Technology One Limited (ASX:TNE)
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AGM 2025

Feb 19, 2025

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

All right, good morning, everybody, and welcome to the TechnologyOne Limited's Annual General Meeting for the Year end 30th September 2024. My name is Pat O'Sullivan, and I'm the Chair of TechnologyOne. I would like to begin by paying our respects to the Meanjin peoples of the Turrbal and Yuggera Indigenous groups who originally inhabited the land we are upon today. Today's meeting will be run as a hybrid meeting with shareholders attending face-to-face and via the online platform provided by our share registry, MUFG Corporate Markets. This enables shareholders to participate in the meeting irrespective of where they are in the world, and I warmly welcome those of you participating online. Before we start, I'd like to play a short video about your company.

From information provided to me by the company secretary, I advise that a quorum is present, and I declare the meeting officially open for business. I would now like to introduce my fellow directors. From my right, Mr. Ed Chung, our CEO and Managing Director, Mr. Peter Ball, the Chair of the Audit and Risk Committee, Mr. Cliff Rosenberg, the Chair of the Nominations and Governance Committee, and Ms. Sharon Doyle, and to my left, Dr. Jane Andrews, the Chair of our remuneration Committee, Mr. Rick Anstey, and Mr. Paul Robson, and let me also introduce Mr. Cale Bennett, our CFO, who's sitting over there, Mr. Stuart McDonald, our Chief Operating Officer, who's sitting over there, and Mr. Stephen Kennedy, our Company Secretary, who's also sitting over there. There have been no apologies tabled for today's meeting.

Also, I note our company's auditors, Ernst & Young, are represented here today by Mr. John Robinson and Ms. Sally-Anne Jamieson, and they're sitting over here to my right. We have a number of TechnologyOne staff here today in their TechnologyOne shirts, and I would like to also thank them for helping us today. I would like to recognize Rick Anstey, who will retire as a Director of TechnologyOne at the conclusion of today's meeting. Rick has been a Director of TechnologyOne since December 2005. Over those 19 years on the board, Rick has played a valuable role and actively provided insight with TechnologyOne's expansion, particularly into the UK. He has overseen the incredible growth of TechnologyOne, noting that the share price was just AUD 0.58 when Rick was appointed to the board.

So, on behalf of myself, the board, and the whole company, can we please thank Rick for his dedication to the company? Thanks, Rick. Before we start the formal part of the meeting today, the CEO and Managing Director, Mr. Ed Chung, would like to take the opportunity to provide an overview of the company's performance in FY24 and the strategic direction going forward. The slides you will see today have been lodged with the ASX, so let me hand over to Ed.

Ed Chung
CEO and Managing Director, TechnologyOne

Good morning, everyone. Welcome. Thanks for being here today. I'll jump straight into the presentation. Before I get right into the details, I just want to remind everyone what drives us, and you see it there on the mission on our slide. Everything we do is to make life simple for our community, and in particular, that's local government, education, government, health, and infrastructure. Our team, the Tech One team, they live, work, and play in the communities we serve, and so they have a real connection with our customer base and what we do. You know, we've been listed since 1999, and we've had that continuing strong growth all the way since 1999. Our ability to deliver those strong results over the last 25 years comes from many things, but it comes from a clear vision, clear strategy, our culture, and our significant investment in R&D.

We have a lot of sayings in TechOne, lots of them, but the one that really resonates with me in terms of our investment community in particular is, "We say it and we do it." When we say it and we do it, it builds a lot of commitment inside our organization. It aligns our teams to hit those ambitious goals we put out there. And if we hit our goals, great, everyone's happy. And if we miss our goals, then we've got something to anchor the conversation around, and that builds trust, particularly in the investment community. It's why we disclose our ambitious plans and put those big targets out there, our strategies, and we explain them to the market. It's this clear strategy that really underpins everything we do, and it underpins, you know, that strong continuing growth we've had for the last 25 years.

You can see it up there. It's been a little bit refined, but the essence of the strategy has never changed. There's four main pillars to the strategy, and the first is that we provide ERP. It's very important. You'll notice we've changed a little bit about how we describe our ERP. We've split it into our core back office offerings. That's our traditional, you know, ERP for the power users in the back office. You can see 15 products there plus one, and I'll talk about that in the middle in a minute, and our three DXP products. That's our front-facing products that no other ERP provider in the world provides, and that reaches out to our customers' customers. So, if you're in a council, it reaches out to the residents in a council.

If you're in a university, it reaches out to the students of a university, and of course, the employees of an organization, and if you go all the way back to 2008, back then we had 11 products. So, you can see we've grown our product offering to 19 products, 16 core products, and three DXP products, and once we land a customer with any one of those products, we expand with our customers over time. By taking more products, we streamline our customers' business, and we grow our business over many, many years. It's what fuels our consistent growth over the last 25 years. Now, in October last year, we announced the acquisition of CourseLoop. That was our 19th product, and CourseLoop is curriculum management. And so now we integrate curriculum management into our ERP, and it's very specific and tailored for the higher education sector.

And, you know, we've been very successful in what everyone knows as the traditional back office: financials, HR, payroll, enterprise asset management. But if you're looking at higher education, we add that to student management, timetabling and scheduling, curriculum management. And so, for the first time in history, no one in the world can do this. We can go from curriculum to university to alumni and provide that whole end-to-end experience for our higher education customers. The second pillar is market focus and commitment. We have the deepest functionality of any ERP provider on the planet for these specific markets. Someone said to me just the other day, "Niches make riches," because it's that focus. It's what sets us apart from others. And we provide mission-critical products that unis and local governments need, you know, to run their operations.

No one comes close to the amount of functionality we have and also the commitment to our markets. Companies come in, companies like Oracle and Workday come in and try to get in these markets and work out how hard it is, and they don't have those operational products, and then they leave. They're not committed to the markets like TechOne has been and will be forever. The third pillar is that we're innovation-driven, and we leverage new and emerging technologies for our customers at every one of our generations. It's why we're called TechnologyOne. And we invest over 20% of revenue each year into R&D to build the next products, to build the next technologies, and importantly, build the next wave of growth for you, our shareholders. Now, in tech, there's these huge shifts in tech.

About 10-15 years ago, there was the cloud shift. Back then, if you go back, we were quoted by saying it's a gold rush. Everyone was out selling what we called fake cloud. It was really just hosting, and they got found out. In tech shifts today, it's AI. Everything is about AI. It's at the same stage. It's a gold rush. Everyone's got an AI offering or saying they've got an AI offering. But for us, AI is really simple. How do we automate business processes for our customers and help build prediction for our customers? It's that simple. Today, we've been quoted as saying AI today is a solution looking for a problem. It really is about streamlining business for our customers. We've been doing it for many, many moons.

If you look at LG DXP, which is a fantastic offering, when you do a natural language search in your council, you know, my bins didn't get picked up, AI reads that and knows what council you're in, finds you the right result in your council so that you can have a seamless service to get your bins picked up. We also have in enterprise asset management, you know, little cameras on garbage trucks that are reading the roads, reading the footpaths, finding defects, and when it finds a defect, it automatically puts a work order in Tech One, which goes out to a crew to fix that pothole. Next time the truck comes around and sees that the pothole's fixed, it closes the work order. That's real AI in action. That's solving business problems. We've got so, so much more.

