Good morning, and thank you for attending WiseTech's annual general meeting. I'm Andrew Harrison, the chair of the board of WiseTech Global, and I will be serving as chair for this meeting. Before we begin the proceedings, I'd like to acknowledge the traditional custodians of the land on which we meet today and pay my respects to their elders, past and present, and extend that respect to all Aboriginal and Torres Strait Islander peoples today. On behalf of WiseTech Global, I welcome shareholders joining us at this virtual meeting. While this virtual online meeting format may be familiar to some shareholders, I appreciate that others may be less used to it. We have provided a virtual meeting online guide, which provides step-by-step instructions on how to vote and ask questions via the online platform.
You can access the online guide from the WiseTech Global website, wisetechglobal.com, by selecting Investors and then Annual General Meetings. If you have a question that you would like to ask today, there are two ways to do so. First, you may type written questions into the online platform. To do this, click Ask a Question and follow the prompts. There is a limit of 532 characters for written questions. To ensure you have enough time to type and submit your questions, I encourage you to start typing now instead of waiting until later in the meeting. Online questions that are relevant to the business of the meeting will be read aloud to me by a WiseTech staff member. We may aggregate questions if we receive multiple questions on the same topic. The second way is to ask an audio question, again, using the online meeting platform.
Please follow the instructions set out on the virtual meeting online guide. We will first take any audio questions, then take written questions from shareholders. We will save asking each question until the relevant item of business. I'll now summarize the voting procedures. All items of business will be voted on by poll, which is now open. If you did not cast your vote prior to the meeting, you may cast a live vote using the online platform. Please click Get a Voting Card, enter your shareholder or proxy details, and follow the prompts. You may cast your live vote at any time during the meeting. Live voting on the online platform will close about five minutes after the end of the meeting.
At the conclusion of the AGM, you will see a red bar appear at the top of the online platform with a countdown timer of how long you have remaining to cast your vote. You must be logged on to the platform to cast a live vote. If you experience any difficulties using the online platform, the helpline is displayed at the top of the page. Please call 1-800-990-363. If we experience any technical issues that impact the meeting, we apologize. I will assess the circumstances, and if necessary, the meeting will be adjourned and you will be emailed instructions on how and when to rejoin the meeting. I would like to introduce those directors and officers who are attending the meeting today.
Executive directors and founders Richard White and Maree Isaacs, and non-executive directors Teresa Engelhard , Richard Dammery, Charles Gibbon, and Michael Malone, and our company secretary, David Rippon , who will serve as secretary of the meeting. Also joining us today is Caoimhe Toole from our auditors, KPMG. There will be an opportunity to ask questions to Caoimhe as regards the audit process and the independent auditor's report later in the meeting. Notice of this meeting was provided to all shareholders, and I have been advised that we have a quorum present. Accordingly, I can confirm that this meeting has been properly convened. I'll now take the opportunity to say a few words about our company and the operation of the board. I will then hand over to our founder and CEO, Richard White, who will talk about the business. Both of these addresses were recorded prior to the meeting.
After these addresses, we'll commence the formal items of business. First, I'd like to thank our exceptional WiseTech Global team, which has grown to more than 3,000 people globally. The achievements of the past financial year are a result of their talents, hard work and focus, which have enabled us to make significant progress in delivering our 3P strategy and realizing our vision to be the operating system for global logistics. Our strong FY 2023 performance was underpinned by continued growth in large global freight forwarder rollouts and CargoWise revenue. WiseTech delivered total revenue of AUD 816.8 million in FY 2023, a 29% increase on FY 2022. The majority of our growth came from our CargoWise application suite, which was up 41% to AUD 659.6 million, reflecting increased usage by existing customers and new customer signings.
This result was underpinned by our 96% recurring revenue base and low customer attrition rate of less than 1%, in line with the last 11 years, which combined to make our existing business very secure and predictable. EBITDA, excluding M&A costs, was up 28% on FY 2022 to AUD 412.1 million. EBITDA was up 21% to AUD 385.7 million versus FY 2022. As we explained in our full year results in August, our EBITDA margin was down 3 percentage points to 47% due to the near-term dilutive impact of recent M&A. Organically, EBITDA was up 26%, with EBITDA margin expansion of 2 percentage points to 53%... reflecting the benefit of new customers, new product releases, price increases, and our enhanced operating leverage and ongoing financial discipline.
Our statutory NPAT of AUD 212.2 million was up 9% on FY 2022, and underlying NPAT was up 30% at AUD 247.6 million, demonstrating the high quality of our earnings. It's important to note that these strong results were against a backdrop of softening global trade flows as a result of geopolitical frictions, persistent inflationary pressures, and interest rate rises, all of which impacted global demand. This highlights the resilience of our strategy and the capability of our team to deliver outcomes in challenging conditions. WiseTech retains a solid financial position, supported by a resilient balance sheet and strong cash flows. As at 30th June 2023, we had liquidity of approximately AUD 400 million, providing significant financial flexibility and headroom to fund strategic growth opportunities, as demonstrated by our recent acquisitions.
Our operating cash flows were AUD 433.3 million, up 28% on FY 2022, and free cash flow of AUD 291.4 million was up 23%, demonstrating our highly cash-generative operating model. Reflecting our confidence in the strength of the underlying business performance and robust outlook for WiseTech, the board declared a fully franked final dividend of AUD 0.084 per share, up 31% on FY 2022. Our total dividend for the year was AUD 0.15 per share, representing a payout ratio of 20% of underlying NPAT. WiseTech's dividend reinvestment plan continues to offer eligible shareholders the opportunity to reinvest dividends to acquire additional WiseTech shares. Our ongoing dividend policy is to target a dividend payout ratio of up to 20% of our underlying NPAT.
Turning to developments with your board, where we continue to build on our technology leadership, global reach, and geographic footprint. To support WiseTech's ongoing growth and governance, we are committed to retaining deep industry knowledge and experience on the board, while also evolving the board composition to suit our future needs. To this end, we continue our search for additional independent non-executive directors and look forward to providing an update to shareholders in due course. After close to nine years on the board, I'm announcing today that this will be my last annual general meeting with WiseTech, and that I will be retiring on 31st March 2024. The board has elected Richard Dammery, our current chair of the People and Remuneration Committee, as the new chair of the board, and I look forward to working with Richard over the coming months on a smooth transition.
Richard will bring clarity and thoughtfulness to the chair role, and together with my current colleagues and expected new appointments in the near future, your board will be well-balanced and equipped to take the company forward following my retirement. I would like to take this opportunity to thank my board colleagues and the wonderful team here at WiseTech for their support and collegiality, and you, the shareholders, for your ongoing support of our business. WiseTech is a force for good, improving productivity, connectivity, and resource conservation across global supply chains and in the communities and markets in which we operate. Our diverse and inclusive team of more than 3,000 people across 35 countries is united in our goal to transform the world of logistics, one innovation at a time.
We are committed to encouraging and supporting more women to enter the technology and logistics industries, but recognize that we can always do more. To learn more about the clear steps we have taken in building our environmental, social, and governance commitments, I encourage you to read our sustainability report, which forms part of our annual report. We will continue to develop and build on our ESG disclosures in line with new sustainability accounting standards. On behalf of the board, I would like to thank our CEO, Richard, for his continued passion in leading the business to deliver on our vision. And to the WiseTech team, we thank you for your relentless curiosity, drive, and dedication. I extend my thanks to all directors for their valuable insights, guidance, and commitment throughout the year as we continue to grow our global reach.
Finally, I would like to thank you, our shareholders, as well as our customers and the communities in which we operate, for your continued support and belief in our vision. We are excited by the opportunities ahead of us and the long-term shareholder value we continue to deliver. I'll now hand over to Richard.
Thank you, Andrew, and good morning, everyone. I'm very proud of our strong FY 2023 results, the great progress we have made on our 3P strategy , and the value we continue to deliver for our customers and shareholders. As Andrew has already covered our strong FY 2023 performance, I'd like to focus on the key factors contributing to that performance. First and foremost, our people are the key to driving our success and strategy. We have built one of the most talented teams globally, and their hard work and commitment to WiseTech and its vision and mission, and their embodiment of our credo, mantras, and culture mean they continue to drive real change in an industry that is critical to the world today.
Our ability to perform in challenging times is a result of years of very deliberate and focused work to enhance our development capability by hiring, retaining, and developing very talented people, automating repetitive processes wherever possible, stopping low-yield activities, and designing to allow scaling at low cost, all of which has positioned us for long-term sustainable growth and profitability. WiseTech continues to grow at a very healthy pace, and our highly cash-generative business model and strong liquidity provides a solid foundation to fund our ongoing organic and inorganic growth.
At our FY20 23 results briefing, we outlined the significant progress we have made in delivering on our 3P strategy , including our strong financial performance and FY20 24 outlook, underpinned by continued growth in the number of large global freight forwarder rollouts, signing our first global customs rollout with Kuehne+Nagel, the world's largest global freight forwarder, followed by FedEx Trade Networks, confirming they intend to roll out CargoWise Global Customs alongside their ongoing global forwarder rollout.
The release of our warehouse suite of five highly differentiated products, the release of the early experience version of CargoWise Neo, executing a strategic move into landside logistics, initially in North America, through our strategic acquisition of Envase Technologies and Blume Globa l, and increasing our global product development capability to now over 1,800 team members, up from just over 1,000 at the beginning of FY 2023, to now represent 60% of our workforce. As a product-led business, research and development is at the core of everything we do. In FY 2023, we increased our R&D investment by 45% versus FY 2022, investing AUD 261.9 million and delivering 1,130 new CargoWise application suite product enhancements.
To put this into perspective, over the last 5 years alone, we have invested over AUD 880 million in R&D and delivered more than 5,300 product enhancements. The substantial increase in scale and development capability reflects our commitment to investing to achieve our vision: to be the operating system for global logistics. Our goal is to drive innovation within the CargoWise ecosystem so that CargoWise is a must-have for large global forwarders and international logistics providers. Through our focus on our six key development priorities: landside logistics, warehouse, Neo, digital documents, customs and compliance, and international e-commerce, we are accelerating our product delivery and expanding into new markets and opportunities. This year, we achieved important product milestones, releasing the CargoWise Warehouse Suite, highly differentiated and purpose-built for integrated logistics providers, and releasing Neo to select customers.
We leveraged our team's proven M&A expertise to complete two strategically significant acquisitions in Envase and Blume Global , which significantly transformed CargoWise's capability in North America landside logistics, where the long-term opportunity is significant. To support our product development goals, we also completed two tuck-in acquisitions in Bolero and Shipamax, extending our digital documents and straight-through digital processing capability. In October, we announced the acquisition of MatchBox Exchange, provider of a breakthrough online platform for the reuse and exchange of shipping containers. This acquisition provides our CargoWise landside logistics key development priority with enhanced container optimization capabilities. MatchBox Exchange enables customers to conveniently reuse containers or request or offer empty containers across businesses for the import or export needs.
This helps the landside logistics and port community to be more efficient and productive by enabling faster turnaround times and reducing the cost and inefficiencies of transporting, hiring, de-hiring, and storing empty containers. This month, we announced the acquisition of a customs foothold business in Mexico. Mexico is the second largest economy in Latin America and now the largest trading partner with the U.S. It is also the seventeenth largest export economy globally. This is another important addition to our customs and compliance key development priority. With this acquisition, our global customs system coverage is now more than 70% of global manufactured trade flows, combining our native customs platform and acquired businesses, bringing us closer to our 90% target.
We remain committed to meeting the needs of our large global freight forwarder customers, who need a single global customs platform to make their customs processing more efficient, compliant, and secure. Combined with our CargoWise and existing acquisition solutions, the optimization and supply chain orchestration capabilities we now have will provide extensive benefits and create real value for our customers and the broader landside logistics ecosystem. In FY 2023, we secured 6 new large global freight forwarder rollouts + 2 organic rollouts. Since year-end, we also secured APL Logistics for global CargoWise forwarding rollout, and as I mentioned, FedEx added Global Customs alongside their CargoWise freight forwarding rollout. We expect to see future revenue growth driven by additional large global freight forwarder contract wins and organic growth with existing customers. We remain focused on driving returns through our high-growth, scalable SaaS model, which delivers strong profitability and operating cash flows.
We launched a multi-year company-wide efficiency program, which we expect to deliver a net AUD 15 million saving in FY 2024, with an annual run rate of AUD 40 million, principally by extracting acquisition synergies, streamlining our processes, and removing duplication. Andrew touched on the steps we have taken this year to progress our environmental, social, and governance efforts. In FY 2023, we continued to strengthen our strategy and progress towards net zero. Our sustainability and ESG framework and principles embed sustainability considerations into our decision-making and operations, contributing to a more sustainable future and creating long-term value for our stakeholders. Building on a diverse and inclusive workforce is something we are committed to. We know that both the technology and logistics industries face challenges in attracting diverse team members. At WiseTech, approximately 31% of our employees and 29% of our board members are female.
We remain dedicated to encouraging and supporting more women to enter the technology and logistics industries. We are taking clear steps to enable this through our culture of inclusion, flexible work practices, and strong focus on learning and development to support the growth of our people across our global teams, and importantly, through our strong pipeline of education initiatives. We believe that to attract more diverse people to this industry, we need to change perception and engage in early childhood education before students start to self-select out of certain technical studies and careers. A critical way we can help solve this problem is by encouraging students to preference STEM subjects, starting in early primary school and continuing through to high school, rather than wait until late in high school when many young people have already chosen their career paths, often without any meaningful STEM engagement or exposure.
This is the key reason for our initial five-year commitment of 1% of annual pre-tax profit to Grok Academy. Through our contribution of more than AUD 3 million in FY 2023, our partnership makes the Grok Academy platform free for all K-12 students, adult learners, teachers, and parents in Australia, and supports the development of the next generation technology platform and content to meet the diverse needs of students and educators. Pleasingly, during the first half of the Australian school year, there was a 78% increase in the number of students accessing the platform, a 54% increase in the number of institutions utilizing the platform, and a 50% increase in the number of teachers using the platform compared to the same period in 2022.
Our contribution will also make the platform completely free to students and teachers and parents across New Zealand from the beginning of 2024. This year, we launched our Earn and Learn program, connecting high school graduation with full-time employment and a university degree in software engineering. High school graduates that enter our program work as associate software engineers at WiseTech while undertaking part-time university study. Our FY 2023 cohort consists of 30 students studying a specially designed blend of university coursework, WiseTech-developed coursework, and on-the-job training, leading to the completion of a bachelor's degree in four years. These initiatives, combined with the continued development and increased reach of WiseTech Academy and our growing engagement with schools and universities, present a powerful and comprehensive program that can introduce learners of all ages to software engineering and other valuable technical skills.
We are covering K-12, bridging the gap from high school to university, the bridge from education to employment, undergraduate, postgraduate, on-the-job, and adult learning. We are building an on-ramp for students and adult learners to develop skills and access high-value, long-term employment in the technology sector, with a particular focus on software engineering skills and jobs, whilst also creating a diverse pipeline for our future workforce. Through these focused programs and continued investment, we can enable and empower the technologists of the future. Our commitment to minimize our environmental footprint continues. Once again, in FY 2023, we offset 100% of our Scope 1 and 2 emissions from our global operations using offsets aligned to verified standards. Importantly, this financial year, we've expanded our emission inventory to include Scope 3 emissions. This is an important step in our net zero journey.
I encourage you all to read more about our sustainability and ESG commitments and achievements in our sustainability report. Turning to our FY 2024 outlook, I am reconfirming our guidance. We expect to deliver 27%-34% total revenue growth to between AUD 1.04 billion and AUD 1.95 billion, with CargoWise revenue expected to grow by approximately 34%-43%. We expect to deliver 18%-27% EBITDA growth, equating to AUD 455 million-AUD 490 million.
FY 2024 guidance now includes FX tailwind from recent Australian dollar weakness, as well as our recent small acquisitions of MatchBox Exchange and Sistemas Casa , and their associated upfront M&A costs, offsetting continued macro uncertainty from the global economy and later product release timing, which we'll provide further updates on at our first half FY 2024 results in February. As noted at our FY2 023 results briefing, near-term EBITDA margins will be slightly lower while our larger strategic acquisitions are being integrated. However, we expect EBITDA margins to return to above 50% in FY 2026. Before I hand back to Andrew to commence the formal business of the meeting, I would like to thank him for his significant contribution since joining the WiseTech board. Over Andrew's near nine years at the company, we have grown exponentially and continued our strong momentum to be the operating system for global logistics.
I wish him all the best in his future endeavors. I would like to again thank the WiseTech team for what they have achieved this year. It is their hard work and commitment that drives our success. I would also like to thank the WiseTech senior management team for their leadership, expertise, dedication, and drive in continuing to deliver on our strategic objectives and vision. Thanks also to you, our shareholders, for your ongoing support and believing in and being a part of our vision and mission. The opportunities ahead of us are vast, and we'll continue to deliver long-term shareholder value. Now to the formal business of the meeting. I understand that shareholders present today, together with validly appointed proxies and direct votes submitted prior to the meeting, account for over 85% of the company's issued share capital.
Voting on the items to be considered at this meeting will be by poll. Please refer to the virtual meeting online guide for instructions on how to submit your votes. The voting platform is opened and will remain open until about 5 minutes after the meeting is closed to allow time for you to submit your votes. In line with good governance practices, I intend to disclose the proxy votes for each resolution. This will be done before the discussion on each item, so that shareholders attending this meeting are aware of the intentions of shareholders who have voted by proxy. As chair, I intend to vote all available proxies in favor of each resolution. The items of business for today's meeting are set out in the Notice of Annual General Meeting. I intend to take the resolutions and supporting materials provided in the notice as read.
We'll now turn to the first formal item of business to consider the financial report for the year ended 30th June 2023. We'll take questions or comments on the directors' report, financial statements, and independent auditors' report. As a board, we are constantly seeking to improve shareholder communication, and we hope that you will be able to take the opportunity today to engage with us and ask any questions that you may have. As previously noted, the KPMG audit partner will be available to answer any questions you may have on the audit process or on the auditors' report. I ask that you reserve any questions on the remuneration report for the next item. We'll now take questions or comments on item 1, the financial statements and reports or the business and operations of WiseTech.
First, I will respond to a question submitted prior to the meeting in relation to whether WiseTech made campaign donations to the Voice referendum. We can confirm that WiseTech did not make any contributions to either side of the Voice campaign. Now, are there any questions on the phone?
Chair, there are no questions via the phone lines.
Thank you. I believe that covers the discussion on this topic. Oh, I beg your pardon, I'll ask my colleague: Are there any questions submitted in writing that you need to read out to me?
Chair, we do have some questions. The first question is from Chris Lloyd, WiseTech is now one of the few large companies that has resorted to only having an online AGM meeting. This decision strips shareholders of the opportunity to meet personally with the board and management. I would note that the tech company, Altium, holds both a hybrid AGM meeting, and in the session prior to that meeting, holds an investor presentation that is open to all shareholders. Will the board give consideration to having a hybrid AGM meeting for FY 2024?
Thank you for that question, Chris. Look, as a true technology company, we believe strongly in the value of technology connecting us all, and we recognize the positive impact that a virtual meeting also has on our environment. So we believe a virtual meeting provides more global, scalable, and effective way of communicating with all of our shareholders and provides the opportunity to all share the same opportunity for all shareholders to participate without being physically present. I'd note also that over the years, we've seen a growing international investor base and a number of shareholders who aren't physically present in Sydney and would not be able to physically attend a meeting. We've also noted that the number of webcast viewers was much higher for virtual meetings compared to the physical meeting.
And interestingly, I appreciate your question, but we have had feedback from other shareholders who do believe that a virtual meeting in the format that we have is an appropriate way for us to go. So the answer to your question is, it's we won't be giving consideration for holding a hybrid meeting next year. We do believe this is the most effective meeting to means with which to communicate with the annual general meeting. A gain, if there's any. I keep encouraging shareholders, if you have questions through the platform, either written or audio, we'd be delighted to receive them and answer them for you.
Chair, we have another question from Stephen English . I reside in Adelaide and appreciate companies that arrange hybrid AGMs. I'm an IT professional and have no problem using the online portal. However, I think the lack of an in-person meeting significantly reduces the value of AGMs. Seeing the interactions between board members and their interaction with those in the room as they present a live version of their reports is a key factor in assessing the operations of the company. Will the company consider holding a hybrid meeting in the future years, possibly in different cities?
Okay. Thank you, Stephen, for the question. I think that was similar to Chris's question that was asked before. Again, our view is, and I appreciate it's different from the view that you hold, that a virtual AGM utilizing technology is the most effective way to communicate. We have had feedback from other shareholders that's in agreement with that view. I'm sorry that doesn't accord to yours, but our position will be we'll be continuing with the virtual AGM format in the future.
Chair, we have a question from Stephen Mayne . On July 16th this year, the AFR's Rear Window columnist, Joe Aston, wrote a rather spicy piece about our chairman and controlling shareholder, suggesting his billionaire status was leading him to be distracted from the running of our company. Could Richard please provide a response as to whether he thought the criticisms were fair or unfair?
Well, so Richard, I'll invite you to say a couple of comments. But firstly, Stephen, we completely refute the assertions that were made in that article. And as a board, and I know Richard's many colleagues here have absolute faith in him, we've never had an issue in regards to Richard's commitment to the company, which is absolute, and I think it's been demonstrated in the success of the company over many years. But Richard, would you like to say a couple of words or?
I don't think there's really necessarily to respond to that article in particular. But I'll give you a very specific answer about my commitment. So, I am obviously very passionate about the company. I spend an enormous amount of time and effort working on the strategy for the business and ensuring that everything that we do is high quality and highly effective, and I continue to be very, very engaged. And anybody that works with me knows that I'm always on and always available working for the company, working with customers, working with staff, and I'll continue to do that for the foreseeable future. I'm very, very passionate and engaged.
Thank you, Richard.
We have another question from Stephen Mayne . "Congratulations to Richard Dammery on his appointment as chair. Could Richard comment on whether he'll get with the program and commit WiseTech to publish the proxy voting figures to the ASX, along with the formal addresses before the commencement of the 2024 AGM? This would match the best practice demonstrated by companies such as Origin Energy, NAB, Carsales, Viva Energy, Webjet, Xero, Myer, Brambles and JB Hi-Fi, giving all stakeholders more timely access to important company data.
Well, perhaps. Thank you, Stephen. Perhaps I can, I, I'll take that. We do obviously lodge the addresses and on the platform which were lodged this morning. But let me take that request that you've raised on notice there in terms of whether the proxy votes would be lodged also ahead of time. So we'll take that one on notice, but thank you for your comment.
Chair, we do have another question from Stephen Mayne , "Thank you to Andrew Harrison for his service and performance as chair over many years. It is always helpful for investors to have access to some exit perspectives from retiring independent directors, particularly chairs. In his final contribution as a WiseTech director, could Andrew please comment on what he regards as the best decisions WiseTech made during his time on the board, and does he have any regrets?
Well, thank you, Stephen, for your thoughts. