Transurban Group (ASX:TCL)

AGM 2021

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Oct 21, 2021

Good morning, ladies and gentlemen. My name is Lindsay Maxted, and I'm the Chair of the Transurban Group. Welcome to the 2021 Annual General Meetings. This morning, we are holding 3 meetings concurrently. This is the Annual General Meeting for Transurban Holdings Limited, Transurban International Limited and Transurban Holding Trust. We have a quorum, so I declare the meetings open. On behalf of Transurban, I would like to formally acknowledge the many traditional owners of country throughout Australia and recognize their continuing connection to the lands, waters and communities. We pay our respects to Aboriginal and Torres Strait Islander cultures and to Elders Past, Present and Emerging. I'm currently in Melbourne and would like to acknowledge the Wurundjeri people of the Kulin Nation as the traditional owners of country where I am situated today. I'd like to start by outlining some of the procedural matters given that we are meeting in a virtual environment. The Board and I value the opportunity to meet with you at our Annual General Meetings. However, Due to the ongoing impact of the COVID-nineteen pandemic and related restrictions, we must hold the meetings virtually for a second consecutive year. Our priority is to keep you, our security holders, as well as our employees and the community safe. While we have worked diligently to ensure the broadcast runs smoothly, should you experience any technical difficulties, A recording of the meetings will be available on our website later today. As outlined in the notice of meetings, Security holders have the opportunity to vote and ask questions of the Board in real time during the business section of today's meetings via the Lumi AGM Online Platform. A virtual AGM Online guide is available on our website and includes a step by step guide on how to attend and to participate in the meeting. The guide includes a phone number to call should you require assistance during the meeting. The online platform is now open for security holders' questions, which I encourage you to submit as early as possible. Also, in order to provide everyone with an opportunity to vote and in case anyone cannot stay for the whole meeting, I will now formally open the poll on all resolutions. The notice of meetings was made available to all of you. And with your consent, I shall take that document as read. I would now like to introduce the directors and our company secretary. In attendance virtually today, Our Independent Non Executive Directors, Mark Birrell, Terry Bowen, Neil Chatfield, Patricia Cross, Craig Drummond, Sam Mostyn, Tim Reid, Peter Scott, Rob Whitfield and Jane Wilson as well as our company secretary, Fiona Last. Our Chief Executive Officer, Scott Charlton, joins us from Transurban's office in Sydney. Since the last AGM, the Board has continued its Succession Planning with Tim Reid and Rob Whitfield appointed as Non Executive Directors in November 2020 And Patricia Cross and Craig Drummond appointed as Non Executive Directors in July of this year. As previously announced, Mareena Go will also join the Board as a Non Executive Director in December of 2021. These appointments were the result of a coordinated and orderly succession planning process for Board renewal And the diverse experience and expertise of the new directors will ensure that the Board as a whole is comprised of directors with the key skills, experience and attributes to effectively govern Transurban for the future. I'd like to welcome Patricia, Craig, Tim and Rob to their first Transurban AGM. They're standing for election today, and we will hear from each of them later. In addition, Mark Burrell is standing for reelection today. Mark is a very valuable contributor to our Board, and he will address the meeting later as well. I'd also like to acknowledge Neil Chatfield and Sam Mostyn, 2 long standing directors who are stepping down from the Board at the conclusion of this meeting. Both Neil and Sam have been invaluable contributors during a period of significant growth and success for Transurban. And on behalf of the Board, I thank them for their considerable contributions and service to the Board and wish them very well for the future. Recently, we also welcomed Laurie Mahn to our Transurban North American Advisory Board. Laurie is Vice Chair of Global Investment Banking at CIBC World Markets Corp, where she is responsible for all global infrastructure finance activities. She has previously been an independent advisor on transportation development projects in the U. S, Latin America, China and the U. K. Our North American Advisory Board engages with our local U. S. And Canadian management and here with the Transurban Group Board to provide us with a further independent lens on our operations and our opportunities in both the U. S. And Canada. In financial year 2021, Transurban achieved a number of tremendous milestones. We opened 2 of Australia's longest tunnels in Sydney, the M8 and NorthConnex, whilst also taking over operations of another one, the M5 East. We announced the sale of a 50% stake in Transurban Chesapeake, which comprises our Express Lanes assets and projects in the Greater Washington area, demonstrating the inherent value of the North American business and positioning us for our next stage of growth, both there and in Australia. We expanded our interest in North America with a 3rd government partner, the state of Maryland, and we continue to progress the 7 projects we have in development all delivery in both Australia and North America. These achievements were, of course, made against the backdrop of the global pandemic, which continues to present serious health challenges as well as widespread economic consequences. Such accomplishments, therefore, are testimony to Transurban's resilience and capacity to adapt to swiftly changing conditions that have become a hallmark of how this business operates. The solid foundations of our underlying business have allowed us to continue to deliver on our strategy to balance long term value creation with growth in distributions to our investors over the long term. More recently, this was evidenced with the success of our bid As part of the Sydney Transport Partners Consortium, to acquire the remaining 49% of WestConnex from the New South Wales government and take our total ownership interest to 50% and that of the Sydney Transport Partners to 100%. This was a landmark moment for the company. WestConnex clearly aligns with our strategy. With close to 40 years remaining on its concession life, WestConnex extends the weighted average concession life on our sets to approximately 30 years and will support free cash generation and distributions for security holders for the long term. Through the government's bid process, we acquired the remaining stake for some $11,100,000,000 including stamp duty, alongside our co investors, who are AustralianSuper, Torreed Investments Limited and our new partner, the Canadian pension fund, CDPQ, which all rank among the largest infrastructure investors in the world. We expect to reach financial close on this transaction later this month. The majority of Transurban's contribution is being funded through a $3,970,000,000 pro rata accelerated renounceable rights offer, with the remaining coming from existing corporate liquidity as well as a $250,000,000 placement to AustralianSuper, recognizing its commitment to our success. AustralianSuper is a long term partner to Transurban, investing alongside us in both projects as well as in our listed securities. We are pleased to have once again demonstrated our preference for entitlement offers to existing security holders, many of whom are long term, as we did in the funding of our first stake in WestConnex. We believe this is a fairest structure for you, our investors. And both the institutional and retail components of the offer attracted strong demand, and we thank you for your support in this transaction. Turning now to our key financial results for the year ended 30th June 2021. Traffic volumes continued to be impacted by government mandated restrictions on movement in capital cities, in particular, in the Greater Washington area and here in Melbourne, with an overall decrease of 0 point 4 of 1% in average daily traffic volumes across the portfolio. Excluding the contribution of our new assets, then traffic would have decreased by some 7%. This resulted in proportional toll revenue of $2,490,000,000 and our proportional EBITDA, That is our earnings before interest, tax, depreciation and amortization, including significant items of some $1,836,000,000 We recorded a statutory profit for the year of $3,272,000,000 which included the $3,727,000,000 gain after tax on the sale of the 50% interest in our Chesapeake assets in the Greater Washington area. Despite the impacts to traffic and revenue, we continue to pay a distribution in financial year 'twenty one. Our annual distribution of $0.365 per Staple security was equivalent to almost $1,000,000,000 in distributions to security holders. Total shareholder return, that is both capital appreciation and distributions, for financial year 'twenty one was some 3.4%. Given the ongoing uncertainty of the pandemic's impacts and restrictions on movement, the Board determined that it would be important to provide distribution guidance for the 6 months to 31 December 2021. Accordingly, on 20th September this year, we announced distribution guidance of $0.15 per security for that period, Noting that the free cash may be higher or lower than the first half guidance due to ongoing uncertainty from the pandemic, including the government imposed restrictions and, of course, the progress of the vaccine rollouts. The first half 'twenty two distribution guidance is also in line with Transurban's €0.15 per security distribution, which we paid in the first half of the last financial year. The total FY 'twenty two distribution is still expected to be in line with free cash, excluding capital releases. Our business is in a strong position. We've reinforced the balance sheet and continue to deliver on our investment proposition of building value over the long term, while balancing distribution payments for you, our security holders, and at the same time, officially funding our development pipeline. Today, we released our traffic results for the September quarter, which continued not surprisingly to show the impact of COVID-nineteen pandemic, particularly in Sydney and Melbourne, which had the highest levels of restrictions on movement. Both the New South Wales and Victorian governments have outlined Today's plans to lift restrictions, as we know, aligned with reaching progressive vaccination targets, and we're already starting to see the benefit of this policy change in Sydney. For example, the week commencing 10 October, which coincided with the relaxation of most restrictions for vaccinated residents, Traffic performance was the best since it had been since last June of this year, down 11% on 2019 levels, including new assets compared to the week prior when traffic was down some 31% on 2019 levels, including those new assets. Overall, traffic performed well in Brisbane, where restrictions were minimal, and in Montreal and the Greater Washington area, traffic volumes generally improved during the quarter. We look forward to return to more normalized conditions as restrictions on movement are eased. I'd also like to comment on the Westgate Tunnel project. This is a critical infrastructure project for Melbourne, providing an alternative to the city's heavily congested Westgate Bridge, and it will play a key role in the city's economic prosperity for many years to come. Construction is continuing. However, tunneling is yet to commence due to a dispute between the project parties. This relates to changes in the requirements for disposal of soil contaminated with a chemical known as PFAS as well as other matters, including those related to impacts associated with COVID-nineteen restrictions. The amounts in dispute are substantial. We've previously reported the potential cost components Transurban expects will form part of any commercial agreement in our investor presentation released to the market on 20th September and in our Financial Year 'twenty one Results Investor Presentation, which we released on the 9th August. These components include the design and construction increased construction costs estimated by Transurban and based on independent analysis to be in the order of some $3,300,000,000 The D and C subcontractors' claims are, in fact, higher. Additional cost components, including disposal site activation costs of 132,000,000 funded by Transurban on a rights reserve basis as well as direct project costs we incur and revenue impacts due to delays to the project, which could be cumulatively in excess of $450,000,000 over time. The project parties have continued a mediation process seek a commercial resolution in the interest of progressing the project and, of course, minimizing further time and cost impacts. However, Negotiations do remain challenging. As always, we are cognizant of balancing our many stakeholders and are willing to make a meaningful contribution to help resolve the challenges as we remain fully committed to the successful delivery of this project. As our populations continue to get vaccinated and governments move closer towards phasing out restrictions on movement, We look forward to playing a significant role in helping economies recover both in the short and long term. In the immediate term, we are supporting governments in their campaign to encourage vaccination take up through a stage promotion that gives our customers who are vaccinated the opportunity to win an electric vehicle. We've had an overwhelming response to the campaign with more than 140,000 entries to date. We've also continued to support customers experiencing financial difficulties and those working on the frontline. And since April of 2020, we've provided more than $10,000,000 in toll credits to more than 41,000 Australian customers, including small business customers. We have expanded our social investment program with almost $3,000,000 going to targeted programs and partnerships that support safety, Education and Training and Local Community Initiatives. And most recently, we distributed an additional $180,000 in Melbourne and Western Sydney to support those communities facing extended periods of restrictions. In the long term, governments both here and in North America have indicated that infrastructure development will be a key driver for economic stimulus and form part of