When you think about tech, we've delivered our fourth-generation ERP. That's called Ci Anywhere. So, no other ERP provider has had once, let alone four times, that TechOne has rewritten its entire code base. We're talking millions of lines of code for our customers to keep them abreast of the latest technology shifts. We're the first ERP provider on the planet to get the highest level of cybersecurity certification called IRAP Protected. It's a federal government standard, and it sets the bar very, very high in terms of security for our customers. Also, last year, we got our first-ever patent, and the patent was around the SaaS platform and the IRAP security protection we have. So, you can see we spend a lot of our time investing in our products and technology to keep our customers abreast of the latest tech.

The fourth pillar is the power of one. Now, this isn't new. This has been around for a very, very long time, so we build, market, sell, implement, and support, and run our software for our customers. It's a very, very powerful proposition. We call it an IP Engine because at every stage, we get feedback. If we demo it and it demos poorly or competitors have different or better functionality, then it goes back into the product. When we sell it, and if it implements difficult or it takes too long or it's repetitive, then it goes back into the product. If we are live with a customer and you see support issues in the same modules or features, then that goes back into the product, and we run it on our cloud.

If it's not secure or has bugs or has got some issues, then it goes back into the product. So, you can see it's this huge IP Engine. It's very, very powerful. The third part of that is 100% accountability. There are always issues in ERP implementations. Always. It's complex. It's big. A lot of moving parts. But if you're buying a multinational, SAP, Oracle, Workday, and using an implementation partner, Big Four, when there's a problem, they point the finger at each other. And the person left holding the can is the poor customer. But with the power of one, we have 100% accountability, and it's our job to get it right for the customer. And all of that is one of the key determining factors behind our 99% plus customer retention over the last 25 years. It's a wonderful thing.

With that clear, consistent strategy, that continuous focus, discipline, and our culture, we've had really strong results for FY24. You can see that there. Our ARR grew strongly, up 20%. We call it a pivot year for , which is underpinned by not only our global SaaS ERP, but also by SaaS Plus

and the UK, which is now accelerating. That drove total ARR up to AUD 470.2 million. As a result, we're well set up for FY25. That strong ARR growth culminates in record profit, up 18%. That was higher than the guidance we set back in May the previous year of 12%-16%. You can see there on this slide that profit growth accelerated in FY24, up 18%, which is obviously an acceleration over our 10%-15%.

Those in the market, particularly analysts, say TechOne could and should be growing not at 10%-15%, but at 15%-20%. In many respects, we agree. We have to get there carefully and slowly. Every time we step up, we've got to make sure we're still delivering for our customers. You can see the trend there. By all measures, our company is performing very, very well. Our applications, our products, they're mission-critical, and it results in over 99% customer retention for our customers. We've got strong revenue, strong cash generation, and a very, very clean balance sheet with no debt. You can see we've got a significant cash reserve building. We're very proud of these results that we've delivered in FY24.

All of that comes down to the last year's declared dividend by the board, AUD 0.1737, which took the whole year dividend last year to AUD 0.2245, up 15% on the prior year. As I said, we've got a very clean balance sheet, and cash was very strong at year-end, around AUD 223 million, up 27%. As you'd expect, we've got very strong cash flow generation, AUD 104.6 million. That grew 30%, 36% year -on- year, a very strong result, and was approximately 100% of net profit after tax. That's a very key ratio for us, and we delivered that a year earlier than planned. We expect that to continue now from last year all the way. To wrap up the results for FY24, we delivered our 15th consecutive year of ARR revenue and profit growth. Profit before tax was a touch under AUD 153 million, up 18%.

Total ARR was up 20% at AUD 470 million. NRR, which is net revenue retention, is the net amount existing customers take off us, was up 117%. That's above our long-term target of 115%, and at 115% per annum, we can continue to double in size every five years just with that strategy alone. U.K. sales were up strongly, up 70% compared to the year before, and cash and investments were up 25%. Now, all of these strong results enable us to continue to invest strongly in R&D and our ambitious program, up 14% to AUD 128 million. Okay, turning to the outlook now for FY25. When you take a big step back, the markets we serve, those markets I put up on the slide before, they're resilient. Tech One provides mission-critical software that helps run their business. These types of organizations cannot live without the type of software we provide them.

Our global SaaS ERP allows them not to worry about tech and allows them to innovate faster for their customers. Our customers that take our ERP have been independently verified to save 40% + in their operating costs by moving to our ERP. And then SaaS Plus is creating new and significant opportunities for us. The pipeline for FY25 is strong, and we'll continue to benefit from improving margins as we invest more in technology in our underlying SaaS platform. So, the guidance for the year is we see continuing strong growth, strong growth in ARR, and strong growth in profit. We will provide updated guidance again when we deliver the half-year results in May.

We'll continue that planned reduction of one-off low-quality consulting revenue and high-quality and replace it with high-quality SaaS Plus recurring revenue, just as we did when we moved off license fees and moved to SaaS. And we're on track to hit that first ambitious goal of AUD 500 million ARR by the first half of FY25. And we've set a new long target now, which is a billion dollars of ARR by the full year of FY30. Now, turning to the long-term outlook, as I said, with AUD 500 million ARR just around the corner, 18 months earlier than we originally planned, our focus is to continue that strong momentum and continue to double in size every five years. It's why we invest in R&D for the long term to continue to build platforms for growth.

You would have seen this slide many, many times for those shareholders who have been with us for a while. So, I don't plan to go through it in some detail, but the message here is that we have many platforms for growth. Our teams are hyper-focused and disciplined on delivering on these platforms because we know in business some strategies deliver stronger in some years and then some stronger in other years. It's why we have the confidence to put some of those long-term targets out there, AUD 1 billion ARR by FY30. And so, there it is there, a new long-term target, AUD 1 billion plus ARR by FY30. Now, our success today is fueled by the R&D we made five years ago, and we delivered two releases each year. Late last year, we delivered the 24B release.

Our R&D team did a fantastic job, and it's the fastest take-up of any release that we've had to date. So, not only did I release the software with a whole lot of customer feedback, new features, new functions, the customer adoption is the fastest. And we thank them, the R&D team, for their dedication. Today's success and yesterday's success comes from their hard work. Tomorrow's success comes from the products and modules that they're helping us build today. Now, SaaS Plus is our next big innovation. When you think of our customers, think of local governments, higher education governments, health infrastructure providers. They are, generally speaking, risk-averse, and they're highly mindful of where they spend their money because most of their revenue comes from taxes or student fees. Therefore, we've always strived to provide value to our customers through the power of one.

Through the power of one, we're solely responsible for that outcome. We've lowered the risk already compared to our multinational competitors, but we knew we could do better. We knew we could set the bar even higher and lower that risk for them. That's one of the reasons we invented SaaS Plus. It's groundbreaking. No one in the world is doing what we're doing today. For the first time in the world, we offer one price to our customers that not only includes the software, traditionally called license, and the environment operates on, traditionally called SaaS. We now include the implementation as well. When you bundle it all together, it's called SaaS Plus. We launched SaaS Plus in October 2023, so not that long ago. Since then, the growth and success of SaaS Plus has far outshone our wildest expectations.

