a strong balance sheet, and prudent financial management, and clear strategic vision positions Stanmore to maximize value from our existing assets organically and at the same time capitalize on new opportunities in a dynamic market should such opportunities arise. These factors also reinforce our status as a leading player in the global metallurgical coal industry with substantial capacity for sustainable long-term growth in shareholders' value. Now, there are a number of resolutions to be considered by shareholders at today's meeting. Three directors, Caroline Chan, Brett Garland, and Matt Latimore, retired by rotation at this meeting, and in accordance with the Company's constitutions and the ASX Listing Rules, they have all offered themselves for re-election as directors. I will introduce Caroline, Brad, and Matt during the proceedings of the meeting before shareholders will be asked to cast their votes on these resolutions.

The Board has also proposed that the maximum fee pool for non-executive directors be increased from $1 million to $1.5 million. The Board has undertaken a review of remuneration paid to non-executive directors in similar-sized companies to Stanmore. The size, complexity, and risk profile of the Group have significantly increased, and the Board believes that the director's fee should reflect this and be set at a competitive level so the Company is able to attract and retain services of high-caliber non-executive directors. As the non-executive directors have a direct interest in the outcome of this resolution, the Board has not made a recommendation to shareholders as to how to vote. These resolutions and the remuneration report will be put to a vote of shareholders later in the formal business of the meeting.

In closing, on behalf of the Board, I extend my gratitude to our employees, leadership, team, and business partners for your dedication and commitment to the Company's success. Stanmore's exceptional performance of the past year would not have been possible without your efforts. I would also like to thank the traditional owners of the land on which we operate, and certainly our valued shareholders and stakeholders for their ongoing support. I would also like to express my appreciation to my fellow directors for their efforts in guiding the direction and performance of the business. Finally, thank you once again to all shareholders for your continued trust in the Board and the leadership team as stewards of the Company. Your support is invaluable as we continue to build a sustainable and prosperous future for Stanmore.

I sincerely look forward to another year of progress and success and prosperity in 2025 and beyond. Thank you. Marcelo, thank you very much.

Marcelo Matos
CEO, Stanmore Resources Limited

Thank you. Back to you. I would like to begin by also acknowledging the Barada Barna people who are the traditional owners of the lands on which we operate, and the Widi people who share some of the country surrounding the South Walker Creek mine. I would like to pay my respects to the elders past and present. I would also like to pay my respects to the Joogara and Turrbal people who are the traditional owners of the land on which our corporate office is based. I'm very pleased to provide an update for shareholders on another outstanding year for Stanmore. The Group performed very well operationally and financially, which has both reinforced our ability to deliver sustainable growth and generate value for our shareholders.

I will also provide an update on what we are doing to manage the challenges the industry has faced in the first quarter of this year. The success of Stanmore is fundamentally built on the well-being and capabilities of our people. Investing in our workforce remains a high priority to support the performance of our operations. Safety is our number one priority. We are committed to maintaining an effective safety culture across our sites, where accountability and ownership of safe work practices are embedded at every level of our organization. I'm pleased to report that in 2024, our overall safety performance showed a marked improvement over the previous year, including reductions in high-potential incidents, average lost time days, and workers' compensation costs.

Our serious accident frequency rate was 0.3, well below the industry average, but we recognize that this is a marginal increase from the previous year, and we are committed to continuing to improve this area. I'm pleased to say that we reported no serious accidents during the first quarter of the current year, which has reduced our serious accident frequency rate to 0.15, which is significantly lower than the current industry average of 0.62. As of 30 April, our serious accident frequency rate is down to zero. 2024 has been a landmark year for Stanmore, reaffirming our reputation as a reliable and high-performing organization. Our commitment to operational excellence, financial discipline, and strategic investment has resulted in record production outcomes, successful project completions, and strong financial performance. We achieved run-of-mine coal production across our cooperating assets, with consolidated run-of-mine coal reaching 19.4 million tons.