the ambitious response needed for our cities and communities to return to being thriving and productive places to both live and work. Despite record levels of spending, both regions have substantial backlogs of infrastructure projects and restrictions over the past 2 years. Combined with supply chain interruptions and skill shortages, have put further pressure on their progress. Private sector investment is expected to play a major role in economic recovery, particularly given the record debt levels that governments are facing as they continue to implement Support Measures Through the Pandemic. Each of our 5 core markets has a number of development opportunities targeted for the next decade that we will assess in our usual disciplined way, and we look forward to engaging with government in that process. Environmental, social and governance, or ESG factors, have gained prominence of late. However, these are considerations that have been well entrenched in our business for some time. Our business purpose, which is to strengthen communities through transport, reflects our understanding of the significance of these areas. To be successful means we must consider the broad social and economic consequences of our business activities in the cities in which we operate. While I'm proud that we are recognized as a global leader in infrastructure and transportation sectors Across multiple key benchmarks, including the Dow Jones Sustainability Indices and the Climate Disclosure Project, It's important that we keep interrogating what we do and how we do it. This year, we're committed to achieving net 0 emissions by 2,050, establishing a long term goal beyond our existing 2,030 targets, which have been externally validated by the Science Based Targets Initiative in line with climate science. Our net zero commitment covers our Scope 1, 23 greenhouse gas emissions, accounting for fuel and electricity use, supply chain emissions and major project development. We have a multiyear program to support this goal. This includes lighting upgrades, ventilation optimization and transitioning our vehicle fleet to more fuel efficient and electric vehicles. From May this year, we began sourcing wind energy from a regional New South Wales wind farm to meet the energy needs of our Sydney roads. Renewable energy will eventually provide up to 80% of energy requirements for most of our Sydney assets with our Brisbane assets following. And all of our projects are assessed in terms of their sustainability by independent experts. Pleasingly, the M8 tunnels were awarded the highest possible rating of leading in the as built phase by the Infrastructure Sustainability Council of Australia. While Stage 3 of WestConnex, the M4, M5 Link, was rated leading for Design, and NorthConnex received an excellent rating in the as built phase. We also continue to address all recommendations set out by the task force on climate related financial disclosures, which seeks transparency over governance, Strategy and Risk Management of our business posed by climate change. Our financial year 'twenty one corporate report and sustainability supplement, provide more commentary on the many activities we are undertaking in these areas and how they create value for all of our stakeholders. Both of these documents are available on our website, and I encourage you to access these for an holistic overview of our FY 'twenty one performance. During the year, we continued to evolve our executive team to position us well for future growth. In February this year, Piers Coffey was appointed President of Transurban North America, having played an integral role with our business since 2,009. Alongside her experience in operations and technology, Pierce has championed the customer experience of our express lanes in the United States as well as for our linked customers during her time here in Australia. In March, Michelle Jobco joined Transurban as Chief Financial Officer. And prior to joining, Vishal was CFO at ANZ Bank for just under 5 years, which followed more than 15 years' experience in Investment Banking, Advising on Mergers and Acquisitions, Capital Management and Funding. And as I commented upon last year, We also welcome 2 other new executives, Hugh Wiebe and Simon Moorefield, to the business last October. Hugh is our Group Executive, Partners, Delivery and Risk, with responsibility for our strategic partnerships, major project delivery, development of new project opportunities, risk and safety. He was previously Chief Operating Officer at Sydney Airport. Simon, who has more than 25 years' experience in technology, innovation and transformation, heads our customer and technology teams. I'm proud that Transurban's executive committee reflects our diverse workforce with an even split of men and women in executive roles. We recognize that diverse representation and a variety of opinions are fundamental to our business success and further our understanding of all of our stakeholder groups. We have an extremely talented team in place, and our executive remuneration framework It's designed to attract, motivate and retain the best talent with capabilities that enable our competitive value proposition. We are committed to remuneration practices that offer fair and reasonable incentives, while considering stakeholder and market expectations as well as regulatory developments. In financial year 'twenty one, we undertook a detailed review of our remuneration framework with advice sought from an independent external remuneration advisor. We identified some enhancements Our framework, including an extension of the long term incentive performance period from 3 to 4 years and enhancements to the short term incentive framework to better align outcomes for group performance and the outcomes for our stakeholders. The Board is confident that these enhancements will further strengthen the alignment of executive and stakeholder interests. On behalf of the Board, I would like to thank the executive team and all of our employees for their tremendous efforts and hard work over the year. That so much has been achieved in these circumstances is testimony to the caliber of the people within this organization. And importantly, thank you, our security holders, for your ongoing support of Transurban. I would now like to hand over to our Chief Executive, Scott Charlton, who will speak in more detail about our activities during the year. But before I do hand over, we would like to take this opportunity to play a short video of some of our project highlights during the year. Great. And thanks, Lindsay. And I would also like to welcome everyone who is online for today's meeting. And I do hope that the video you just I'll give you some idea of the scale of the projects that we are currently undertaking, both here in Australia and in North America. And while this is only a portion of our current development, You can see we have plenty of exciting growth initiatives. Now as Lindsay said, we have achieved some huge milestones over this past year. And these achievements and the Transurban that you will see today are the results of a deliberate and focused strategy developed over the past decade. We all know that nothing happens quickly in infrastructure, and our success this year is the outcome of considered planning and trusted partnerships with governments, As well as our proven track record as a reliable operator who strives for excellence in everything we do from our technologies and tolling systems To our customer and our community interactions. And the team of people behind these achievements, I believe, is best in class. And right upfront, I would like to thank them all for their hard work and unrelenting focus on delivering long term value for all of our stakeholders. Now one of the achievements this year that I am most proud of is the Transurban Chesapeake transaction. Because less than 10 years ago, we opened the 495 in Virginia with initial equity investment of approximately $500,000,000 Earlier this year, we saw the fifty Transurban Chesapeake Business, which includes the 495, along with the 95 and the 395 express lanes with an implied 100 percent Transaction equity value of $5,500,000,000 This transaction is a clear demonstration of the value that we create in our assets And how that is recognized by the partners who invest alongside us. Now in this case, it was AustralianSuper, the Canadian Pension Plan Investment Board and UniSuper. And these are among the world's leading pension funds and infrastructure investors, and we're really proud to have them alongside us. Now this is not just about the execution of the strategy was first enacted 10 years ago, which has crystallized its value in our North American business. It also illustrates our focus on creating new opportunities for growth for decades to come because Transurban Chesapeake means that we, alongside now with our new partners, are We are very well capitalized to participate in an accelerated pipeline of development opportunities in North America. Since opening 495, we have expanded our Express Lane network. And in August, we were pleased to reach the next step in our process to deliver 60 kilometers of Express Lanes in Maryland. These lanes will connect to our Express Lanes across the bridge in Virginia. And we and our partners, Macquarie Capital, Now I have the exclusive rights to establish a project plan and concession agreement with the Maryland Department of Transportation. And over the past decade, North America, we continue to prove our credentials as a partner of choice to government, and we look forward to working with the Maryland government for the first time on this project. And in context, this will be one of the biggest public private partnerships in the U. S. And introduce solution to a notoriously congested region. Now our success in North America also set us up well to further pursue prospects here in Australia. By reinforcing our balance sheet with the Transurban Chesapeake proceeds, We underpinned our recent purchase of the remaining 49% stake in WestConnex here in Sydney. Our successful bid for WestConnex, leading the Sydney Transport Partners Consortium, was over 6 years in the making. And from the time the New South Wales government started construction on this project in 2015 and slated it for future capital recycling. We recognize this would be a world class asset that would create cash flow for our security holders for decades to come. This is a very significant piece of infrastructure for Sydney. 40% of Sydney's population is expected to live within 5 kilometers of WestConnex by 2,031. And given that 80% of the city's freight task is undertaken by road, it is a critical route connecting industrial precincts and freight hubs. And we know our customers are already realizing major benefits, saving up to 56 minutes by using the M4 during peak hour. Now as a 100 percent owner with our partners, we have the privilege of operating this asset for the next 40 years. And close to 150,000,000 trips were taken last financial year. And once the project is complete in 2023, it will form a 70 kilometer network linking Sydney's West with the CBD, the Airport and Port Botany. And future major projects will also connect to WestConnex, creating further traffic growth opportunities And better networks for the city. Now another example of how we plan years ahead for growth for opportunities is our unsolicited proposal with the New South Wales Government to widen the M7 here. Our proposal integrates the widening of the M7 with the planned M12 motorway, Which will eventually lead to the Western Sydney Airport, which is forecast to open in 2026. We actually opened the M7 in 2000 and And we originally designed it with capacity to cater for future growth and development in the corridor. And 16 years later, this project is coming to fruition. Foresight such as this is critical to ensure that we can continue to deliver safe and efficient journeys for our customers and the needs of our cities for years to come. And infrastructure projects not only take years of strategic planning, but they can also be very challenging to deliver. The West Gate Tunnel project continues to be our most difficult and complex project. And as Lindsay has said, we are still working to resolve ongoing disputes over soil disposal and other matters. We continue to work collaboratively with all our stakeholders and progress has been made in seeking to commercially resolve these But as we've previously stated, a commercial resolution may not be reached and we may need to eventually rely on the legal system. During these negotiations, there has been significant progress on the project with almost 10 kilometers of new lanes built on the Westgate Freeway. And those of you who may live in Melbourne and have an opportunity to drive on Footscray Road, you will have seen the 116 meter long launching gantry crane, which was one of the biggest of its kind in Australia and is certainly an impressive piece of machinery. Earlier this month, it started work on building the elevated road structure. And I would like to thank the team involved in this project for their continued commitment to delivering the project. Now right across our business, we have more than 8,000 people working on development projects such as this, as well as in areas as diverse as network planning and forecasting, road operations, customer service, project development, technology application and stakeholder management. And over the past decade, our business has grown from 8 to a portfolio of 21 in 5 markets with a still outstanding multibillion dollar pipeline of projects yet to come. Our customer base is more than quadruple to 9,000,000 under the Link brand in Australia, Express Lanes and GoTol brands in the U. S. And A25 in Canada. Now these achievements have been realized by executing on our long term strategy to deliver value by providing transport solutions that improve the livability and Productivity of Cities and Communities Where We Operate. And we've had the opportunity to highlight the benefits That our assets and projects create in our response to a recent inquiry into road tolling regimes that the New South Wales government had earlier this year. And we have lodged a comprehensive submission to that inquiry, which you will find on our website, and we look forward to engaging with the government on the suggestions that we have raised. These included the potential for a fairer and more simpler proposition for customers in Sydney by taking a pragmatic look at variations in tolling methods that may lead to inequities for some motors. Now look, when we highlight the benefits of using our roads, we often use examples which