It's a significant differentiator in the markets, in all markets we play in for us. We're now starting to see RFPs or requests for proposals asking for SaaS Plus. It's also what's underpinning and fueling our growth in the UK. The initiative which goes with SaaS Plus is what we call ERP in 30 Days. It will transform not only the markets, transform ERP, but transform TechOne. I'm going to provide some context here. This is a solution called OneBase, which is probably our simplest solution, financial supply chain, enterprise asset management, CPM, that type of product. Our multinational competitors would deliver that in hundreds, if not thousands of days to our customers. Our point is you don't buy software to go through long, complex, risky implementations. You buy software to streamline your business. For us, it's about going live faster.

If you look back a period, we used to do it in 160 days, so we're already orders of magnitude faster and better than our competitors and providing that go-live faster for our customers, but with focus, we've driven that down to 140 days, and then the next six months, we'll drive it down again and again and again and again until we deliver ERP in 30 Days. Every day we save is a day faster for our customers to go live and get return on investment for them, and every day we save is margin for us, but we can do more implementations for our customers using our own consulting team. Turning to the UK, for many, many years, we've been talking about our investments in the UK and its potential, and I want to highlight some of the achievements that we have now delivered.

We've got a fully localized ERP for the U.K. market. We've developed a U.K.-specific SaaS Plus solution for student management called Student Plus. Everything we built is on our modern SaaS platform. It's streets ahead of our competitors. And we've established a sales team now of over 15 staff on the ground. We've built a disruptive brand in the U.K. with all of the products, all of the modules, our ERP, but particularly with SaaS Plus. We've now got over 150 customers in the U.K., and we've got the largest amount of referenceable customers in our history based out of the U.K. So, you can see that all of these initiatives, all the hard work over the last 20-something years is starting to pay off. It's laid the foundations for what you saw, which is a fantastic result last year.

That was a 70% increase in sales compared to the year before it. We couldn't be prouder of all the hard work that the teams are putting in. Over a long time, they've really shown the grit and determination to break through whatever barriers were in front of them to get to where we are today. Importantly, it sets us up for the future. You can see the momentum. You can feel the energy when you talk to our UK staff. You can see we've got great momentum in the business. We've set our sights higher now at AUD 1 billion ARR by FY30. We provide mission-criticals for those markets we serve. From our first-ever investor day, which we ran in July 2024, we laid out the significant headroom we have in our existing markets, in our existing industries for the customers that we can serve.

That's AUD 13.5 billion of total addressable market. You can see we set ambitious goals. It's how we're hardwired. Our goal is to make life simple for our community, and we're making it a reality. But none of this would be possible, none of it at all, without the talented people that make up TechOne. They're the fabric that makes the company so special. We call it grit and determination. They have it to solve complex problems for our customers and make life simple for the community. Our people are the ones that are solving the incredibly complex problems of ERP. We compete against the world's biggest and baddest multinational companies with budgets that will blow your mind and win. TechOne is regularly and independently recognized as an employer of choice.

We all read about market pressures for hiring and competition for staff, but at TechOne, we look after them in a holistic way. So, you can see a whole lot of the programs that we invest in for our staff. Yes, we're focused on R emuneration, but we also focus on what we call culture and development. So, we're focused on career plans, grad programs, buddy programs, Hack Days, O-Weeks, OneT alks. You can name it all. Importantly, about a year ago, we launched our first-ever TechOne employee share plan. We've been told it's probably the best in Australia. Our staff buy two, and we give them one. It's a really important part of what we do. Importantly, 55% of our staff are shareholders with you. It gets them bought in even more. It's a fantastic thing.

The last piece here, the support part of our culture is a TechnologyOne Foundation. We're supporting great Australians doing great things for charity partners. Now, the foundation will continue to grow because we're part of what we call the 1% pledge. We give 1% of time, 1% of profit, and 1% of product to our charity partners. It's a huge commitment. It's over AUD 2 million per year, but we'll grow with that 1% pledge. And like all things in TechOne, we've got an ambitious goal, and that's to lift 500,000 kids and their families out of poverty by FY32. Thank you for your time today. FY24 has been another amazing year. We'd like to thank you, our shareholders, for your continuing support and loyalty. None of these results would be possible without the people that make up TechOne. There are some here today.

We'd like to thank every member of Tech One across the globe for your hard work, your grit, your determination, your innovation to deliver leading software for our customers. They're ambitious. They show huge amounts of loyalty. They're innovative. They're creative. They make the impossible possible. They have a lot of fun along the way as well. And I want to show you a wrap-up video of FY24.

I'm racing across the galaxy. I keep it moving. Keep on moving. I'm chasing all my wildest dreams. I keep on blooming. I'm never losing now. Tonight is going to be another moment full of wonder, wonder. Tonight, with every breath I take, I feel it taking over. And I'm ready for the chase. Hey, I'm ready. Yeah, I'm ready for the chase. With supersonic, watch me go, go, go. Hey, I'm winning.

Yeah, I'm going to win the race like a rocket. Watch me go, go, go. Tonight is going to be another moment full of wonder, wonder. Tonight, with every breath I take, I feel it taking over. And I'm ready for the chase. Hey, I'm ready. Yeah, I'm ready for the chase. With supersonic, watch me go, go, go. Hey, I'm winning. Yeah, I'm going to win the race like a rocket. Watch me go, go, go. I'm racing across the galaxy. I keep it moving. Keep on moving. I'm chasing all my wildest dreams. I keep on blooming. Keep on moving. I'm chasing all my wildest dreams. I keep on blooming. Keep on moving. I'm chasing all my wildest dreams. I keep on blooming. I'm never losing.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you, Ed, for that presentation.

We'll come back in a second to the floor to see if there are any questions of Ed. First, if you're a shareholder and would like to ask a question through the online platform, please click on the Ask a Question tab at the bottom of the screen and follow the instructions provided. We'll endeavor to answer as many questions as we can. You may submit questions now or at any stage during the meeting. You do not need to wait until the relevant item of business. We will then seek to address your question during the discussion on the appropriate item of business. Questions being sent through the online platform may be moderated to avoid repetition. If the questions are particularly lengthy, we may need to summarize them in the interest of time.

We have been advised by the registry service provider that while shareholders have been provided with the ability to register to ask questions via a phone line at this meeting, we have not received any registrations for this service. As such, we will be responding to questions put forward in the room and online only. We will provide time for questions on each item during the meeting, but I would now like to provide the opportunity for shareholders to raise any questions they may have specifically regarding the content of Ed's presentation. If you're in the room and you have a question, I would ask you to raise either your yellow voting card or your blue registration card. And we'll have one of our staff come over and give you a microphone. At this time, could you please stand up, identify yourself, and then proceed with the question?

As a reminder, only shareholders are permitted to ask questions. Are there any questions in the room of Ed on his presentation? We have one at the front here.