Saleable coal production also exceeded our public guidance range, while total coal sales increased to 14.2 million tons, which was an 8% increase in 2023. Despite cost inflation and production challenges because of wet weather, free-on-board cash costs for 2024 have remained comparable year on year. This is a pleasing outcome and shows our ability to maintain competitive operations in a dynamic market. Built on the strong production results, we achieved a solid outcome for 2024, despite average realized coal sales price falling to $168 per ton, as seaborne metallurgical coal prices continue to moderate. Our robust balance sheet provides a solid foundation for financial stability and future growth. The successful refinancing of our key debt facilities strengthened our capital structure and ensures we have the flexibility for future investments and organic growth.

Key operational improvements and expansion projects were completed on schedule and under budget across all of our sites, reinforcing our ability to execute complex capital projects efficiently. Notably, the MRA2C Creek Diversion Project at South Walker Creek was completed more than $30 million under budget, unlocking 58 million tons of high-quality run-of-mine coal and enhancing our long-term production capabilities. The successful expansion of South Walker Creek saw the upgrade of the coal handling and preparation plant completed according to the plan and budget, and the ramp-up concluded ahead of schedule, increasing production capacity and operational efficiencies at our core asset. Along with world-class track line performance, this supported operational results in 2024, which exceeded our guidance. Poitras achieved production and sales records that helped offset the Millennium Mine closure. The Isaac Plains Complex delivered record run-of-mine production despite challenging wet weather conditions.

We also completed a number of strategic transactions, including the completion of the sale of the southern portion of the Wards Well Deposit, the acquisition of 100% of the Eagle Downs project, and the securing of the designated area agreement, which creates a pathway for the development of the Isaac Downs Extension Project. These transactions position us for long-term value creation around our existing asset portfolio and reflect our commitment to disciplined capital allocation. As we look ahead, our robust pipeline of investment opportunities positions Stanmore to sustain and expand production capacity.

Feasibility studies for the Isaac Downs Extension are progressing well, and subject to us obtaining all the regulatory approvals, this brownfield project will ensure we maximize the potential of our infrastructure position and the resource base that we have in that region via the extension of life at the Isaac Plains Complex for many years, while obviously maintaining financial discipline. With this in mind, we are progressing Eagle Downs at a slower pace than initially envisaged, and we will aim to finalize all the ongoing studies to achieve investment decision readiness by the end of the first half of 2026. Furthermore, we continue to grow our resource base, with reserves increasing to 534 million tons and resources expanding to 5.1 billion tons. This underpins our ability to secure and develop high-quality coal assets that support long-term production and revenue generation.

Additionally, in April this year, we declared our Made in JORC compliant reserve statement for the Isaac Downs Extension Project of 52 million tons. Sustainability is at the core of our operating model. In 2024, we made significant strides in our decarbonization plan, including identifying an opportunity to develop a 20-megawatt gas-to-electricity plant at South Walker Creek and concluding an agreement for the funding of this project in partnership with the Queensland Government's Low Emissions Investment Partnership Program. This initiative will help reduce future fugitive emissions by capturing coal seam gas and repurposing it for stable on-site electricity supply. The Group Environment Policy was endorsed by the Board, and our social performance framework was finalized during the year. We deepened our engagement with traditional owners and the broader community, implementing the Reflect stage of our reconciliation action plan.

We also increased our spend on Indigenous partners, businesses, and local suppliers, reflecting our continued commitment to creating a positive economic impact in our operating regions. These efforts demonstrate our dedication to integrate sustainability into our long-term business strategy so that we can deliver financial performance while meeting our broader environmental and social responsibilities. More details on our sustainability initiatives can be found in our 2024 Sustainability Report, available on our website. As we continue into 2025, Stanmore is stronger and more prepared than ever to navigate evolving global market conditions. However, the first quarter of this year has not been an easy one. The Bowen Basin experienced more than 470 mm of rain to the end of March, which equates to almost 80% of the average of the annual full-yearly average rainfall over the past five years.