aggregate all the numbers such as that our We've also had things like independent analysis estimate Sydney's toll road network will create $35,800,000,000 in economic benefits over the next 30 years. And these are certainly very compelling figures, and we're proud of them. It can also be more meaningful to look at specific examples to illustrate the value we create for customers. So for instance, a driver traveling from Sydney CBD The Blue Mountains would pay around $8.50 to use the toll road. We would save almost an hour in travel time, bypass 38 traffic lights and save almost 2 liters in petrol. And a truck driver traveling from an industrial precinct in Macquarie Fields in Northwestern Sydney to Port Botany We'd save about 34 minutes using our roads rather than the most logical alternative route, which would include 49 sets of traffic lights. The driver would save approximately 17 liters of fuel worth around $23 So if you factor in the total cost of just over $36 the net benefit to the driver Would be almost $30 These represent tangible savings for our customers and we see them every day. And another and substantial benefit is the safety of our roads. Research from independent experts show that our roads We're twice as safe as similar roads, thanks to the state of the art technologies we employ, things like 20 fourseven monitoring and our incident response services. However, we are always seeking ways to further improve our safety record. In July, something I'm really proud of is we moved into a new high-tech traffic control center in Brisbane to monitor our 80 kilometer network there. This center includes artificial intelligence technology to identify incidents and congestion And alert operators and automate incident response. Now our priority is not only to provide a first class on road experience, but also Seamless Customer Service. And every year, we analyze around 250,000 pieces of customer feedback, And this informs our continuous improvement approach to our customer experience. And now we have about 9 in 10 interactions with our customers through digital channels. So this year, we launched an online virtual assistant called Lex to handle these routine queries from our customers. And Lex has so far resolved for about 175,000 customers, which then frees up our customer service teams for much more complex queries. We've also expanded our mobile tolling app, Gotoll, in the U. S, and it now provides an easy way for people to pay for their tolls on more than 80 different roads across 5 states, including Virginia, California and Georgia. And we do recognize, obviously, the major impact pandemic has had for some customers. So alongside our toll credit program, we have also partnered with a community service provider to expand our Link Assist program And offer additional services to vulnerable customers who are often dealing with issues that extend well beyond just tolling debt. In the past 2 years, I've highlighted more than ever the importance of our business purpose to strengthen communities through transport And the role that the programs we provide play in supporting our customers' well-being. Now aside from just analyzing feedback to improve the interactions, we believe it's important to understand their views on mobility and transport trends. Our most recent research explored people's attitudes toward electric vehicles and the impact declining revenue from fuel excess could have on the government's ability to build and maintain road infrastructure. Reforming road funding by implementing a national road user charge in place of fuel excise and other road Related charges such as licensing and registration is something that we and other government industry bodies have long been advocating for. And it is a complex reform, but our research indicates that 64% of all our respondents believe a road user charge model Would be a fair way to contribute towards road funding. To that point, Transurban has joined a coalition representing a number of transport bodies from the eastern states of the U. S. To explore the practical application of road user charging by participating in a trial along the East Coast. The trial will eventually will evaluate, sorry, the technology experience of user based systems, providing policymakers with insights on real world customer experience of the road user charging system. Now another issue that we deal with is electric vehicles, They may pose a challenge to rogue funding, but they are vital and important to the decarbonization of our transport networks. We're mindful of the impact that greenhouse gas emissions have on the environment, so it's important that we play a role in encouraging an adoption of electric or other low emission vehicles. So in addition to our electric vehicle giveaway as part of the vaccination uptake competition, we are also soon to be launching a program to give customers a chance to experience driving And while the design and free flowing nature of our roads means that on average, our customers save about 30% in greenhouse gas Emissions compared to alternative routes, we are also examining other ways to help our customers reduce their emissions. This year, we launched an eco driving trial in partnership with a technology company called GoFar. The trial involved 400 of our Queensland Link customers Fitting a smart device to their vehicle to encourage them to drive more smoothly and efficiently. And overall, we saw an almost 6% reduction in average fuel consumption and Associated Greenhouse Gas Emissions. Now while we're taking direct action to reduce our emissions in our operations and our projects and supply chains, we're also committed to taking a leadership role to minimize the impacts of vehicle emissions. So in summary, it has been incredibly busy year for our business. And the outcomes that you see today are the results of years in planning and execution. And again, I would like to thank everyone at the Transurban and our partners who have contributed to our success. This year has been challenging to navigate, But the skill and dedication shown by our workforce has allowed us to achieve so much. I would also like to thank the Board for their continued support And in particular, Sam and Neil, for your huge contributions over more than a decade. They have both been integral to building the business that you see today, and I personally value their dedication and wish them all the very best for their future. And I'm also very excited and would also like to welcome our new directors, Patricia, Craig, Tim and Rob, whose broad expertise in a range of sectors will complement our existing Board to oversee which looks like another exciting growth period for your company. And of course, and finally, thank you to our security holders For continuing to back our vision, we very much look forward to another successful year. Thank you very much, Scott. Now transcripts of both my address and that of the CEO are available on the Transurban website and the ASX Company Announcements platform. Before we move to the formal business, I'll begin by outlining the procedures for today's meetings, which will be similar to those adopted for the virtual meetings held last year. These are security holder meetings. As in past years, only security holders, Their attorneys, proxies and corporate representatives are permitted to vote and to ask questions. This year, you may either submit written questions through the platform, or you may ask questions verbally by using the audio questions facility, which is also available via the platform. As noted earlier, written questions can be submitted at any time. If you have a question already prepared, Please submit it now on the platform so that I can answer as many questions as possible when I come with the relevant agenda item. If you would prefer to ask your question verbally, we recommend that you wait until the commencement of the relevant item of business Before connecting to the audio questions line, as you will not be able to see the speaker or the presentation slides while you are queuing to ask your question, although, of course, you will still be able to listen to the meeting. To ask one question at a time. And please keep your questions short and to the point so that as many people as possible have the chance to ask a question. If your question relates to a particular item of business, please refer to that item of business when you submit your question. And please ensure your question is relevant to security holders as a whole. If you wish to ask a question in writing, click on the speech bubble icon, which can be found on the navigation bar on your screen. This will open a new screen. And at the bottom of that screen, there is a section for you to type in your question. Once you have finished typing your question, all you need to do is then press the arrow symbol to send it to us. Please note that while you can submit written questions via the online platform at any time, I won't address them until a relevant item of business is before the meeting. Written questions may be moderated to avoid repetition, and if questions are particularly lengthy, we may need to summarize them in the interest of time. If you wish to ask a question verbally, you will need to pause the broadcast on the Lumi platform and Then click on the link in the Asking Audio Questions section of the homepage. A new page will open where you'll be asked to enter your name and the topic of your question before being connected and placed in the audio questions queue. You'll be able to listen to the meeting on this page while you're waiting to ask your question. Once you've asked your question, please return to the Lumi platform to continue watching the meeting and, of course, to submit your votes. Each question will come through to me as Chair of the meeting, and I will either answer it myself or will pass it on to the most appropriate person to answer it. If a security holder has a question that relates to the virtual meeting technology, please contact the helpline detailed in our virtual AGM online guide published on our website. And finally, as our time is limited, it is possible that not all questions will be able to be answered today. Accordingly, I encourage you to submit your written questions early in the meeting. Now if you have any questions on the presentation so far or on Transurban in general, Please either submit them or connect to the audio questions line now. We received a number of questions from security holders in advance of the meetings, And I shall now address those relevant questions. Chairman, we have received the following comment from the Australian Shareholders Association. The Australian Shareholders Association would like to acknowledge Transurban's exemplary record in raising capital in a way that is fair for all retail shareholders. Most recently, you raised nearly $700,000,000 directly from retail shareholders, showing that retail So I'll just say thank you to the ASA for That observation, that's much appreciated. And indeed to Mike Mussanoff, who's our relationship person at the ASA, It's always good to have those discussions with you, Mike, and we appreciate that comment. Thank you. Chairman, we have received the following question from the Australian Shareholders Association. How many shareholders, not shares, do you estimate voted or appointed proxies this year This is the number in 2019. What does the board propose to do to increase shareholder engagement? So thank you for the question. So the number is around 2,300 this year, and the number has been moving around a lot. It was, as the ASA knows, but for Other investors, the number got as low as around 1600 last year, whereas back in 2019, it was around 4,000. So the number has been moving around a lot in terms of numbers of shareholders voting. The actual shareholder value voting It's moving up slightly each year. So the number in 2019 was around 70%, then it moved about 71%, and you'll see a bit later on The voting this year is up as high as 73%. So there's the trend in terms of absolute votes counted is positive, but there are some anomalies as it seems in terms of the numbers of Securities Being Voted. We don't know the reasons for that. We can surmise. Maybe it's the move over the last 2 years to virtual meetings rather than meetings, but we'll do a little bit more homework and investigation into this over the next few months to see if we can understand better why the numbers of people aren't fighting and assuming that is the retail sector of our or section of our investor this rather than institutional, obviously. So we'll do some research on that. It may be in terms of what is mailed To investors, we will look to see at the moment, we're not mailing the notice of meeting and the proxy form. There's a letter goes out to all retail investors who are not Subscribe to get their information by way of e mail. We'll look at that communication, see if we can change that in some way, but we'll look into that further. Chairman, we have received the following question from Mr. Scott Wakenhorst. What is the current forecast opening date for the West Gate Tunnel As supplied by the D and C subcontractor. Mr. Werkenhorst, thank you for that question. We don't have a date that we can realistically supply to the market. And the reason is, as I alluded to and Scott did in his address as well, is The issue with tunneling on Westgate on the Westgate Tunnel Project. So a lot of work has happened at the eastern end and the western end of the Westgate Tunnel Project. But tunneling, as you know and most on the call will know, hasn't commenced yet. And that is because of The issue is with contaminated soil or possible contaminated soil. And it's only in the first half of this year that The Environmental Protection Authority gave authority to 3 particular sites to take that contaminated soil. Now That has been that authority is in place and a site has been selected out of those 3. Then we can and we've already started work with the owner of that site to take the soil. We can now Start to get into a situation where we can reasonably expect the tunnel boring machines to commence early next year. And once we do that, then we'll have a much more realistic Knowledge and preparedness is sort of start to talk about a data. All we've said so far is that the project won't We completed under its original schedule date of 2023. It's gone out from that, and we'll need to be more specific in the future when we have better data. Chairman, we have received the following question from Mr. Timothy Hackney and Mrs. Andrea Hackney. Is the Board taking to ameliorate the impact of anthropogenic climate change upon the company? Mr. And