Ray Tolleson
Shareholder, TeamInvest

Thanks. Ray Tolleson, long-term shareholder. I've been a member of Teaminvest for quite a long time. And just for your information, last year, we had an aggregated ranking of 15. That's moved up to 13 now. So looking in the back of the report, it looks around about 5.5 million shares. And that's without everybody putting in their database. Some people just don't. I've got a couple of questions, but some of them I might wait until afterwards and just catch up with individuals. Just the first one, you talked about R&D.

I just wondered how much of that is sort of stay in business versus how much of it is all of the actual new stuff you're doing as a percentage?

Ed Chung
CEO and Managing Director, TechnologyOne

It's a goo`d question. It's pretty rough and ready, Ray. It's about 50/50. And it wax and wane over the years, just depending on new products coming out of the market or not.

Ray Tolleson
Shareholder, TeamInvest

Okay, thanks. And you talked about SaaS Plus. Last September, I came across an article that referred to KPMG buying a company called Chartertech. And in that article, bearing in mind we're talking about media here, it said the firm has one of Australia's top TechnologyOne practices and offers specialist financial analytics and forecasting capability. The Annual Report makes numerous references to SaaS Plus, as you have today, and its advantages.

I just wondered why a client would engage an outside party and then how we as shareholders still make money out of that.

Ed Chung
CEO and Managing Director, TechnologyOne

Yeah, we have no affiliation with any firm such as KPMG or any others that put that out there. We would actually say to our customers, they're our customers, that you're just wasting your time, effort, and money going to do that. Why would you pay extra when we'll take care of all of it for you? These companies will come and go, but to be really clear, we don't endorse them. We're not part of them. We have nothing to do with them at all. But assuming they actually do manage to get themselves a client, how do we as shareholders make money out of that? We don't make any money out of it.

Ray Tolleson
Shareholder, TeamInvest

So how do they get hold of the software?

Ed Chung
CEO and Managing Director, TechnologyOne

T hey don't.

They don't. They claim to. They can't and don't.

Ray Tolleson
Shareholder, TeamInvest

Okay, thanks. I'll leave it for that. Thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you. Questions here?

Paul Donohue
Analyst, Australian Shareholders' Association

Good morning. My name is Paul Donohue, and I represent the Australian Shareholders' Association. Today, we've got proxies from 68 of our members. First of all, congratulations on another fantastic year, fantastic results. We've got two questions on your presentation, Ed. The first one's about the UK turnaround. So, for years, the UK operations seem to struggle to get traction in there. That's obviously reversed. And you're making great progress there. What is driving that growth and driving the turnaround?

Ed Chung
CEO and Managing Director, TechnologyOne

A lot of 1%ers. I think if you think back to those maybe six or seven things I called out, each one of them is a lot of hard work.

Each one of them has taken a long time, whether that's localizing or even hiring staff and teaching them the TechOne way. And so it's all complex. They've all contributed. Not one thing, but all things together is why you're seeing the momentum build in the UK now.

Paul Donohue
Analyst, Australian Shareholders' Association

Thanks for that. And the second one's about CourseLoop. So we saw CourseLoop appearing on your product matrix now. It fills a gap there. Were you mainly acquiring their technology or their customers in that?

Yeah, our main game when we're doing acquisitions is product or IP. So they had a product in a new market, relatively new market that was probably only 10 years old. There's only a handful of vendors that do it worldwide. And so that's the main reason that we buy them. We share some customers, and they've also got some that we don't have.

Ed Chung
CEO and Managing Director, TechnologyOne

But the main game is for IP in the markets we serve. And if it's in the UK, then it's worth that little bit more to us.

Paul Donohue
Analyst, Australian Shareholders' Association

Thanks very much.

Ed Chung
CEO and Managing Director, TechnologyOne

Thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thanks, Paul. Any other questions from the floor? Stephen, any questions?

Stephen Kennedy
Company Secretary, TechnologyOne

Yeah, Pat, we've got three questions so far in this section. The first question is from Stephen Mayne. He's noting over the last two AGMs, the CEO has stated that 77% of Australian councils are using at least one of our products. Stephen has asked whether has this percentage changed over the last 12 months? And who specifically are our competitors for council products in Australia?

Ed Chung
CEO and Managing Director, TechnologyOne

No, it's about the same, Stephen, over the last 12 months. If you think about local governments in Australia, there's no new local governments being invented. We are winning off our competitors, but largely it's the same.

Thank you for your question about competitors. I don't think I want to give them the airtime at this AGM. Okay.

Stephen Kennedy
Company Secretary, TechnologyOne

We have another one from Stephen here. He likes to thank Richard Anstey for his nearly 20 years of service to the board, ending today, noting that the company has performed spectacularly well over this period, particularly in recent years. It is always helpful for investors to have access to some exit perspectives from retiring directors. In his final contributions as a TechOne Director, could Richard please comment on what he regards as the best three decisions the board has made during his time as a director? And does he have any regrets? Yep.

Richard Anstey
Director, TechnologyOne

Great. Yep. Well, the regrets, first of all, I should have bought the shares when they were AUD 0.50, a lot of them.

The three things probably across the time is obviously the cloud and SaaS and the understanding that we had of the impact of moving from a license fee revenue to SaaS. That was such a big thing that no one really understood, and people don't understand it well enough now to do that conversion. So over time, that was modeled and managed very, very well. And so we've embraced that new revenue stream, which has enhanced our value. Apart from that, I'd say two things, really. The thing that's been outstanding for me is culture and the board dynamics. I obviously don't want to leave the family, if you like, but I'm getting very old. And we've systematically, the old people have dropped off, and we've brought new people on. And we've been very conscious of the board dynamics, and everyone works very well together.

And everyone brings new things in and fresh blood. And so it's time for me to go. I think that's about all I want to say. Thank you.

Stephen Kennedy
Company Secretary, TechnologyOne

Thanks, Rick. And the last one, Pat, is from Stephen Mayne again. Stephen states that the six most valuable U.S. big stocks being Microsoft, Apple, Amazon, Alphabet, Meta, and NVIDIA are together worth $20 trillion. Stephen attributes this to their enormous pricing power and potential overcharging of customers. Could the CEO comment on which of the big global companies we are most reliant on, and what would we do if they suddenly put their prices up by 30%? Also, are we exposed to a potential U.S. trade war involving Australia's treatment of US companies?

Ed Chung
CEO and Managing Director, TechnologyOne

Just, I can't comment on the trade war thing. We are a big user of Microsoft and AWS.

Part of our long-term strategy is to be what I call multi-cloud, so that if we ever came to anyone wanting to raise price over 30%, then we have optionality and can move to a different cloud. Thank you. That's all, Pat.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

E xcellent. All right. We'll now return to the formal part of the meeting. The Notice of Meeting was issued to all registered members on the 14th of January, 2025. I propose that the notice of this meeting provided to all members be taken as read. Everyone present here today is required to have registered at the front desk. This includes shareholders, proxy holders, and visitors. If you've not already registered, I'd ask you to please find a representative from MUFG and register now, please. All proxies that have been received have been inspected, and all those validly lodged have been accepted and registered.