This has restricted mining operations and impacted rail and port facilities, with a knock-on effect for production and exports. Our site teams have not lost their focus on operational excellence and have managed the situation very well. Stanmore delivered 3.2 million tons of saleable coal for the first quarter of 2025, which is in line with the last quarter of 2024 and above consensus estimates. Coal inventories at the end of 2024 have given us a buffer and contributed to the pleasing outcome. We are working towards a recovery in production over the second half of this year, allowing us to maintain full-year guidance for between 13.8-14.4 million tons of saleable coal. During the three months to March, average sales prices reduced to $139 per ton, as high Chinese steel exports have led to weakened steel markets in our traditional markets outside China.

The business is addressing these challenges by focusing on cost improvement and cash preservation. Free-on-board costs for the March quarter, excluding royalties, are tracking below our published guidance range of $89-$94 per ton. Now that we have successfully completed our major capital growth projects, we are returning to sustaining capital levels before we embark on the next phase of major developments. We have also refined the CapEx program for the remainder of this year, with some planned investments deferred into 2026. Based on these actions, we have lowered our guidance for both free-on-board cash costs and capital expenditure for the year, which reinforces our competitive position in these market conditions. With a solid operational performance and financial foundation, a clear strategy for long-term value creation, and an unwavering focus on operational excellence, I'm confident in our ability to build on our momentum in the years to come.

In closing, I would like to express my sincere gratitude to all our teams for their dedication, hard work, and commitment to excellence. Your efforts have been instrumental in making 2024 a successful year and setting us up for continued improvement. I also extend my appreciation to our site neighbors, traditional owners, local communities, customers, and suppliers, all of whom play an integral role in our continued success. Finally, to our shareholders, thank you for your ongoing support. Thank you.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you, Marcelo. We'll now move on to the items of the business for this meeting, as set out in the notice of meeting. Notice of the meeting was duly given, and the meeting has been properly convened. No notice of other business has been received, and so the only items of business to come before the meeting today will be those resolutions specified in the notice of meeting.

The resolutions for consideration today may only be voted on by shareholders, proxy holders, and shareholder corporate representatives. Shareholders, or those persons entitled to vote on behalf of shareholders present or attending online through the virtual meeting website, have the opportunity to ask questions on each matter being put to shareholders. Now, moving to the resolutions, I propose to call a poll on each of these resolutions. The first item of the business is to receive and consider the financial report of the company and the reports of the directors and the auditor for the year ended 31 December 2024, which were provided in the annual report. As no resolution is required, there will be no voting on this item of business. The company's auditors, Ernst & Young, are present and will be happy to answer any questions relevant to their report.

I now invite questions from the meeting concerning the financial report and the reports of the directors and auditor. I remind the meeting that questions may only be asked by shareholders and those persons entitled to vote on behalf of shareholders. Are there any questions on the financial report and reports of the directors and auditor from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Chair, there's no questions received online with respect to this item of business.

Dwi Sosano
Chair, Stanmore Resources Limited

Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. As there are no further questions, I'll move to the voting items of ordinary business of this annual general meeting.

Resolution number one is a non-binding resolution required by the Corporations Act in relation to the remuneration report, which forms part of the annual report. Now, details of the resolution and the proxies lodged in relation to this motion are shown on the screen. The presentation of the remuneration report is a requirement for all listed companies. Information concerning executive and director remuneration was included in the directors' report in the annual report under the heading remuneration report. In accordance with the Corporations Act, this vote is advisory only and does not bind the directors or the company. Noting that each director has a personal interest in their own remuneration from the company and that each director is excluded from voting their shares on the resolution, the board unanimously recommends that shareholders vote in favor of adopting the remuneration report.