Mrs. Haykney, thank you for that question. And you would have picked up in my address some commentary on this. So We are, as a Board and as a company, very focused on all aspects of ES and G, but to your question on environment and on climate change. So We do have specific targets in place to reduce our greenhouse gas emissions by 2,030. That's Scope 1, 2 and 3. And in terms of Scope 1 and 2, it's some 50% reduction in greenhouse gas emissions. And we're very comfortable as a Board that we'll be able to achieve that. Those targets have been independently reviewed by the Science Based Targets Initiative, which I mentioned earlier. And we've got process in place. We're not a big energy user or not a big emitter because Our main areas are in terms of energy use, both for the tunnels, in terms of ventilation and for lighting and so on. And one of the big steps we took over 18 months ago now was to sign new contracts to source our energy from wind farms in New South Wales and Queensland, so it will make a big positive impact. We've signed up for net 0 emissions by 2,050, And we'll work through what needs to be done between 2,030 and 2,050 to get to that target. But we're well advanced, and we think we've got good prospects of achieving our targets both the 2,030 emissions target and also net 0 by 2,050. Chairman, we have received the following question from Mrs. Catherine Cripps. Can you provide shareholders the ratio of average executive remuneration to average staff Wages. Yes, Mr. Scripps and everyone I can. It's not that high. It's not Anywhere near the sorts of numbers that sometimes you read in terms of other institutions, that sort of reflects the professional and technical nature of a lot of our employees. But our ratio is about 6 or 7:one in terms of Average executive pay to average pay overall, so 6 or 7 times is the answer to the question. Chairman, we have received the following additional question from Mrs. Catherine Cripps. What is the percentage of profit returned to staff as a wage increase, Excluding executive remuneration? Yes. It won't be a lot, given The relationship between salaries and revenue, this is an organization where the really big costs, The capital costs of acquiring the concession in the 1st place and then amortizing that over time, plus the funding, of course, of these very, very large assets. But in terms of the fixed remuneration for employees back for the year in FY 'twenty one, there was no increase at all for employees for that year because, of course, that decision was taken way, way back in June of 2020 when the pandemic was really hitting and people were still unsure in terms of how the economy and society would deal with COVID-nineteen. This time around in June, July of this Then there would have been quite a round of increases in fixed pay. But rest assured, then we always do that on the basis of some very well thought out in research benchmarking, and we do it for the reasons I said earlier in my address in terms of making sure that we have Really good people, which we do at Transurban, and I hope that comes through in terms of what you've learned today about what's been achieved over the last 12 months. So We need to retain these people and then attract good people. The market won't surprise you. All of you listening It's very strong, particularly in infrastructure, particularly parts of our business like technology. So we're careful with the increases in pay, but they do reflect the market detail. Chairman, we have received the following question from Mr. Ken Wilson. Given the recent experiences highlighted in the parliamentary inquiry into the Western Harbour Tunnel and Beaches Link, does Transurban see itself as having a role To try and steer the government in the direction of better tollway design, especially in more difficult inner urban city areas. For example, Designing toll roads that facilitate car movements away from these areas rather than operating in the other direction And adding to difficult congestion and parking problems already being experienced. Thank you, Mr. Wilson. So Let me say that it won't surprise you given our purpose as an organization and as our strategy, then absolutely, We regard tollway design and the design of the road networks within our cities as really, really important. And we do think we have a very big role there. And then part of the best probably the best indication in Sydney of that is NorthConnex. So NorthConnex, as some of you Listing to the AGM today will know, was a road conceived by Transurban. So the whole idea of taking the trucks of Pennantils Road and having that road in that part of Sydney came from Transurban, and we work with government to get that up and running as a concept and then the whole design piece and working with the builder in terms of how the tunnels and how the road was built all came through Transurban. So we do see that as a major part of our role as an organization. In terms of the 2 roads you've suggested, though, They are roads conceived by and being designed by government with all of its advisers. And I can't speak for government, but I suspect I have exactly the same motivation as you do and that we do in terms of making sure that the roads are built with lots of consultation with community, with lots of recognition of what the environmental aspects are of the roads and that they do contribute in every sense to a better city for Sydney. Chairman, we have received the following additional question from Mr. Ken Wilson. Where the design is good, for example, plans for new alternative transport initiatives, bus, pedestrian and bicycle Parramatta Road is part of WestConnex, but the government then fails to follow through and implement those plans. Does Transurban see itself It's having a role in encouraging the government to keep unkept promises in the greater interest of winning public support for the tollway industry in its efforts To deliver amenity to the people in whose areas we operate. Yes. No, thank you. So I don't have any Information to comment on kept or unkept promises. But what I can say is that, again, Transurban It thinks about our investment in Roads from every stakeholder aspect, including, of course, communities. And One of the things, again, the Board and the company is quite proud of in terms of our acquisition through Sydney Transport Partners of WestConnex is how we've interacted with communities and some of the facilities we've made available in terms of the things that you put into your question around green space and access for bicycles alongside and pedestrian movement and those sorts of things. But now that's very important to us in WestConnexion and all the roads that we undertake, both our existing roads and those that we're designing and help build. But Scott Charlton, perhaps You'll have some specifics, I think, that might help Mr. Wilson on this question around community aspects on WestConnex. And now, Luke, thanks, Lindsay, and thanks, Mr. Wilson, for your question. Look, there's certain things we have control of, certain things we don't have control But clearly, the things that we're doing on stuff like WestConnex, so things like WestConnex, there's 18 hectares of parkland that we are delivering as part of the process. We are very Interested in the integrals design of integrated transport, I mean across WestConnex, the M7 and NorthConnex, I think we currently have over 70 kilometers of New bicycle pass that we've made is part of that. So it is very important for us when we look into overall integrated transport system. And we know that Parramatta Road has Greatly been improved since WestConnex opened with, I think, traffic is down now about a third of what it was pre COVID levels. And importantly and pleasingly, Emissions or pollution is down 15% since WestConnex is open. So that corridor will continue to benefit I know that the state government and the local councils are looking at how to maximize the benefit of West So I think you will see over time improvements through there. But these are some of the things we do. And in the U. S, as part of our projects, we deliver part of the funding To the public transport system as well. So again, we take all these matters into account. It's very important that there's an integrated Transport system for the cities so that the whole networks can function optimally. Chairman, we have received the following further question from Mr. Ken Wilson. Is the WestConnex investment and the related toll revenue Threatened by the possible cancellation or delay of the Beaches Link and or Western Harbour Tunnel. If so, Is there a plan B for getting traffic into and out of WestConnex? So the answer is no. It's not WestConnex is not impacted by those two roads. Of course, if they are built, it will make some difference in terms of access to and from WestConnex. But in terms of the order here, then when WestConnex was first conceived by the government way, way back in 2015. And then the 2 roads and tunnel that you mentioned weren't on the drawing board. And indeed, even when We've just been through the latest exercise of contemplating our bid for the remaining 49% of WestConnex. Then obviously, we model that the traffic impact of those roads being there or not being there, and there's no major difference to the value of WestConnex as a result of that. Chairman, we have received the following further question from Mr. Ken Wilson. The prospectus for Transurban WestConnex Retail entitlement offer states that the NSW government claims that WestConnex will offer motorists a Travel time saving of 40 minutes between Parramatta and Sydney Airport. As I write this question, Google Maps tells me That this journey right now is estimated to take 33 minutes without WestConnex. Should not Transurban fact Check government claims such as these before including them in a prospectus or at least offer its own estimate of travel time savings for a toll road. Should not Transurban encourage government to be more honest about the travel time savings of all toll roads? Thanks again, Mr. Wilson. So I think what you'll find is that, that estimate of travel time savings comes out of the WestConnex business case, which if those listening to the AGM would like to follow-up, that's on the WestConnex website. And it's a statement in relation to 2,031. So It's a prediction as to what the saving might be in a decade's time as opposed to what it is today. And that's against the backdrop of part of the Population estimates for Sydney are that the Sydney population will increase by about 1,600,000 over that time frame. So hence, that's why that statement has been made. In terms of Us quoting in investor presentations, and obviously, any time we make statements into the future, then we qualify them in terms of whether they're likely or not likely to happen. And obviously, we can't guarantee anything on that, but we then do reference where they came from. So I suspect in the investor presentation, that will be referenced into the WestConnex business case. And obviously, we then put them in and before we put them into any investor presentation, there's A detailed verification procedure we go through, which you would expect, and that includes a reasonableness assessment of any statements made by third parties. Thank you, Chairman. Yes, we have received the following additional question during the meeting. Doctor. John Parrish has asked the following question. Since the West Gate problems seem to have been caused By a Victorian government department changing the rules after the project started, shouldn't it be the government's responsibility to fix the problems? Thank you, sir, for your question. So it's like all commercial disputes then. The government will certainly not agree with that statement. Then I understand why you've raised it that way in terms of the role of the Environment Protection Authority. I think the answer to your question is that, like all disputes, as I say, all three parties, the government, Transurban and The constructor all have different views as to what has caused the delays and also different views in terms of what the cost is of those delays, and that's, of course, what we're working through with government and with the builder. So Those arguments will be put up by various parties, will be rejected by various parties, but let's we're hoping, as I said earlier, that we can work through and get a settlement. And the whole idea of wanting to do that It's not that we in any way think that our legal position is weak. We think we do we are in we have confidence in our legal position, But it's really important, we think, that we give our utmost effort or put our utmost effort into trying to resolve because in the end, we want this project come to fruition. It will be, as we said earlier, both Scott and I, it will be a wonderful, wonderful piece of infrastructure for Melbourne, And it's important that we give it our best shot to make sure that it gets completed as quickly as it can. We have received the following From NJ Nominees Proprietary Limited. To what extent might a change in government in Victoria affect I don't know that, That will have an impact. It's hypothetical. I think what I can say to you is that we're working on in good faith, as is the government of the day here in Victoria working with us in good faith with the builders to try and solve it. And we would hope that, that would happen. And I haven't personally, and we haven't, as a Board, thought about alternative scenarios. That's where we are at the moment. And as I say, each party Just looking at the issues, and we're having good conversations at the moment, doesn't guarantee we'll come to a satisfactory conclusion, but it's So we're working through and of course, we're working through a formal mediation, and everyone subscribed to that, everyone being the government, us and the Constructors. So hopefully, we'll get to the right answer. Thank you, Chairman. There are no further questions. Good. Thank you, Fiona. So as there are no further questions, I shall now move to today's formal business. So we have 4 items of business today. Items 2 to 4 include resolutions that require a vote. Voting today will be conducted by way of a poll. And as I've said, the poll on all resolutions is now open. After discussion on each resolution that requires a vote, we will display It doesn't mean you have to vote now. You can wait to hear the questions and answers on each item and then vote, as voting will remain open until the end of the meetings. I'll now outline the voting procedure. Ms. Doris Grave of Computershare, Transurban's Security Registry, who will act as Returning Officer. And I appoint Mr. Marcus Laithwaite, PwC, the