A register of proxies received is also available. I've been advised that 513 valid proxy forms have been received, representing more than 227 million votes, being approximately 70% of available votes. We will now go through the procedure for today's annual general meeting. We will be conducting a poll for each resolution at today's meeting. Shareholders and proxy holders intending to vote will have been given a yellow voting card on registration, which they will need to use at the time of voting. By completing the voting card at the appropriate time, either in favor, against, or abstaining on a resolution, shareholders that have already voted prior to this meeting will have today been given a blue card on registration. For those shareholders participating in the meeting via the online platform, you can cast your vote using the electronic voting card that you received when you validated your registration.

If you have any questions about casting your vote online, please refer to the online platform guide or call the number set out on the guide on your screen. Those registered shareholders attending the meeting online today will have the functionality to vote and ask questions on their devices. I will consider the questions submitted online after I've taken questions from the floor on each of the resolutions. Please note that visitors are not eligible to vote or to ask questions, as this is a meeting for shareholders. We will now move to the first item of business today, which is to receive and consider the financial statements and reports of the directors and the auditors for the year ended 30th of September 2024.

Ed Chung
CEO and Managing Director, TechnologyOne

The annual report, including the financial statements, were distributed to members on the 14th of January, 2025, and it's been held by the members for a time that meets the statutory period. This is not an item which requires a vote, but this is now an opportunity for you to ask any questions that you may have on the annual report. I'm not going to read what you do. If you have a question, please stand up. And we have a question here in the front.

Ray Tolleson
Shareholder, TeamInvest

Thanks very much, Ray Tolleson, back again. The annual report talked about, in the highlights page, the amount of cash holding, and it was also referred to again here, and then the potential for acquisitions. Can we assume that the acquisitions won't take up all of that cash and how big they might be?

Ed Chung
CEO and Managing Director, TechnologyOne

I think if you look at the history of the company, the company has made a number of acquisitions over the journey, all of which have been on a relative basis, small but modest. I'm not going to predict what we're going to do in the future, but suffice to say, we're constantly looking around the globe as to what assets might be of interest to us. And CourseLoop is a great example of an asset that is of interest to us, and that's why we acquired it.

Ray Tolleson
Shareholder, TeamInvest

And as a follow-up for that, is it intended that TNE will always have no debt?

Ed Chung
CEO and Managing Director, TechnologyOne

Again, I wouldn't make that as a statement of fact for the future. We will look at opportunities. If there's an opportunity that we think should be brought to shareholders, we will take it to shareholders. If that requires raising debt, it may require debt.

If it requires equity, it may be equity. But we're an ambitious company, as you've seen, but I also think we're very deliberate in how we think about things, so we won't be racing into anything particularly over the coming while.

Ray Tolleson
Shareholder, TeamInvest

Thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Any other questions in the room? Paul?

Paul Donohue
Analyst, Australian Shareholders' Association

In the last results, you published a board skills matrix, and it was a very detailed one. So congratulations on that. So for those who haven't read it, it shows the board members and the skills and the intersection of who has what skills. Previously, Tech One had a collective skills model. So much for that. It's not really a question. It's a comment. We found it very useful when we're comparing Richard, who's leaving, and Paul, who's joined the board. So congratulations on that.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Great. Thanks, Paul. Any other questions or comments in the room? Stephen?

Stephen Kennedy
Company Secretary, TechnologyOne

We do.

We've got a couple of questions here. The first question is from Stephen Mayne, noting your three listed entity chair positions.

I'm sorry. Is that what I've done?

Well the accounts might do it. Okay. No, we're right then for that one.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Okay. All good. Okay. So there being no more questions, we'll now move to those resolutions we will be voting on. As previously discussed, we will undertake a poll for each resolution at today's meeting. Shareholders and proxy holders intending to vote will have been given a voting card and registration, which they'll use to record their vote either in favor or against the resolution. I now declare the poll open. You may cast your votes at any time from now until the close of the meeting. A representative of MUFG will act as returning officer for the purpose of conducting and determining the results of the poll.

The official results of the poll will not be available at the close of the meeting. The results of the poll will be released to the market on the ASX Company Announcements Platform as soon as they are available, which will be later today. Given the large number of proxies that have been registered for today, we expect to be able to provide a clear indication if a resolution is likely to pass or fail. We will now move on to the items of business for this meeting as set out in the Notice of Meeting, which require a vote. Resolutions 1 to 4 are ordinary resolutions and therefore require more than 50% of the votes cast in favor by members entitled to vote on the resolutions for the resolution to be passed. Resolution 5 is seeking to approve the change in constitution and is a special resolution.

It requires more than 75% of the votes cast in favor by members entitled to vote on the resolutions for the resolution to pass. To consider and, if thought fit, pass the following resolution in accordance with Section 250R(2) of the Corporations Act. That is, the Remuneration Report as contained in the annual report in the Directors' Report be adopted. The intention of the Remuneration Report is to describe the linkage between the company's strategic initiatives, Remuneration principles, and Remuneration framework, and how these, in turn, drive shareholder returns. Continuing executive KMP or key management personnel Remuneration continued to be aligned with shareholder value creation in FY24. Total continuing executive KMP Remuneration, excluding one-off LTI and STIs, grew by 25% between 2023 and 2024.

This was higher than in previous years as we undertook a detailed benchmarking exercise, which showed that our CEO and COO in particular were being paid significantly below their peers in comparable companies, and this resulted in an upward adjustment for both. The short-term incentive outcomes across our continuing executive KMP were up 17%, driven by the 17% growth in executive net profit before tax. Executive net profit before tax continues to be the basis for the short-term incentive calculation. The deferred STI was up 16%, which aligns with the average growth in statutory net profit before tax. The long-term incentive plan, with hurdles based on earnings per share growth and total shareholder return relative to a basket of technology companies, resulted in 100% of at-risk LTI vesting for our continuing executive KMP. Over the same three-year vesting period, our total shareholder returns were 115%.

This result reflects a strong performance, with LTI targets set by the board achieved, ensuring superior performance and long-term shareholder value creation. In FY24, no positive or negative discretion was exercised by the board in respect of long-term incentive vesting rewards. The following changes will be made to the executive KMP Remuneration at TechnologyOne in FY25. The EPS hurdles for the LTIs for executive KMP will be increased. Historically, the LTIs vest pro rata between 50% and 100% for the EPS CAGR range of growth of 5% to 15%. For FY25, the EPS CAGR range has been lifted to between 8%- 20%.

From 5% - 15% is now lifted to between 8% - 20%, and the vesting pro rata will start at 25% if the company grows at 8%, and will go up to 100% if the company grows at 100%, with a commensurate increase in the opportunity. This change in vesting range encourages growth above the historical 15% maximum opportunity. Secondly, the deferred STI component of the executive KMP remuneration will be deferred into equity rights, further improving alignment with shareholders rather than being paid as cash. Section 250R of the Corporations Act requires that a company's members vote on whether or not the remuneration report should be adopted. This vote is advisory only, and the outcome will not be binding on the board. Please note that the directors and KMP are excluded from voting on this resolution.

I can also confirm that any proxy votes submitted by directors and KMP have been excluded from the proxy count. Are there any questions on this resolution in the room? Firstly, please.

