Good afternoon, ladies and gentlemen. Apologies for the delay due to technical hiccups. Welcome to Steamships Trading Company's 2026 Annual General Meeting. It's the 102nd annual general meeting. For anyone in the room or who has joined the meeting who does not know me, my name is Geoff Cundle, Director and Chairman of the Board. The company secretary advises me that a quorum is present, and as the time is now 12:10 P.M., I declare that the 2026 annual general meeting is open. With me are Chris Daniells, Managing Director, Alessandro Mistroni, Finance Director, and Company Secretary. With us also today, joining via the Lumi platform, is PricewaterhouseCoopers, the company's auditor, represented by Chris Wickenhauser. You should all have received a notice of the annual general meeting by post or electronically. Today's meeting is being held online via the Lumi platform.
There will be an opportunity to pose questions after the declaration that voting has opened and before voting is declared timed. Please hold your questions until then. Once logged on to the platform, the Lumi platform, to ask a written question, select the messaging icon, type your question in the box towards the top of the page, and press the send button. To ask your question verbally, click the Request to Speak button, confirm your name, and enter the topic of your question. Submit your details and select Join Queue to be connected. Online voting. Shortly, I will declare the meeting open on all items of business. At that time, the resolutions and voting options will appear on screen on the Lumi platform. To cast your vote, simply select one of the options. Your vote is automatically recorded. There is no need to press the submit or enter button.
For any shareholder who is personally in attendance, the resolutions are set out in the notice of the AGM. A hard copy is available if you do not have to hand. At the relevant time, please verbally advise your voting preference, and it will be noted and relayed to Lumi to record with all other votes cast. You can change your vote up until the time I declare voting closed. The votes will be counted according to the votes attached to the shares of each shareholder present in person, online, or by proxy. All proxy votes have been or will be processed via the Lumi platform. I will now turn to the formal agenda for today's meeting. The notice of the annual general meeting outlines the business that will be considered today. Reports and proposed dividend.
The reports to be received and considered by this meeting are the Chairman's Report, the Director's Review, the Financial Report of the Company, the Director's Report, and the Independent Auditor's Report for the year ended December 31st, 2025. I now lay each of these reports before the meeting. Those reports are included in the Steamships Trading Company Limited Annual Report 2025, which has been circulated by post and electronic mail to all shareholders and is available to view on the Steamships website. The board is also pleased to advise the meeting that it has authorized the distribution of a final dividend of 65 TOE per share, bringing the total dividend in respect of the year 2025 to 105 TOE per share. There is no vote to be taken on the reports or the declaration of the proposed dividend.
Next, the election of directors in accordance with Clause 15.3B of the Constitution. The first category of resolutions is for the re-election of directors who are subject to compulsory retirement pursuant to Article 15.3B of the Constitution of the Company. Each of those directors, being eligible to do so, has offered themselves for re-election. Each resolution must be voted on separately, and this is how they are presented to shareholders on the Lumi platform, and for those in attendance personally at this meeting. The first resolution in this category is seeking approval for the re-election of John Bruce Rae-Smith as a Director of the Company. The resolution is that John Bruce Rae-Smith, automatically retiring pursuant to Article 15.3B of the Constitution, being eligible and offering himself for re-election, be appointed a Director of the Company.
The second resolution in this category is seeking approval for the re-election of Peter John Aitsi, MBE, as a Director of the Company. The resolution is that Peter John Aitsi MBE, automatically retiring pursuant to Article 15.3B of the Constitution, being eligible and offering himself for re-election, be appointed a Director of the Company. Election of a director in accordance with Clause 15.1 of the Constitution. The resolution in this category is seeking approval to elect Mr. Christopher David Hansa as a Director of the Board. As stated in the notice of the annual general meeting, the Board recommends that the shareholders consider the appointment of Mr. Christopher David Hansa with effect from May 25th, 2026, pursuant to Article 15.1 of the Constitution of the Company. The resolution under this category is seeking approval for the election of Christopher David Hansa as a Director of the Company.
The resolution is that Christopher David Hansa, having been recommended by the board for the shareholders to consider as a director appointment pursuant to Article 15.1 of the Constitution of the company, being eligible and offering himself for election, be appointed as a director of the company. Next, appointment of auditor. The next resolution is seeking approval for the appointment of the auditor and to fix their fees. PricewaterhouseCoopers has given and has not withdrawn its consent to act as auditor of the company. The resolution is that the retiring auditors, Messrs PricewaterhouseCoopers, who have offered themselves for reappointment, be and are hereby appointed for a further term and to fix their fees. Now I declare voting open on all items of business. All proxy votes have been provided to Lumi and recorded. For online attendees, the resolutions will soon appear. Please submit your votes at any time.
For any shareholder personally in attendance, please follow the instructions given as I've outlined above. I will give you a warning before I move to close voting. Now we move to question time. Sheila Sukwianomb, group legal counsel for Steamships, will be the moderator for the purposes of question time. Moderator, do we have any questions?
Thank you, Chairman. Yes, we have five questions. I will read the questions.
Okay.
The first question we have is from Mr. Steven David Main. His question is, PwC has been our external auditor for many years. When did we last competitively tender the external audit, and when are we next planning to run a competitive tender?
We go to tender on an every three years basis as a competitive tender here in Papua New Guinea.
Thank you, Chairman. Now I'll go to the second question by Mr. Main. With only 378 shareholders and Swire holding more than 70%, is there really a logic with being listed on both the PNG and Australian exchanges? Does the Chair believe that Swire would be permitted to move to 100% through a takeover offer to the minorities, or would such a move run the risk of being blocked by the PNG government?
We can respond to this question later. We have no intention at this point. As far as we understand, there's no intention of Swire to consider a delisting of Steamships. It's regularly considered in respect of the value of the ASX listing and the PNG listing. We do believe that is of benefit to the company in respect of displaying adherence to governance standards in Papua New Guinea.
Thank you, Chairman. The next question by Mr. Main again.
Is it good practice to have Chris Hansa serving on our board when he is a former partner of PwC, our long-term external auditor? This sort of thing is increasingly frowned on in Australia, and we are listed on the ASX. What is the history of PwC's association with the broader Swire Group, and when was that broader relationship last put to a competitive tender?
We can respond separately on this one as well, but I'm aware that the Swire Group also goes to competitive tender every three years and they are represented by a number of different accounting firms in respective as different businesses globally. As far as London is concerned, PwC, so John Swire & Sons PNG, the auditor is not PwC.
Thank you, Chairman. Number four question by Mr. Main again. Our Managing Director since 2024, Chris Daniells, has been with the Swire Group for 29 years. Where does he reside? How much time, sorry, does he spend each year in PNG, and how much longer is he likely to hold this position as CEO of an ASX-listed public company, which is just a tiny part of the wider Swire Group that he works for.
We can respond directly on that as well. Just to say that Mr. Daniells resides in Port Moresby, and this is where he resides and works. Actually, his tenure is not influenced by Steamships being, as described, a tiny part of the wider Swire Group. That is not considered a matter of concern.
Thank you, Chairman. The final question, again, by Mr. Main. With a 72% stake in Steamships, we are controlled by the Swire family, arguably the most successful U.K. colonial operator with a large global empire still intact. The Sunday Times last year estimated that U.K.-based Barnaby and Merlin Swire are worth £ 9.25 billion. Which member of the Swire family do our directors report to, and how involved are Swire family members in our operation?
We can respond directly again, but I'm able to say that none of the Swire family, as we'd be aware, are directors of Steamships, and there is no direct reporting line to a member of the family. Steamships does have a reporting line to John Swire & Sons Limited, and there are three family members on the board of John Swire & Sons Limited in London.
Thank you, Chairman. I can see we have no further questions.
Okay. If there's no further questions, that concludes our discussion on that item of business. In a moment or so, I'll close the voting system. Please ensure that you have cast your vote on all resolutions. I will now pause to allow you time to finalize those votes. Please immediately advise via the Lumi platform if you require more time. Thank you. In the absence of any requests from Lumi that more time is required for voting, I now declare that voting is closed. The result of these votes will be released to the PNGX Markets Limited and the ASX later today. There being no further business that may be considered at the AGM, that concludes the formal proceedings of the meeting. I thank you again for your attendance and declare the meeting closed at 12:26 PM. Thank you.