group's auditor, to be the scrutineer for all resolutions. If you are an eligible security holder, a representative or attorney of an eligible security holder or a proxy for an eligible security holder, you're entitled to vote. If you are eligible to vote, a polling icon will appear on your screen. Selecting this icon will bring up the list of resolutions and present you with your voting options. To cast your vote, simply select one of the options of either for, against or abstain for each resolution. Your selection will be highlighted, and the vote is automatically recorded. You do, however, have the ability to change your vote up until the time I declare voting closed. I will give you a warning before I move to close the voting. And when voting is closed, your final voting selection will be recorded. The results of today's meetings will be announced following the meetings on the ASX and on Transurban's website. Proxyholders are reminded that you must vote in accordance with the proxyholders' directions. Any directed proxies that are not voted at the meetings will automatically default to me as Chairman of the meetings, and I'm required to vote those proxies as directed. All proxies that are open and available to the Chair of the meetings will be voted in favor of the relevant resolution. I shall now move to the first item. Item 1 is the receipt and consideration of the Transurban Group financial reports for the year ended 30th June 2021. These have been approved by your Board and provided to you with Transurban's 2021 corporate report. They're also available on Transurban's website. There is no need to pass any resolution on the financial reports. However, security holders and proxies are welcome to ask questions in relation to the accounts or the overall activities of the group. Shareholders will also be given a reasonable opportunity to ask questions of Mr. Marcus Laithwaite of PricewaterhouseCoopers, the group's auditor, relevant to the conduct of the audit, the preparation and content of the auditor's report, the accounting policies adopted in preparing the financial statements and the auditor's independence. All questions to the auditor should be in the first instance addressed to me as Chairman. And if appropriate, I will ask Mr. Laithway to address the meetings. Now are there any questions on this item? Chairman, I confirm we have received no questions on this item. Thank you, Fiona. So if there are no questions, I'll now move to consider the following resolutions. Item 2 of business on the agenda concerns the election and the reelection of Directors. Patricia Cross was appointed as an independent Non Executive Director in July of this year. Patricia is currently a member of the Nomination Committee and the Remuneration, People and Culture Committee. Patricia has extensive international experience as both an executive and a non executive director across a wide range of financial services and other industries. She's currently a guardian of the Future Fund, a Non Executive Director of Aviva Plc and an ambassador the Australian Indigenous Education Foundation. A copy of Protrusive's bio is set out in the notice of meetings. In accordance with the constitutions of Transurban Holdings Limited and Transurban International Limited, Patricia Cross offers a self production. I reconfirm the Board's view that Ms. Cross brings extensive international capital markets, risk management and treasury expertise to the Board. And in recommending her election, the board notes that Ms. Cross has confirmed that she will continue to have sufficient capacity to fulfill her duties as a Director of Transurban Group and recognizes her contributions as an experienced, diligent and committed Director. The Directors, in the absence of Patricia, unanimously recommend her election. I will now play a message to security holders from Patricia. Thank you, Chair, And hello to everyone. I'm honored to be here. To me, Transurban appeals due to its compelling purpose, a deeply talented management team and Board and a strong and resilient business model. I think what this company does really matters to our communities and to our livelihoods. In my many years, some 40 plus, as both an executive and a non executive director Across a wide range of financial services and other regulated industries. I've had the privilege of working for and being associated with of the best companies in the U. S, Europe and Australia. However, it's a particular thrill for me to be joining Transurban now that it acquires the remaining 49% of the largest road project in Australia, WestConnex, and as it continues to transform the critical road infrastructure in the center of my youth and education, Washington, D. C. As a proud Millburnian, I've watched Transurban evolve over the decades from its genesis in the ambitious and innovative CityLink project Into the major infrastructure entity that it is now. With my executive operational background in banking, in particular as the former Executive General Manager in charge of the National Star Bank's Wholesale, Institutional and International Bank. I have a good understanding of and appreciation For the manner in which the balance sheet and especially capital is being deployed by Transurban. Also, my experience as a NAB Group Executive Committee member With its focus on retail and business banking customer strategy, gives me a strong affinity for Transurban's approach to working with our customers and communities To achieve shared goals and to solve issues together as they arise. In transitioning from executive to non executive board roles 25 years ago, especially my experience as a bank and insurance company non executive director At the Transport Accident Commission, Suncorp Metway, AMP, National Strayback, Macquarie Group and Aviva TLC, That has taught me that no matter where you find yourself in this world, a company's values and culture form the bedrock of its social license to operate. It's so pleasing that Transurban leadership has the social license top of mind. It's also gratifying to consider Transurban's approach to investors. I have particular interest and expertise in investment management Through my involvement over the years in the superannuation and funds management industries, former roles including until recently as Chair of Commonwealth Superannuation Corporation, and now I've just become a member of the Future Fund Board of Guardians. Having chaired large funds for insurers and pension funds, but also having looked after endowments for more modestly sized not for profit organizations, either way, I do know what it's like to stand in your shoes as an investor. I'm very focused on the development of long term shareholder value, I've learned that stewardship is so very important, that strong governance matters and that companies that operate in a socially valued And sustainable fashion are those that survive and thrive over the long term. And now having joined Transurban, I see close hand a management team and Board that takes their duties to all stakeholders so seriously and with such a clear focus and determination. With my election to this Board, I can assure you that I will join my colleagues in serving diligently and to the best of my ability And representing you, the shareholders, in taking this company further forward. Thank you. Thank you very much, Tricia. So are there any questions on this item? Yes, Chairman. We have a question from Mr. Stephen Main. Stephen says welcome to Patricia Cross, who is an excellent addition to the Board. I'm told Patricia speaks 6 languages. Can she please use some of them when answering the question as to what the process was surrounding her appointment And which of the existing Transurban directors she had worked with before her appointment? Thank you, Stephen Main, and welcome to Transurban AGM. So as you can imagine, Then the process for Patricia coming on the Board, as with all of the directors who are up for election, was Well thought through, I hope and I think very professionally handled use of external consultants as well as obviously The knowledge around the existing Board table of Transurban in terms of the caliber of the candidates that we were considering. And I'm glad that you and I'm sure many, many other persons listening are pleased that Patricia has joined us. Patricia, is there anything Trish, is there anything you wanted to add to Stephen's question? Yes. Thanks for your comments, Stephen. I really appreciate them. As I always say to my husband, So, I won't go through all 6. Stephen, I did work with Terry Byrne at Wesfarmers Right. You're sorry, Terry Bowen for 8 years at Wesfarmers, but other than that, no previous Director connections. Thanks, Tricia. Thank you, Chairman. We have no further questions on this item. Thanks, Fiona. As there are no further questions, we now share the proxies received in respect to this resolution on the screen. And I now move that Patricia Cross be elected as a Director. Please submit your vote by selecting one of the options available if you've not already done so. We now move to item 2B, the election of Craig Drummond. Craig Drummond was appointed as an independent Non Executive Director also in July of this year. Craig is currently a member of the Audit and Risk Committee and the Nomination Committee. Craig has over 30 years' experience in financial and regulated service industries. He's currently a Non Executive Director of Australian Foundation Investment Company Limited. He's the President of the Jong Football Club and a Director on the Board of the Governors the Ian Potter Foundation. And he was recently appointed as an inaugural member of the Financial Regulator Assessment Authority. A copy of Craig's bio is set out in the notice of meetings. In accordance with the constitutions of Transurban Holdings Limited and Transurban International Limited, Craig Drummond offers himself for election. I reconfirm the Board's view that Mr. Drummond brings significant financial, strategic and operational expertise to the Board, together with insights and experience across various sectors. In recommending his election, the Board notes that Mr. Drummond has confirmed that he will continue to have sufficient capacity to fulfill his duties as a Director of Transurban Group and recognizes his contributions as an experienced, Diligent and Committed Director. The directors, in the absence of Craig, unanimously recommend his election. And we shall now play a message to security holders from Craig. Thank you, Mr. Chairman. Good morning, ladies and gentlemen. I was fortunate to have been appointed to the Board of Transurban On July 5, 2021. This followed my recent retirement as Chief Executive Officer of Medibank Private. Today, I offer myself for election to the Board of Transurban. I do so on the basis that I have the time available to work diligently for shareholders in a thoughtful and collaborative way. Furthermore, I believe that my experience and skill set will be highly relevant to Transurban. Specifically, this includes 30 years of working in financial markets and then 8 years as a public company executive across 2 large Listed Organizations. This career path culminated in becoming Chief Executive of the Australian operations of 2 large global investment banks, the Chief Financial Officer of National Australia Bank and finally, the Chief Executive Officer of Medibank Private. The latter two roles gave me considerable insight into large public company management and governance. Should I be fortunate to be elected today to the Board of Transurban, the specific areas of expertise that I will bring to the company Will include financial, customer and risk management insight, along with extensive regulatory and capital markets knowledge and connectivity. Thank you for considering my appointment to the Transurban Board, and I look forward to your support. Thank you, Craig. Are there any questions on this item? Thank you, Chairman. We have a question from Mr. Stephen Main. Craig Drummond was the first person I ever took out to lunch as a 20 year old Cub Finance reporter on The Sun News pictorial Way back in 1989, Rupert Murdoch paid and does Craig remember that meal at the Lonsdale Street Bar and Grill? Did the then J. B. Weir Banking Analyst ever envisage that 32 years later, he would be a Director of a Melbourne based toll road giant With market capitalization of $42,400,000,000 that didn't even exist at that time. As an old banker, is Craig at all worried That Transurban has the biggest debt of any ASX listed company. And can he please explain his experience of the Transurban Board's recruitment process And which directors he knew before joining the Board? So I'll just turn to Craig in a minute. But the only observation I'll make, Stephen, on that question is the level of debt within Transurban. Obviously, that's the management of the balance sheet It's a very, very important aspect of what the executive group and the Board does at Transurban. We have a stated I am, as you and others on the listening to the AGM call know of a credit rating of BBB plus for Sandd and Poor's. We've had that for a long, long time. All through the pandemic, then we maintained our ratings with all 3 credit agencies. We reinforced our balance sheet through that time in terms of the amount of debt and liquidity that We had, but we and our gearing ratio hasn't really moved from our target of between 30% and 40 Debt to enterprise value hasn't really moved over the last 5 or 6 years. So we're really well placed. We have Massive number of sources of debt. We've got no concentration risk there in terms of where the debt comes from. So We're in capital markets in Australia, Europe and in the Americas. The term of the debt It's well set out over many, many years. And of course, we hedge in relation to both interest and currency. So The debt we think we've got right in terms of having the amount of debt we need to maximize return for shareholders without in any way putting those shareholders at risk. But Craig, if you're there, please, if you could just deal with a couple of the more personal observations that Mr. Main has made. Thanks, Chair. And Stephen, thank you for your question. I don't remember in 1989 the specific Lunch that you referred to, but I do remember our early interactions, which I enjoyed very much. If I can support The Chairman's comments in looking at Transurban, I was certainly taken by the quality of the assets, the quality of the cash flows, which I think support I more than support the financial leverage that's on the balance sheet. In terms of your questions of who I knew as a director or which director I knew private joining Transurban. Given