Ray Tolleson
Shareholder, TeamInvest

Thanks very much. Yeah, referring to the increase in the floor there, given the performance over many years, it's always been significantly above even the new floor of 8%. Why wasn't a much higher level chosen before that incentive starts to kick in? I know the top has been increased, but the bottom at 8%, I mean, that's a gimme, isn't it, given the history over the last 20-odd years? So it means basically that you can't hardly miss at least getting 25%. So why wasn't a higher figure, 10%, 12% chosen, which has been a more historic delivery of increased profit or EPS over the years? Right. Thank you for the question.

Ed Chung
CEO and Managing Director, TechnologyOne

So the board, as I said earlier, I use the word deliberate, and I'll use it many times through this meeting probably. Remuneration is obviously an important part of how we incentivize the management team. The company has gone through a significant transition, I guess, over the last number of years. We had a founder in Adrian who did a remarkable job building this company, and Ed took on the role of CEO when Adrian was the executive chair. And then obviously, Adrian has retired, and we've now moved to a more traditional board structure and a CEO who's got me as their chair as a non-executive chair. One of the most important things I think we do as a board is look to attract, retain, and incentivize our executive and our staff. So we spend a lot of time as a board looking at our remuneration structures.

Our structures are quite unique in the marketplace, so our base pay that our executive receive is generally very low. Our STI is quite non-traditional in the sense that it's effectively a profit share, so the executive and their teams get to share the profits of the company, and our LTI is probably a bit more traditional in terms of what other ASX 50 and 100 companies do. The companies had the 5%-15% range for an LTI. Remember, it is at a long-term incentive, so it spreads over three years. We have looked at that progressively. We've made a significant change in FY25, as I've described, as you're playing back to me.

We've moved the range from 5%-15%, which paid out at 50% if the company grew 5% to 100% if it grew at 15%, to now having an 8% growth rate where the executive would receive 25%, upwards to 20% where they would get paid 100%. So we think that's a balanced change in terms of progressing the company and our ambitions. And I think the reality is none of us in this room know what's going to happen in the next three years. The company's in a great place, but who knows what can happen? We want the incentive to be there for the executive to achieve, but to be stretched. And we think this change is material, and we think it provides a positive outcome if the executive can continue to perform. If they continue to perform, shareholders will be rewarded.

That's a long-winded answer to your question, but hopefully it gives you the thought process. What was the thinking? So explain that, thanks.

Ray Tolleson
Shareholder, TeamInvest

Excellent.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Any other questions in the room? Stephen? No questions on that. No questions. Excellent, so we'll now move to vote on this resolution. The proxy votes received prior to the meeting are now displayed on the screen. I will now ask you to complete your voting card with how you intend to vote on this resolution, and as you can see from the proxies we have, I expect this motion should pass. We now move to Resolution 2, which is the re-election of myself as director. As this item is for my re-election, I will now hand over to the Remuneration Committee Chair, Jane, to facilitate. Thanks, Pat.

Jane Andrews
Chairman of Remuneration Committee, TechnologyOne

I'll now ask shareholders to consider, and if thought fit, pass the following resolution as an ordinary resolution: that Pat O'Sullivan, who retires by rotation in accordance with Rule 16.1 of the company's constitution and being eligible, be re-elected in accordance with Rule 16.2 of the company's constitution. I'd now like to ask Pat to address the meeting and provide a brief background on himself and the experience he brings to the board of TechnologyOne.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you, Jane. I'll sit here and do it rather than playing yo-yo up and down. It is amazing how fast time goes by, and it's hard to believe that I was appointed to this board four years ago and then took on the chair role in 2022 when Adrian hung up the tools after, as I said earlier, many years of building this fantastic company.

I've been a professional non-executive director for close to 13 years now, after an executive career that spanned 30 years across many industries, including retail, professional services, FMCG, telecommunications, media, and digital technology. In the 13 years I've been a non-executive director, I have served as a non-executive director on more than 15 boards, and I've chaired seven of those. I get great energy from working with bright, smart management teams, and I look to use my commercial leadership and broad industry experience to help those management teams deliver on the company's goals. It's been a great privilege to have worked with Ed and the board for the last four years.

It's been a significant period of change at the senior personnel level, not least of which has been the transition out of Adrian as executive chair, which puts more responsibility on the board and on Ed, and coupled with the retirement of three of our long-serving directors, including Rick, who obviously is retiring today. Through that transition, I've worked closely with Ed, the management team, and the board to ensure that we have clear long and short-term goals and the resources to successfully deliver on those goals. And as you would expect, we've had to traverse a number of challenges over that period in order to be where we are today. Before I finish, can I address a question that has been raised by some vested stakeholders about my workload?

In short, the concern raised by one proxy firm is that I chair three ASX-listed technology companies, and their so-called rule is that no director should be a non-executive director on more than five boards, and they deem a chair role counts for two. So that means that I allegedly have six board roles, and therefore I don't meet their rule. The logic to the hypothetical concern is if there are material events out of the norm happening simultaneously at all three companies I'm chairing, I may be too stretched and something may fall between the cracks. My response to them has been, and I'll share it with you, continues to be, I've not missed a board meeting or a board committee meeting on any of the three companies I chair simultaneously ever.

I am in regular contact with all the CEOs and fellow board members on all my boards, and I'm never too busy to respond very quickly to any request for a conversation and by way of fact around if something hypothetically could happen, in 2021-22, I was involved simultaneously as a director with Australia's then largest M&A transaction. I was on the board of Afterpay when Block acquired that business. I was chair of CAR Group when we did our first acquisition in the U.S. and went to the markets to raise equity to do that. I was the deputy chair of Calvary Health Care when we acquired Japara, which was a listed company, and I simultaneously was involved as the chair of SiteMinder when that business was IPO'd, and again, I can say I did not miss any meeting or any conversations.

I don't like talking about myself, but that is the response I have to provide to the proxy advisors to demonstrate. When Ed and I were talking about preparing for the AGM and in relation to this matter, he said he'd like me to paraphrase our conversation, so I will, and he can obviously speak for himself at the meeting if you want him to, but he's very comfortable. I'm always available to chat on any particular topic. He really appreciates the knowledge and experience, advice, and guidance that I share with him, and he gets real value testing with me the strategies and decisions that he has to make. I can reassure you that anytime I feel I cannot give 100% to my role at TechnologyOne, I will be the first to call time.

Thank you for the opportunity to be re-elected, and I look forward to continuing to be part of this unique Australian growth story.

Jane Andrews
Chairman of Remuneration Committee, TechnologyOne

Thanks, Pat. And I'd certainly like to add the endorsement of the members of the board to his reappointment as well. Are there any questions on this resolution? Thanks, Paul.

Paul Donohue
Analyst, Australian Shareholders' Association

Thank you. So just on the question of workload, I appreciate everything you've said there. Your track record is impressive, and you've gone to all the meetings and things like that, but it is the hypothetical in the future when there's overlapping concerns at the same time. There must be a limit in how many boards you can be on, so I'm curious what is the upper limit in your mind? Is it three, four, five, six? Is there some limit or not?

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

I work within the rules, Paul, as best.

So at the end of the day, I have, over my 13 years, sat on five or six boards, but I haven't chaired them all. Today, I chair three. I'm not taking on any more board roles.

Paul Donohue
Analyst, Australian Shareholders' Association

Okay. Thank you.

Jane Andrews
Chairman of Remuneration Committee, TechnologyOne

Any other questions from the floor? Stephen, do we have any questions?

Stephen Kennedy
Company Secretary, TechnologyOne

Yes, we've got two questions online. The first question, excuse me, is from Stephen Mayne, noting you're three-listed entity chair positions, and he does acknowledge the stellar performance of CAR Group and Tech One. Noting that Tech One has released the lodged proxy statement to lead up to the AGM, and there was a 15%- 16% proxy vote against you. He's asked which proxy advisor recommended against Pat's re-election due to the workload, and are you considering stepping down from CAR Group having been there for 18 years? Would you like to address that question?

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Yeah, Stephen's well known to me, by the way. So no, Stephen, I'm not stepping down from CAR Group anytime soon. And ISS, as I said, was the proxy advisor, and ISS are consistent on every one of my boards. It's the same issue, and I respect their position. They have a job to do, and shareholders have to make their decisions.

Jane Andrews
Chairman of Remuneration Committee, TechnologyOne

And they've made the point it's a global policy, and they're not considering the particular qualifications of any director.

Stephen Kennedy
Company Secretary, TechnologyOne

One final question from Stephen regarding your previous directorship at Marley Spoon, which delisted last year. Stephen asked what you learned from your 20 months there as Audit Committee Chair until resigning in February 2020 that makes you a better chair today.

Ed Chung
CEO and Managing Director, TechnologyOne

Marley Spoon was a fantastic startup business when I was involved. It's a global business, so there's lots of learnings from every board I've sat on.

I've got lots of experiences from Marley Spoon as well as the other 14 boards that I've sat on over the last 13 years.

Stephen Kennedy
Company Secretary, TechnologyOne

No further questions.

Jane Andrews
Chairman of Remuneration Committee, TechnologyOne

Okay. We'll now vote on this resolution. The proxy votes received prior to the meeting are now displayed on the screen. I'll ask you to complete your voting card with how you intend to vote on this resolution. But from the proxies we have, we expect this resolution, sorry, this motion, to pass. I'll now ask Pat to return to the lectern to chair the rest of the meeting.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

So we'll now move to Resolution 3, which is the election of Paul Robson as a director.

To consider and, if thought fit, pass the following resolution as an ordinary resolution: that Paul Robson, who has been appointed director on the 1st of July 2024 in accordance with Rule 13.2 of the company's constitution, be elected as a director of the company in accordance with Rule 13.2. I would now like to ask Paul to address the meeting and provide some brief background on himself and the experience he brings to Tech One.

Paul Robson
Non-Executive Director, TechnologyOne

Thank you, Pat. And it's a privilege to be able to address you all today. And like you, I don't like necessarily talking about myself, but I have 30 years of experience in the technology sector.

During that time, I've witnessed and participated in numerous transformative shifts within this industry, from the rise of personal computing to the impact of mobile and mobile technology, mobile applications, to the introduction of software that supports the different parts of an enterprise, and to the coining of the term ERP. While I was at Adobe, I led the global pilot here in Australia that introduced the first iteration of subscription-based software and was deeply involved in the industry shift to what is now referred to as cloud-based software as a service or SaaS. Throughout my career, I've held leadership positions in several prominent organizations. I'm currently the Chief Executive Officer of MYOB, one of Australia's original software pioneers. Prior to MYOB, I was living in San Francisco, where I was the president of a biotechnology software business that was digitizing the lab and accelerating drug discovery.

Prior to that, I spent a decade at Adobe working across the Asia-Pacific region and then in Europe, culminating in a role where I was based in London as the president of International, where I oversaw the operations across 166 markets, driving innovation and change during a pivotal time for that organization. Prior to Adobe, I spent a decade at Hewlett-Packard in a variety of product and leadership roles, and in addition, I've been an investor, a mentor, and an advisor for founders, primarily focused on startups in the business-to-business SaaS space. Throughout that time, I've championed integrity, and I deeply understand that a strong organizational culture is critical to success. Throughout my career, I've focused on building out a skill set that goes beyond the day-to-day operational requirements.

I've intentionally allocated time to serve on various boards and industry groups, including ADMA, techUK, Tresillian, and the Australian Industry Group. In addition, I've worked closely with boards and governments across the globe advising on digitization, R&D, and innovation. And these experiences have enriched my focus on governance and deepened my understanding of the unique differences between strategic oversight and strategic execution. I am a technologist at heart, and I understand the importance of investing in outcomes that provide ultimately value to customers. I recognize the need for appropriate guardrails when it comes to decision-making, especially when navigating the trade-offs between strategic investments and corporate fiscal requirements. Staying current with industry trends and advancements has always and should always be a priority. So important in this industry that it is always changing, and right now we're in yet another period of immense change with the impact of artificial intelligence.

Joining the TechnologyOne board is a great opportunity for me to blend operational experience, governance experience, and international insights, and will allow me to contribute effectively during this exciting time. I look forward to the opportunity to continue to work alongside my fellow directors and executive team. Thank you, Pat.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you, Paul. Are there any questions on this resolution from the floor? Paul? Thank you.

Paul Donohue
Analyst, Australian Shareholders' Association

Thank you, Paul, for that presentation. You had a very impressive career and CV, so I can see how you'll be a very valuable addition to the board, particularly with Richard leaving, because Richard had a very tech-heavy background as well. My question's about workload, and when Pat was talking, he was talking in hypotheticals and what-ifs and if something happened in the future that we can't foresee. I see your position's different to that.

You are a CEO of a large company with lots of day-to-day responsibilities. Just curious to hear how you juggle those responsibilities and demands on your time with your new role on the board of TechOne. Yeah, thank you, Paul.

Paul Robson
Non-Executive Director, TechnologyOne

Appreciate the question. I gave that, obviously, consideration during the process of joining the board, and I certainly felt like I had the bandwidth to be able to contribute to both roles, and that was based on experience where I have had in the past, both operational roles and advisory and board roles. And certainly, since joining the board back in July of last year, there's been no conflict in terms of time. I've been able to make every single meeting, and like Pat, I'll be the first to put my hand up if there's ever a conflict.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you. Any other questions from the floor? Stephen, any questions?

Stephen Kennedy
Company Secretary, TechnologyOne

I've got one question online, Pat, from Stephen Mayne. He likes to congratulate us on recruiting such a quality director in Paul Robson. Stephen's asked whether Paul and the chair could comment on the recruitment process that led to your appointment and was a headhunter involved. Did the full board interview Paul, and did they interview any other candidates? Did Paul know of any of our directors before engaging with the recruitment process, and how easy was it for Paul to persuade MYOB's owner, KKR, that he should take on a part-time gig on our board?

Ed Chung
CEO and Managing Director, TechnologyOne

So let me deal with the majority of those questions. So we ran a process to find Paul. Paul was a standout candidate during that process. All of us as directors are in the marketplace, always talking to people about potentially joining the TechnologyOne board.