Are there any questions about the remuneration report from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Yes, Chair, there's one question asked by Mr. Stephen Maine. ISS and Glass Lewis recommended against the remuneration report last year, but we didn't suffer a first strike, partly because the Widjaja family voted in favor. Given that the family is represented on the board, which is setting our remuneration policies, should they be voting on remuneration reports, and have they again this year? What did ISS and Glass Lewis recommend this year? Just with respect to the final part of that question, Chair, the proxy advisor reports are confidential, and consent has not been obtained to discuss the findings of those reports at this meeting at this time. Shareholders wish to obtain a copy of those reports. They can subscribe to the relevant proxy advisors. I'll hand over to you, Chair, to answer the remaining part of the question.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you, Rees. Thank you, Mr. Maine. The Corporations Act contains specific voting exclusions in respect of who can vote in the remuneration report. Now, this excludes certainly key management personnel from voting, as well as their closely related parties. Whilst I myself am a director of Golden Energy and Resources, but I do not control Golden Energy and Resources. Therefore, the Widjaja family, as you mentioned, are able to vote on the remuneration report, and therefore Golden Energy and Resources as well. Now, by comparison, to give perspective, Mr. Matt Latimore does control AMR Resources, and AMR Resources was therefore excluded from the vote on the remuneration report. I hope that addresses the question. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. I will now put the resolution to a poll. Please now select either for, against, or abstain for resolution number one on the voting card. Resolution number two considers the proposed reelection of Ms. Caroline Chan as a director. Details of the resolution and the proxies lodged in relation to this motion are shown. Ms. Chan's credentials are detailed in the notice of meeting. She was appointed to the board on 25 May 2022 and is currently Chair of the Sustainability Committee and a member of the Audit and Risk Management Committee. She has over 20 years' experience in banking and finance with a proven track record in leadership, strategy, and transformational change, and is a passionate advocate for diversity, inclusion, and sustainable business practices. The directors, other than Ms.

Chan, who is the subject of this resolution, recommend that shareholders vote in favor of resolution number two. Are there any questions about Ms. Chan's reelection from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Chair, no questions have been received online with respect to this item of business.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. I will put the resolution to a poll. Please now select either for, against, or abstain for resolution number two on the voting card. Resolution number three considers the proposed reelection of Mr. Breet Garland as a director. Details of the resolution and the proxies lodged in relation to this motion are shown. Mr. Garland's credentials are detailed in the notice of meeting.

He was appointed to the board on 25 May 2022 and is currently Chair of the Health and Safety Committee, member of the Sustainability Committee, and recently appointed as a member of the Remuneration and Nominations Committee. He has over 44 years' experience in the Australian mining industry, having held numerous operational and executive management positions. He is an advocate for safety and having served as a member of the Queensland Ministerial Advisory Committee for the Queensland Coal Mining Safety and Health Act. He is also currently Chair of the Queensland Mines Rescue Board. The directors, other than Mr. Garland, who is the subject of this resolution, recommend that shareholders vote in favor of resolution number three. Are there any questions about Mr. Garland's reelection from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Chair, no questions have been received online with respect to this item of business.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. I'll put the resolution to a poll. Please now select either for, against, or abstain for resolution number three on the voting card. Resolution number four considers the proposed reelection of Mr. Matthew Latimore as a director. Details of the resolution and the proxies lodged in relation to this motion are shown. Mr. Latimore's credentials are detailed in the notice of the meeting. He was appointed to the board on 25 May 2022. Mr. Latimore is chairman and president of AMR Resources, a company involved in investment, marketing, and trading of metallurgical coal.

AMR Resources is the major shareholder in Mastermyne Group Limited, an underground mining services company, and is a 50% shareholder and joint venture operator of Magnetic Rail, which owns One Rail Australia. The company notes that as shareholders would be aware, Mr. Latimore controls AMR Resources, which is a substantial shareholder of the company and has been the company's marketing agent since 2020. One Rail Group is also contracted to provide some above-rail services to the company. Now, notwithstanding Mr. Latimore's interests, the board considers the skills and global experience of Mr. Latimore to be highly complementary with the board and important for the Stanmore business. The board takes its governance obligations very seriously and will continue to manage any potential conflicts as a result of Mr. Latimore's position on the board. The directors, other than Mr.

Latimore, who is the subject of this resolution, recommend that shareholders vote in favor of resolution number four. Are there any questions about Mr. Latimore's reelection from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Chair, we've received one question from Mr. Stephen Maine again. The previous Queensland government introduced the highest coal royalties in the world, and then when they were voted out of office last year, the new government restated the books and the deposition were much worse than previously thought. Who are we primarily dealing with in the new government on the question of coal royalties? Are we happy with the current royalty arrangements, and how stable is the situation given the deteriorating position of Queensland's public finances? As one of our larger shareholders, could Matt Latimore also comment on this?