my previous work experience with 2 investment banks, In fact, I knew the majority of the Board as I in fact, I know many directors, not just in Transurban, around the country. So But I had not worked with specifically with any of the directors prior to coming to Transurban. And just again to highlight the Chair's Comments on the recruitment process, it was a very thorough from my perspective, a very thorough process that was done independently by external consultants for the on behalf of the Transurban Board, and I thought it was a very professional process. Thanks, Chair. Thank you, Craig. Chairman, we have a further question from Mr. Stephen Main, who asks, in the interest of full transparency, Will Craig support the idea of Transurban publishing a full transcript of today's AGM proceedings on its website, along with a copy of the webcast? You only started publishing full webcasts last year, so can you also please fill out the back catalog. Transurban were the first to disclose exact retail participation rates in a capital raising back in 2018. So why not join the likes of ASX, Woolworths, AGL, Brambles and Crown Resorts by publishing a full AGN transcript in 2021. All right. Well, Steven, I'll deal with that question. We don't need to go to Craig. We can talk about that. We have a Board meeting later today. We'll take that on notice, We think we've got pretty good transparency in the speech, the addresses of the Chairman and CEO, as you know, are up on the been lodged and up on ASX already and on our website. And as you say, the webcast of today's events will be there. So there's Absolute transparency, but we'll look to see whether we need to take that any further. We'd like to take that any further, and we'll take that on notice. Chairman, we have a further question from Stephen Main. Congratulations for once again choosing to raise capital by way of the Patrion method to fund your This is the fairest way to raise equity, and you've now done 4 of the 38 Patrios over the past decade, Raising a total of $11,000,000,000 And many thanks also for maintaining best practice disclosure in terms of the VWAP trading of the rights, Plus the retail participation rates. Lindsay, before you retire, will you promise to educate all those new Transurban directors about the benefits of Patreos And extract commitments from them that they will continue the excellent record established by you and Scott since 2015 If Transurban chooses to raise further equity down the road, are Craig and Patricia fans of the Patreos? Stephen, thanks for those comments. The I can say to you that going with the Patria was unanimous both in terms of recommendations from management, and that's not just the CEO, that's CFO, Deputy CFO, Treasurer. So it's ingrained in the organization at management level and at Board. And so the final decision on a PATRIO was taken since 1 July, so since Patricia and Craig were on the Board, and they're very supportive just as much as any other director around the table. Chairman, we have received no further questions on this item. Thanks, Fiona. As there are no more questions, we now show the And I'll now move that Craig Drummond be elected as a Director. Please submit your vote by selecting one of the options available if you've not already done so. We now move to Item 2C, which is the election of Tim Reed. Tim Reid was appointed as an independent Non Executive Director in November last year. Tim is currently a member of the Nomination Committee and the Remuneration People and Culture Committee. Tim has over 30 years' experience in technology, marketing, strategy and business development gained from various roles held in Asia, Europe, the U. S. And in Australia. He is currently the President of the Business Council of Australia, And he's the Co Managing Director of Potentia, a private equity firm focused on technology businesses. A copy of Tim's bio is set out in the notice of meetings. In accordance with the constitutions of Transurban Holdings Limited and Transurban International Limited, Tim Reed offers himself for election. I reconfirm the Board's view that Mr. Reid brings valuable insights and expertise in technology and digital innovation to the Board as well as deep marketing, strategy and business development experience. In recommending his election, the Board notes that Mr. Reid has confirmed that he will We continue to have sufficient capacity to fulfill his duties as a Director of Transurban Group and recognizes his contributions as an experienced, Diligent and Committed Director. The directors, in the absence of Tim, unanimously recommend his election. And we shall now play a message to security holders from Tim. Well, thank you. And let me say what a privilege it is to be joining you all here today. I've had the absolute pleasure of being a part of the Transurban Board for the last 11 months. And I must say, during that time, I've been extremely impressed by the professionalism, the passion and the energy that the Board and the executive team bring to leading this great business. And during that time, my belief in the future of Transurban And the excitement that I have to be a part of the journey going forward has only grown. Transurban plays a critical role in our communities. We link communities. We allow people to travel about faster, more safely, with less environmental impact Than they otherwise might be able to do. We also free up critical government funds such that they can be invested in other parts of our community. It is my hope that as a Director, I'll be able to bring some unique experiences to the views and perspectives at Transurban. I do have the experience of being an ASX 100 CEO from the time that I led MYOB. I'm also currently the President of the Business Council of Australia, an organization that is deeply involved in public policy, seeking great outcomes for all Australians. That regularly brings me into contact with some of the same groups that Transurban works with to win and earn and maintain our concession agreements. Most of my career, however, Has been leading software businesses. I'm experienced executive in terms of digital strategies, in terms of technology strategies in general, Whether it be about building great tech teams, whether it be about data privacy, whether it be cybersecurity, whether it be about user experience, I think increasingly, most businesses are becoming at least partially digital businesses. And it's my hope The decades that I have spent leading businesses in this area give me experience that will be relevant to Transurban. So in closing, I'm excited to be here today. I look forward if I'm given the opportunity to serving Transurban with pride in the years ahead. Thank you. Yes. And thank you, Tim. So there are any questions on this item? Thank you, Chairman. We have received a question from Mr. Stephen Main, who asks, as President of the BCA, does Tim really believe that Proxy advisers should give companies a copy of their draft report 5 days before sending it to clients. Would he like me to do the same with AGM questions? Surely, he now recognizes such regulation would be an appalling government overreach in the contractual arrangements between proxy So perhaps if I could thank you, Stephen. So if I could Perhaps answer that and maybe then turn to Tim for a personal comment as well. But yes, my view And this is not a Board Transurban view because we've not discussed it as a Board, Stephen, but is there is definitely merit in the proxy advisers sharing their draft report with companies before they are issued because From time to time, those reports have errors. No criticism of the proxy advisory firm. They got a lot to do and a lot to get out, particularly in peak seasons around 3rd June balances, but they contain errors, and that's unhelpful for everyone, including the proxy adviser house. So I'm not sure about the 5 day piece. And I personally don't think we need 5 days because We can spot the error pretty quickly and convey that back to the proxy adviser house. But it's the same for any report which is being written and to check the Factual accuracy and to check with the people who know the factual accuracy, I. E, the company being commented upon, seemed a pretty sensible thing to do. So Tim, I don't know if you want to add to that. Absolutely. Thanks, Lindsay. And let me just start by saying How delighted I am to be here today. Stephen, thank you for the question. The BCA obviously is a member led organization and Seats the input and views of all members before taking a perspective on issues like this. Lindsay directly Referred to and referenced the main driver behind our position on this, which is to recognize the very important role that proxy advisors Perspective on this is that everyone is better served if those areas are caught before reports are published rather than afterwards. And our feedback on the Treasurer's proposed reforms in this area were very much Directed at that objective of trying to make sure that the systems which, by and large work well today, and serve Shareholders and serve the markets well are improved so that they can do even better job going forward. So the specifics of 5 days is something that is consistent with other jurisdictions. That's probably to us not the important part. It is simply the process of being able to fact check and error check. Thanks, Lindsay. Yes. Thanks very much, Tim. Chairman, I can confirm there are no further questions on this item. Thank you. As there are no more questions, let's now show the proxies received in respect to this resolution on the screen. And I now move that Tim Reed be elected as our Director. Please submit your vote by selecting one of the options available if you've not already done so. Now we move to item 2 d, which is the election of Rob Whitfield. Rob Whitfield was appointed as an Independent Non Executive Director in November of 2020. Rob is currently a member of the Audit Committee, the Nomination Committee and the Remuneration and People and Culture Committee. And as previously announced, Rob will chair the remuneration of People and Culture Committee following the retirement of Samantha Mostyn, should he be elected today. Rob has extensive financial risk and capital markets experience in senior management roles across the public and private sectors. He is currently a Non Executive Director of the Commonwealth Bank of Australia and GPT Group. A copy of Rob's bio is set out in the notice of meetings. In accordance with the constitutions of Transurban Holdings Limited and Transurban International Limited, Rob Whitfield offers himself for election. I reconfirm the Board's view that Mr. Whitfield brings deep experience in the finance and government sectors to the Board, together with extensive risk and capital markets experience across the private and public sectors. In recommending his election, the Board notes that Mr. Whitfield has confirmed that he will continue to have sufficient capacity to fulfill his duties as a Director of Transurban Group and recognizes his contributions as an experienced, diligent and Committed Director. The directors, in the absence of Rob, unanimously recommend his election. And we'll now play a message to security holders from Rob. Thank you. Chairman, ladies and gentlemen, my name is Rob Whitfield. My appointment As Non Executive Director to the Transurban Board was announced on the 1st November 2020. It is an honor to now seek election from security holders on my candidacy. I currently serve as the Non Executive Director of the Commonwealth Bank since 2017 And Chair of the Risk and Compliance Committee. I'm also a Non Executive Director of GPT Group since 2020 and similarly Chair of the Sustainability and Risk Committee. I bring over 30 years of banking and finance skills and experience From senior executive roles across both the private and public sectors, particularly in risk management, treasury activities and stakeholder engagement. Infrastructure plays an indispensable role in all our lives. My last executive role Was as the Secretary of the Treasury for the New South Wales Government. In that role, I had the opportunity to support record spending on infrastructure And see the positive economic and social impacts well planned infrastructure can contribute to communities. This is where my passion The Transurban's purpose that is to strengthen communities through transport originates. My career Has demonstrated proven skills in leadership, strategy development, including mergers and acquisitions, global portfolio management, innovation and customer service. Importantly, the Transurban values resonate deeply with me, particularly integrity, accountability and respect. As an experienced non executive director, I look forward with your support to continue to diligently apply my capabilities and contribute to the collective skills of the Board. I have the capacity and the commitment to help govern Transurban as we navigate the challenges and opportunities in fulfilling our purpose. Thank you. Thank you very much, Rob. Are there any questions on this item? Thank you. We have a question from Mr. Stephen Main. Lindsay, I'm disappointed in your comments. Did you ever Send draft copies of your liquidator reports to the directors of collapsed companies for fact checking. Do you want us journalists To do the same, draft sharing may be a good practice, but surely, it should not be legislated by some big brother regulator. What is wrong with companies simply having the right of reply if errors are published, similar to what journalists do? So this is a question, nothing to do with this election of Mr. Whitfield, but back to where we were with the commentary on proxy advisers. Look, I think Stephen and Tim said it well that this year is just efficiency, that once the reports go out, You and I and everyone listening to this or attending this meeting know that that's it's very hard then to get The other message back across, a lot of the recipients of proxy advisers reports are offshore, a lot of them are passive investors. And the one document they look at is the advice from the proxy advisor. So yes, and I don't think it's I just don't think it's an onerous thing. And I just think, as I said earlier, I think it's in the interest of all of the parties, in the interest of the investor, Absolutely, that they're acting on factual advice. Clearly, in terms of the reputation of the proxy adviser, that They're not presenting reports with errors in them and clearly helpful to the company being commented upon that they don't have to go scurrying around to trying to make some sort of recovery action because of the error in the report. So let's agree to disagree. We have a further question from Mr. Stephen Main. Please ask Rob Whitfield if he supports the proposed mandated draft Sharing of reports by proxy advisers. All right. Perhaps this is the only other director I'll do this with because it's We've probably had enough conversation on this. But Rob, I'm sure you'll have a view, if you'd like to comment on that question from Steven, please. Thank you, Lindsay, and thanks, Mr. Main, for your question. But my personal perspective is very similar To Tim's and Lindsay's, which is if there's an opportunity for a fact check to be done, I think it's in most stakeholders' interests and non supportive. Thank you, Rob. Thanks, Lindsay. That's good. Thank you. Any other questions, Fiona? Yes. We have a further question from Mr. Stephen Main. How much has the Commonwealth Bank lent Transurban? Is it more than $1,000,000,000 Is CVA in the top 3 lenders to Transurban? And how is The conflict managed where big 4 directors sit on the Board of a client, which represents one of the biggest the bank's biggest exposures. Yes. Thank you, Stephen, for that question. So I'd like to answer that. So Commonwealth Bank is A major lender to Transurban would be in the top 3 domestic bank lenders to us. Whether it's $1,000,000,000 or just less or just more, I'm not sure, but it would be numbers and maybe Scott in a second I might turn to you might know roughly what that number is. But for the purposes of for Rob being a director, then that's Obviously, declared, as declared and declared before Rob joined the Board, we don't think there's a conflict of interest There, Rob's clearly not involved in any decisions involving whether Commod Bank is selected to participate in Any form of lending to us, and if there was any matter brought to the Board, which would be very rarely in terms of the relationship between Transurban and Commonwealth Bank. And as you'd expect, normal protocols would apply, And Rob would excuse himself from that discussion, and if needed, excuse himself from the meeting for that discussion. So look, I think that's we've been through this you and I have seen been through this discussion before. And for others Attending today's AGM, it's not surprising that highly respected directors may be on More than one Board where there is interaction between their companies between the 2 as I say, interaction between the 2 companies, but good Boards like And good directors sort that out very easily. Scott, am I right to say this? Yes. Yes. Yes. I'll make a comment. Yes, Lindsay, they're in the top five. It is under $1,000,000,000 at the current point in time. We have over 25 different banking relationships right across both Australia and the globe. And you'll see the biggest part of our funding now comes from the capital markets. But everything we do in the treasury or banking or finance is tendered out To the market, so they compete in Tinder. They have been a great partner of ours as the other 3 domestic banks and the rest of our 25 Relationships right across the group, but everything's run-in a tender process for our different banking products. Yes. Thank you, Scott. Chairman, we have received a question from Bon Air Securities Proprietary Limited, who asks, The non executive directors elected today seem to bring an overweight in financial and risk management skill to the Board. Why are we not recruiting nonexecutive directors with science, engineering and project management as core strengths and expertise? Yes. No, thank you. That's a good question. I think for that, you've got to look at the Total Board and not just the 4 directors today. Having said that, if you look at Tim Reed's background in particular, then obviously a very successful businessman in terms of what Tim has done through his career. But As Tim highlighted in his address to us and I did briefly an introduction, Tim is deep into technology, deep into digital, which is quite a different background to the other candidates you're looking for today. The business backgrounds of the others do there is a commonality here in terms of finance. There is a commonality here in terms of Finance, but we deem that to be fundamentally important to the success of Transurban. The really big decisions around the Transurban Board I go to the heart of capital allocation, so it's important that we have several people that background. And part of why it's A bit condensed in terms of this group is that the directors who are retiring in terms of Bob Edgar a couple of years ago now, Neil Chatfield today And my likely retirement next year, then that there's skills which are leaving the boardroom table, so we're trying to replenish that. So I think if you look at The total Board on engineering, if you look at Peter Scott's background, of course, so we think we've got deep knowledge in that sector through Peter. In terms of customer community focus, and that's been Sam Mostyn's specialization, the Director who will join us on 1st December, Marina Go, much broader than that, but also that's a deep knowledge that she brings. So I think when you look at the Board as a whole, then you'll find that the skills mix is what you would want it to be in terms of coverage of the areas that you just asked about. Chairman, I can confirm we have received no further questions on this item. Thank you. As there are no more questions, we now show the proxies received in respect of this resolution on the screen. And I now move that Rob Whitfield be elected as a Director. Please submit your vote by selecting one of the options available if you've not already done so. Item 2E is the reelection of Mark Burrell. I now move to the proposed reelection of Mark Burrell as a Non Executive Director. Mark was appointed as an independent Non Executive Director in May of 2018. He's a member of the Audit and Risk Committee and the Nomination Committee. Mark is an experienced director with credentials spanning the private and public sectors. He has deep industry knowledge in the fields of transport, infrastructure and logistics. And in terms of the question just asked, the last question just asked, this is another area which I could and should have perhaps mentioned in answering And if you think about Mark Birrell's background, which I'm going through now and Mark will speak in a minute, then that also is another area in terms of government and infrastructure and logistics that we have covered specifically through Mark, but with others as well. Mark is currently the Chair of Post Super Proprietary Limited, And a copy of Mark's bio is set out in the notice of meetings. In accordance with the constitutions of Transurban Holdings Limited and Transurban International Limited, Mark offers himself for reelection. Before I play a short message for Mark to security holders, I reconfirm the Board's view that Mark's Extensive infrastructure industry knowledge, together with his valuable contributions as a member of the Audit Risk Committee and the Nomination Committee, highly regarded by the Board. Mark has an established track record as a completely engaged and fully prepared Director, and his workload has remained consistent during his time on the board. In recommending his election, the board notes that Mr. Birrell has Firm that he will continue to have sufficient capacity to fulfill his duties as a Director of Transurban Group and recognizes his contributions as an experienced, diligent and committed Director. The directors, in the absence of Mark, unanimously recommend his reelection and will now play a message to security holders from Mark. Thanks, Lindsay. Good morning, everyone. I'm pleased to offer myself a reelection today. Transurban is globally respected as a quality owner and operator of transport infrastructure. The company is distinguished by its long term outlook and commitment to sustainable management. So it has been a privilege to serve as a non executive director over the last 3 years and contribute to a company that has an outstanding Board and leadership team. By way of personal background, I've had a lifelong interest in infrastructure and urban development with deep involvement in the fields of Construction, transport and the law. I've experienced the operational challenges of infrastructure businesses Through my earlier roles as Chairman of the Port of Melbourne and as Deputy Chairman of Australia Post, and I've helped lead public policy debate on Improving cities and assisting urban communities by serving as Chair of peak bodies like the Peak Infrastructure Organization, Infrastructure Partnerships Australia. I see Transurban as a strong and sophisticated business, operating every day to provide safe and swift transport solutions for commuters and for freight. Without question, the company has a clear vision for growth, most recently evidenced in Australia with our successful WestConnex acquisition. This is the country's largest single road project And it's already easing congestion around Sydney and providing better outcomes for its many users. Equally importantly, Transurban also has a clear vision for growth in the U. S. A, which over the last year saw the company start new projects and partnerships in Maryland and Virginia. I continue to be excited by the challenges and opportunities that this growth will bring. The last year will, of course, be remembered for the impacts of COVID-nineteen. Transurban handled The 10th of our Board meetings increased as the company reached to affected citizens and businesses across Melbourne, Sydney and Brisbane as well as in North America. Transurban's senior management and staff deserve commendation for the professional and caring way That they responded to COVID's many effects. For the future, Transurban is sustainably positioned As a leading global infrastructure corporation focused on benefiting the customers and community it serves, It is my wish to keep contributing to the strategic outlook and positive governance of this company. So it would be an honor to continue to represent you as a Board member. Thank you very much, Mark. Are there any questions on this item? Yes, Chairman. We have a question from Mr. Stephen Main. Does Mark agree that as one of the Kennett Government Cabinet Ministers who voted toward Transurban the contract in 1996, Motorists would be much better off today if the state had directly contracted with Transfield and Balderstone Horny Brook On what was a $1,100,000,000 construction job to build CityLink, does he regret helping create this toll road giant, Which dominates Melbourne, Sydney and Brisbane toll roads. I'll turn to Mark in a minute. I'm sure I have a view on that. I'm not sure What's the basis of that or the purpose of the question, Stephen? So we've created an unbelievably successful Australian company, recognized around the world as one of the leading toll road companies for 1 of the leading infrastructure Companies around the world. And the fact is, yes, absolutely. It was built on the back of the CityLink project, and we're really, really proud of that. And CityLink, to this very day, is still the crown jewel of Transurban. It's wonderful, wonderful piece of infrastructure. But that transaction happened at a time when Many, many parties, not just the current then the current Victorian state government felt that the road needed to be built and it needed to be built and needed the support of the private sector to build it. And so as a Transurban shareholder, which I am, of course, And as a Transurban Chairman, it's just it's a feeling is a wonderful thing for Transurban, but it's equally been a wonderful thing for the citizens of Melbourne, the citizens of Victoria and the Victorian government, whichever government it is, the one at the time or subsequently. But Mark, do you would you like to have a view on the question? Thank you, Lindsay. Good afternoon, Stephen. Yes, I'm proud of the CityLink project from its earliest days when it was being called for Across all political lines in the late 1980s, and it was well delivered in the 1990s, The Kenneth government strongly backed it, but also importantly, it's been strongly backed by the Prax government, The Pramby government, the Bayou government and now the Andrews government. And it's an example of Putting private money into public infrastructure and therefore freeing up public funds for other uses. And the reality today is there's a lot of demands on the public purse, and we want to ensure if we can, we can get money into the health system in particular Order into broader community welfare systems which need funding, and therefore, you free up public funds from areas Where private money can be put in, and that's what infrastructure is, it's been a success, and that's why the Australian model Of privately funded infrastructure in a regulated market is so respected. Yes. Thanks very much, Mark. Chairman, we have no further questions on this item. As As there are no more questions, we'll now show the proxies received in respect to this resolution on the screen. And I now move that Mark Beryl be reelected as a Director. Please submit your vote by selecting one of the options available if you've not already done so. Item 3 of business on the agenda is The adoption of the remuneration report of Transurban Holdings Limited and Transurban International Limited for the financial year ended 30th June 2021. Transurban's remuneration strategy is designed to support and reinforce our business strategy, including the creation of sustainable long term growth. The report aims to provide you with an understanding of the links between Transurban's strategy, its performance and executive remuneration as well as framework we have in place to ensure effective governance of remuneration matters. The report also details the FY '21 remuneration arrangements and outcomes for our directors and our senior executives. During FY 'twenty one, a detailed review of Transurban's Remuneration Framework with reference to independent advice and data was undertaken to ensure the remuneration framework continues to support The delivery of the business strategy and to strengthen the alignment of short term results and long term value creation with reward outcomes for our senior executives. Transurban has also conducted significant engagement with security holders and proxy advisory firms on these matters. In determining the remuneration outcomes for FY 'twenty one, the Board took into consideration business progress and achievements against FY 21 strategic priorities, performance of management as well as market conditions. Recognizing the challenges in setting For financial year 'twenty one budgets and performance targets during the pandemic, the board scrutinized the drivers and the quality of