So it's not like we suddenly go, "Rick's leaving. We better find somebody to replace him." We're constantly in market looking and talking to quality or looking for quality candidates for the board. In terms of Paul, like I say, every director met with Paul prior to his appointment. We work together as a collegiate group, and therefore it's important that every director feels comfortable with anybody who joins the group, that they can feel they'll be challenged by that individual, but also can build a rapport with that individual. In terms of Paul and KKR?

Paul Robson
Non-Executive Director, TechnologyOne

Yeah, I'll just add to that last question that I met with every single person on the board, and that was an important part of my due diligence as well. And I echo Rick's comments earlier that the dynamic of the board is a very strong one.

For KKR, MYOB runs an independent board with an independent chair. KKR is the largest investor of that organization. Both the investor, KKR, and the independent chair were very supportive.

Stephen Kennedy
Company Secretary, TechnologyOne

Any other questions? That's it. Thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Excellent, so we'll now move to vote on this resolution. The proxy votes received prior to the meeting are now displayed on the screen. I will now ask you to complete your voting card with how you intend to vote on this resolution, and as you can see from the proxies we have, I expect this motion will pass. We now move to Resolution 4. Resolution 4 is the grant of FY25 LTI options to Ed. To consider and, if thought fit, pass the following resolution as an ordinary resolution. That approval be given for all purposes for the grant of options to Mr.

Ed Chung, the company's CEO and Managing Director, under the TechnologyOne Omnibus Incentive Plan rules as set out in the Explanatory Notes to this notice of annual general meeting. Approval is requested under ASX Listing Rule 10.14 and for all purposes to enable the company to grant equity securities in the form of options to Mr. Ed Chung, the CEO, as a director of the company under and subject to the TechnologyOne Omnibus Incentive Plan and under the terms set out in the Explanatory Memorandum. The grant of options to the CEO is part of his long-term incentive grant and forms part of his overall remuneration. If shareholder approval is obtained, the options will be issued to the CEO within five business days of the company's AGM.

If shareholder approval is not obtained, then the options will not be issued and subject to the achievement of the performance conditions described in the notes, the CEO will receive a cash payment upon release of the FY27 financial statements. Sorry, the FY27 financial statements in November 2027 following the completion of the three-year performance period, equivalent in value to the LTI options he would have received had shareholder approval been obtained. The purpose of the LTI is designed to reward participants for the long-term growth of the company.

Are there any questions on this resolution in the room, please? Paul?

Paul Donohue
Analyst, Australian Shareholders' Association

So my question's on the technology for meetings clause. Sorry, Paul, say it again. Technology for meetings. Oh, wrong one, sorry. Sorry about that.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

No worries. That's fine. Any questions in the room? That's the next resolution. Did Paul ask that question? Stephen?

Stephen Kennedy
Company Secretary, TechnologyOne

No questions online.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

The proxy votes received prior to the meeting are now displayed on the screen. I will ask you to complete your voting card with how you intend to vote on this resolution. From the proxies you can see, I expect this motion should pass. We now move on to our last resolution, Resolution 5, which is the change of constitution. To consider and, if thought fit, pass the following resolution as a special resolution. That approval be given for the company to repeal its existing constitution and adopt a new constitution in its place as tabled at the meeting for the purposes of Section 136(2) of the Corporations Act 2001 and for all other purposes, and for identification purposes signed by the chair of the meeting with effect from the close of the meeting.

Ed Chung
CEO and Managing Director, TechnologyOne

The company adopted its previous constitution prior to listing on the ASX with a minor change made in 2007 regarding the rotation of directors. Since then, there have been numerous changes to the Corporations Act, and these changes have necessitated amendments to the company's constitution. Accordingly, the board considers that the existing constitution requires substantial updating and that it is more efficient to adopt a new constitution rather than to make numerous amendments to the existing constitution. The board considers that the effect of the repeal of the existing constitution and adoption of the proposed new constitution will not have a significant impact on shareholders. Are there any questions, Paul?

Paul Donohue
Analyst, Australian Shareholders' Association

Let me try that again. Questions about the technology for meetings clause. The Notice of Meeting summarizes it all and says that the changes won't allow virtual meetings. That's so virtual-only meetings, sorry.

That's welcome because virtual-only meetings erode shareholders' rights in view of the association. My question is this: does the proposed constitution allow physical-only meetings, or does it enshrine hybrids as the allowable format?

Ed Chung
CEO and Managing Director, TechnologyOne

So the legal answer is it enshrines person-only meetings, but my commitment to this meeting is we will allow hybrid meetings whilst I'm the chair of the company.

Paul Donohue
Analyst, Australian Shareholders' Association

Okay, thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Any other questions on this resolution? No questions online, Pat. The proxy votes received prior to the meeting are now displayed on the screen. I will ask you to complete your voting card with how you intend to vote on the resolution, and as you can see from the proxies we have, this resolution will pass.

That brings us to the end of our formal business, but I would now like to offer the opportunity for shareholders in the room or online to ask any other residual questions that they may have. Are there any residual questions from the floor?

Ray Tolleson
Shareholder, TeamInvest

Thanks very much for running an efficient meeting. Not everybody's able to see it live, and so with Ed's presentation, what he actually said to the notes is not, well, it's not available. Will a meeting recording of the meeting be made available on the website?

Ed Chung
CEO and Managing Director, TechnologyOne

I'll take that on notice. I think the answer's probably not, but I'll take it on notice.

Ray Tolleson
Shareholder, TeamInvest

Yeah, thank you.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Any other questions? Any other residual questions, sir?

Stephen Kennedy
Company Secretary, TechnologyOne

No questions online, Pat. Excellent.

Pat O'Sullivan
Chairman and Lead Independent Director, TechnologyOne

Thank you.

As this is the last resolution on the Notice of Meeting, please now complete your yellow voting card if you've not already done so, as we'll be closing the poll at the end of the meeting. As you leave the meeting, please place your voting card in one of the ballot boxes on the way out. There will be a representative from MUFG standing there to assist if you need. Voting online on all items will close in five minutes, so if you've not done so already, please submit your electronic voting card. The official poll results, as I said earlier, will be published to the market via the ASX Company Announcement Platform, and expect that early this afternoon.

I would like to advise the meeting that we will retain the proxies and voting cards from this meeting for a period of six months, after which time they will be destroyed unless there is a reason for them to be kept longer. Before I close the meeting, can I just say a few final things? On behalf of the board, I would like to specifically acknowledge the efforts of the TechnologyOne people. Their skills, commitment, and hard work have allowed us to continue our success and to overcome the challenges we face in this very fast-changing world of technology. The achievements this year are a testament to the caliber of people at TechnologyOne under the strong leadership of Ed. I would like to acknowledge and thank my fellow board members for your hard work, support, and substantial contribution over the year.

I would like to thank you, our shareholders, for your continuing support and faith, and with our highly integrated strategy, our current momentum, our technological vision, and strong financial position, we look forward to continuing success. For those of you here today, I invite you to join me, my fellow directors, and management for refreshments in the foyer outside of the room. For those shareholders and visitors attending online, we are pleased that our technology enabled your attendance, and thank you for joining us. I now declare the meeting closed. Thank you.

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