Dwi Sosano
Chair, Stanmore Resources Limited

Maybe Marcelo, we want to discuss about the context first, about the coal royalties, and then Matt, if you may comment. Thank you.

Marcelo Matos
CEO, Stanmore Resources Limited

Sure. There is no doubt that the new royalty regime has a significant impact in, of course, our cash flows. I think we have been very public and vocal about that. Just for reference, in 2024, we paid a total of $349 million in royalties and $603 million in federal taxes. It is a significant portion of our operating cash flows. Just for reference, since May 2022, when we acquired the BHP assets, the BMC assets, we paid a total of $1.8 billion in taxes, including Queensland royalties. Obviously, we continue to work closely with the new Queensland government. Our aim is to ensure that the government understands how this may impact the reputation of the state and of Queensland as a good and reputable investment jurisdiction.

There's good engagement with the new government to date, and we are engaging with different levels of government, including from Treasury to the Department of Resources. We are hopeful that together with government, together with industry, and with the assistance of the Queensland Resources Council, that we will be able to take the government through the journey of understanding the importance of the coal industry to Queensland in generating jobs, economic development, to ensure that we have a balanced regime in the long term in the state. We are here interested in future investment, and I think a balanced regime is fundamental for us to be able to generate cash also, and of course, return some of that to our shareholders and our sources of funds. Matt,

Dwi Sosano
Chair, Stanmore Resources Limited

Hey, Matt, you want to add anything?

Matt Latimore
Director, Stanmore Resources Limited

Thanks very much, Marcelo. I want to just echo the comments that Marcelo has made, that my support with the company is doing in regard to the direct discussion with the Queensland government, the various departments of the government that Marcelo outlined, including up to the Premier himself and the Treasurer in regard to the impacts that the company has had to endure because of the royalty regime change. Yeah, we also support the ongoing dialogue, which is very important.

I think that's the most important thing that we need to have as an industry is continued strong dialogue with the government and the various bodies directly, and also indirectly through organizations like the QRC to make sure that the impacts are understood and that what we really want to do is have a stable environment and regime in this regard so that we can continue to do what Stanmore has done very successfully and invest in capital for growing the supply of metallurgical coal because clearly the market will be there with that growth that Marcelo spoke about through India and Southeast Asia. We are keen to continue our investment regime and engage with the government on an appropriate level of royalties. Thank you.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you, Matt.

Marcelo Matos
CEO, Stanmore Resources Limited

Just want to make a small correction. In 2024, we've paid $349 million in state royalties, and I said $603 million in federal taxes. Now, $603 million is the total amount of taxes, including royalties, just for correction.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Thank you, Marcelo and Matt. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. I'll now put the resolution to a poll. Please now select either for, against, or abstain for resolution number four on the voting card. Resolution number five considers increasing the non-executive directors' fee pool from $1 million per annum to $1.5 million per annum. Details of the resolution and the proxies lodged in relation to this motion are shown. As the non-executive directors have an interest in the outcome of resolution number five, the board does not believe it is appropriate to make a recommendation to shareholders as to how to vote in relation to this resolution. Are there any questions about the resolution from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Chair, no questions have been received online with respect to this item of business.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. I will put the resolution to a poll. Please now select either for, against, or abstain for resolution number five on the voting card. I would now like to open the floor to any general questions regarding the business of the meeting.

I invite any questions to be directed to the board. At this time, we will also consider some of the questions submitted in advance of or electronically during the meeting. Please note that it may not be possible in the available time for the company to answer all questions submitted, but the company will seek to respond separately and directly to the questions of shareholders that are not dealt with during this meeting. As noted earlier, prior to asking a question, could you please stand and show your yellow or blue attendance card? A microphone will then be brought to you. Please state your name and the shareholders you represent before asking your question. Are there any questions from shareholders or those persons entitled to vote on behalf of shareholders in the room? Rees, are there any questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

Yes, Chair, we have received two questions online, both from Mr. Stephen Maine they're the only questions remaining, we can take both the questions. The first question is, thank you for offering shareholders a hybrid AGM today. Could you confirm a full webcast archive will be published online like in previous years? Also, when announcing the poll results to the ASX, could you please disclose how many of our 3,000-plus shareholders voted for and against each item, like with a scheme of arrangement? I'll answer that one, Chair. With respect to the voting results, we will be announcing the number of shareholders in the polling results. You would have seen from the ASX releases this morning that we have included the number of shareholders that vote for and against each resolution, as well as the total number of votes. Chair, there's one further question that we've received also from Mr. Stephen Maine.

We have an unusual share register with the Widjaja family controlling the company with a 59% stake, and then Regal Funds Management being the only other substantial shareholder with a 7% stake. Could one of the Widjaja family nominees on the board summarize the family's relationship with Regal? How are they treated relative to other shareholders, and what overall level of engagement do we have with institutional investors?

Dwi Sosano
Chair, Stanmore Resources Limited

Yeah. Thank you, Mr. Maine. I'll answer the first part of the questions. In terms of the engagement we have with other institutional investors, I'll give Marcelo to comment on that. So Regal has been, from the start, back in 2020, a major shareholder of Stanmore. And we have been very supportive, especially during COVID-19, especially all of us here in the industry.

When things are very, very tough, Gear actually had that facility, $70 million being extended to Stanmore at the time, and that facility is still in place. Gear has been very supportive, of course, given the fact that I'm a Chairman of Stanmore, but as a nominee of Gear, so to speak, I would like to attest to the fact that Gear continues to be supportive, and in fact, that facility is still in place at any time when Stanmore needs to. Of course, in terms of the result and the outcome of where Stanmore has been evolving to become ASX 200-listed companies from a merely $200 million market cap to where it is today, it's phenomenal. If not because of supportive shareholders like Gear and all of the shareholders as well, Stanmore will not be like this. To answer the question of Mr.

Maine, certainly in terms of relationship with Regal, there is no relationship with Regal. Regal is no longer a substantial shareholder at Stanmore. Perpetual represents the next largest shareholder other than Gear. It shows as a testament that the caliber of the institutional investor like Perpetual to be in our share register. That's fantastic. Maybe Marcelo, you want to share about engagement with institutional investors?

Marcelo Matos
CEO, Stanmore Resources Limited

Sure. Thanks to you. We have a very good level of engagement, including with Perpetual, with Regal. I think the move with Perpetual increasing their ownership, I think it's a good testament of that. They have increased in the last few weeks their ownership to 7%, which is a substantial ownership with one of the largest funds in Australia.

Shane and I, at least once every six months, as part of the financial results, we do a complete round with some of our top institutional shareholders. There is an annual site tour as well that we offer to shareholders. I think likewise, we have a very close engagement with the analysts that are covering our stock. One of them is here today, Tom Sato from Morgans. Of course, we welcome our institutional investors to come and visit our sites and see how much action and the intensity of work that is happening up at site anytime. Everyone is very welcome.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Any other questions online?

Rees Fleming
Company Secretary, Stanmore Resources Limited

No further questions online, Chair.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. Operator, are there any questions on the phone line?

Operator

There are no questions on the phone line at this time.

Dwi Sosano
Chair, Stanmore Resources Limited

Thank you. If there are no further questions, ladies and gentlemen, as all resolutions in the notice of meeting have been considered, please now complete your yellow poll voting card if you have not already done so by marking your vote in the for, against, or abstain box for each resolution. If you have any queries, please raise your hand and an attendant will assist you. Representatives from MUFG Corporate Markets will now collect your completed voting cards. Okay. As I've been informed, all polling cards have been returned and now declare the poll closed. Poll results will be released to the market via the ASX announcements platform and available on the company's website as soon as possible, which is expected to be this afternoon. Ladies and gentlemen, that concludes the business of the meeting.

Shareholders and proxies are reminded that they can submit their vote online until five minutes after the meeting closes. On behalf of the board, once again, I would like to thank you for your ongoing support and I now declare the meeting closed. Thank you very much for your attendance and participation. Thank you.

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