the results. And whilst there were pandemic related revenue and cost impacts to Transurban's performance during the year, disciplined investment And scrutiny on cost management contributed to a strong balance sheet and distributions continued to be paid to security holders. Furthermore, the business achieved as we've been commenting upon all through this AGM a number of significant milestones in FY 'twenty one, including the addition of 3 assets the portfolio, the sale of 50% of the North American business as well as being selected as preferred developer for the Maryland Express Lanes project, all of which will create substantial long term value for security holders. Given these results, The Board determined the short term incentive outcome for executives should be on or around target, with a final range of outcomes between 93% and 117 percent of Target. Since determining the remuneration outcomes, I've appreciated meeting with many of the company's largest investors, with a number of proxy advisers and with the Australian Shareholders Association. The vast majority of investors with whom I have met have been supportive of the 2021 remuneration outcomes and have indicated their intention to vote in favor of the remuneration report. However, some of the proxy advisers, while supportive of many aspects of the company's remuneration approach and outcomes, have recommended a vote against TCL's remuneration report. The reasons for these recommendations vary slightly, but essentially, They have deemed the STI outcomes for the year to be too high. These reports have provided a backdrop We're a minority, but a significant number of investors, particularly but not exclusively, those who place reliance on the proxy advisers' recommendations, have indicated an intention to vote against the remuneration report. As always, but particularly in the context of the extent of the negative vote on this year's report, We will continue to engage with relevant stakeholders on all aspects of remuneration during FY 'twenty two. Are there any questions on this item? Thank you, Chairman. Yes, we've received the following comments from the Australian Shareholders Association in advance of the meeting. The Australian Shareholders Association supports the change in the long term incentive plan performance period from 3 years to 4 years, Which we consider to be an appropriate time for a company like Transurban. Again, thank you, the ASA, for that observation. Chairman, we have received the following question from Mr. Stephen Main. Is the Chair aware whether any of the 5 proxy advisers in the Australian market, Including ASA and Axi have recommended against the remuneration report or the LTI grant. If so, what concerns did they raise? And were these concerns shared by any of our major shareholders in the form of a material protest vote? So thank you. So the question is in relation to the next agenda item, the recommendation in relation to LTI grants. And the answer is, if that is the question, if I'm understanding the question properly, there's been no recommendations against Item 4 in terms of the LTI grants. As I just said, for clarity, in case that isn't the question, then a number several of the Proxy advisory firms have recommended against this agenda item, I. E, the adoption of the remuneration report. Thank you, Chairman. I've received a further question from Mr. Stephen Main. This is for the proxies to be disclosed before the debate on an item. Even the governance challenged Crown Resorts disclosed all remuneration proxy votes at this meeting this morning's AGM before calling for questions, and they copped a second strike, So had an incentive to hide the bad news. Please reveal the remuneration policy proxy votes Now so that we are not debating in the dark. Thank you, Stephen. We've had this discussion before, but the Transurban's Board view, my view and the Transurban's Board view is that the right time to show proxies It's after the send of the questions, so that the discussion can be based on The matter as opposed to what the proxies might be at any point in time. So that's our policy. I'm happy to revisit that with the Board again, That's our policies, but there are no secrets, as I've alluded to in my introduction to this matter, and there's a strong vote against The remuneration report, when you see the proxies, then you'll see that it's slightly above 25% voting against. Chairman, we've received this further question from Mr. Stephen Main. Was it appropriate that executives received 93% to 117% of target bonuses, including the CEO being awarded an annual incentive of 2 $2,700,000 When there has been a $3,300,000,000 construction blowout on the Westgate Tunnel project, and it's not yet clear who will bear this cost, The state Transurban or the building contractors, John Holland and CPB. Will STI payments be cut next year, reflecting the seriousness of today's Protest float. Where does this protest rank when compared with other Transurban remuneration protest floats over the years? So Stephen, there's a few questions in there. So in the context of the range of 93% to 117%, then The Board felt for all the reasons we've discussed during the course of this meeting that this was a really strong year for Transurban. There's a number of major achievements during the year, including well, I won't go over all of them again, but in terms of the management of the balance sheet in the COVID environment, The ongoing payment at a reduced level of distributions, the transaction in the U. S, which was quite a stunning transaction in terms of the amount of cash that realized And the profit uplift for Transurban as a result of the Chesapeake transaction, the move into Maryland, all of those things we've talked about, We felt in the end 93% to 117% was the right range for the executives, obviously, that's why we recommend it to security holders. The West Gate Tunnel project was taken into account. The West Gate Tunnel project is ongoing. So and you sort of half answered that question yourself in terms of If there is a negative result out of the West Gate Tunnel project for Transurban, then obviously, that will be a consideration for the Board at that relevant time. There's another aspect of the question, Fiona? I think that's it. Thank you. Oh, and so there was one other aspect you asked, Stephen, that is Negative votes against the remuneration report. Then this then we've this is by far the most negative vote on relation to any resolution since I've been Chairman, which is this is my 12th AGM. So that's By way of comparison was your question with previous votes. Chairman, I can confirm we've received no further questions on this item. Good. So thank you. As there are no more questions, we'll now show the proxies on this resolution on the screen. And I now move that security holders adopt the remuneration report for the financial year ended 30th June 2021. As set out in the notice of meeting, a voting exclusion applies to this of the business. For those eligible to vote, please submit your vote by selecting one of the options available if you've not already done so. Item 4 on the agenda is the approval of the grant to the CEO, Scott Charlton, of performance awards under group's long term incentive plan. The terms of the proposed grant to the CEO are set out in the explanatory notes in the notice of meetings. If security holder approval is obtained, performance awards be granted to the CEO as part of his FY 'twenty two remuneration package. Each performance award entitles the CEO to 1 fully paid ordinary Transurban Stable Security, subject, of course, to satisfaction of the specified performance measure. The LTI performance period will extend from 3 to 4 years, with the FY 2022 LGI grant being a transitional award comprised of 2 equal tranches. As detailed in the notice of meetings, the performance awards be granted as CEO for this year, continue to be subject to the single performance measure of total of relative total shareholder return, TSR. The Board considered the reintroduction of a free cash flow performance measure into the FY 'twenty two plan. However, given ongoing economic uncertainty relating the COVID-nineteen pandemic, it was decided to continue to assess performance related to TSR hurdles only. The reintroduction of the free cash flow This measure will be revisited for the FY 'twenty three LTI plan. Approval is being sought to grant a total number of performance awards to the CEO not exceeding 257,671. Are there any questions on this item? Thank you, Chairman. We've received a question from Mr. Stephen Main. A first strike is a big thing, particularly when the Chair and CEO have both been in place for many years. Could this protest vote have implications for the timing of Chair and CEO succession? Or is it locked in that the Chair will retire before the CEO And the next Chair will handle Scott's succession. Thanks for clarifying this is your biggest protest in 12 years at Transurban. What about So first of all, we don't have a final position on the voting. So all the votes that are taking place through this AGM. We'll obviously be taking into account, and we'll need then to see what the final result is. In terms of the vote against, let me say a couple of things. One is, if so facto, nearly 75% Our shareholders have supported the vote if it finishes in line with the proxies we put on the screen just before. So just under 3 quarters of our investors are happy with the remuneration report and are happy with the remuneration outcomes. I can also say that, as I said in my introduction to that agenda item, that the investors, The large investors with whom I've had contact are overwhelmingly supportive of the result. The issue we have here is that 2 or 3, including Axi, of the proxy advisers have recommended against. Therefore, For many, many passive shareholders who rely on the proxy advisors' advice, they have deemed to vote in accordance with that advice effectively. So of course, we will look into why the The negative vote, but we understand why it is because it's directly related to the advice of the proxy holders, and that's Essentially, because of the amounts paid under STI, to this very day, we think, as we explained during the course of the meeting, that The amount of the SCI was the right amount to be fair to executives and if so, facto, therefore, to be fair and to be beneficial to investors. And as I say, nearly 75% of investors have agreed with us. Thank you, Chairman. We have no further questions on this item. However, we've received 2 further general questions. 1 from Shareholder, Mortis Super Proprietary Limited read the recent share offer. The prospectus was mailed on 29 September and closed on 13 October. I received my mail offer late on 13th, I. E, only 10 working days after it was posted. Will the Board consider taking snail mail into consideration for any future mailings, particularly for computer illiterate seniors? Thank you. And that's unfortunate, obviously, if you would like to have participated, which seems you would have. So It is unfortunate we actually did extend the retail offer by 2 days because of concerns about pandemic and mail. And we felt that, that was we can't extend it indefinitely, obviously, in terms of that time frame to get the total closure on the equity raising. So we did think through that, put an extra 2 days in, but so that's unfortunate for you, and I suspect you're probably not the only person, but we do try our utmost best, as being commented upon by a couple of the questions before, to make sure that We're very fair to security holders, and everyone gets their opportunity. And the second general question that's come through late is from Mr. Stephen Main As a follow-up discussion question on Item 2e recitilink. Lindsay, I'm thinking of the long suffering customers and motorists who pay the tolls. It's not all about shareholders. The shares floated at $1 and the stock is now at $14 So we can see from that who has won that negotiation. If the state had built conventionally, it would be toll free today. Do Mark and Lindsay agree that private toll roads can distort Public Road Investment Decisions. Well, thank you, Steven. I understand that's your viewpoint. But As Mark said and I said, then there's a clear role for private sector in this space. And as Mark Emphasize that frees up government monies for other purposes, other really essential purposes. And in terms of The operation of the road is then hypothetical in terms of how it's going to perform in hands other than Transurban. I'm not saying It's a great asset because of just because of Transurban, it's a great asset because of the City of Melbourne and many, many other factors, but I know your observation. Sorry, Lindsay, I might just jump in. I think we have to remind Stephen, thanks for your questions. I think we have to remind everyone, we've spent 1,000,000,000 of dollars additional upgrade Since the original SeaLink project was done to enhance the asset technology operation maintenance, but we've spent 1,000,000,000 of dollars to widen Different sections of the project, and obviously, the share price not only reflects CityLink, which is now less than roughly a third of our revenue, but the majority of our revenue Yes. Thank you, Scott. Good observations. Thank you, Chairman. We've received no further questions on this item. Thank you. So as there are no more questions, we now share the proxies And I now move that the security holders approve the grant to the CEO, Scott Charlton, of up to 257,671 performance awards under the group's long term incentive plan on the terms summarized in the explanatory notes. As set out in the notice of meetings, a voting Ladies and gentlemen, that concludes the business of the meetings, and all that remains now is to complete the poll by completing your online vote. The poll will close shortly, and the voting system will be closed. If you have not already done so, please complete your voting now. Please ensure that you have cast your vote on all resolutions. And I'll now pause for about a minute just to allow you time to finalize these votes. Thank you, everyone, for your patience there. So the poll is now closed. The results of each poll will be announced to the ASX and published on Transurban's website once the votes have been counted and checked. Ladies and gentlemen, that concludes the formal items on the agenda, and I thank you for your attendance and participation at our virtual meetings today. And I declare the annual general meetings of Transurban Holdings Limited and Transurban International Limited and the meeting of Transurban Holding Trust closed.

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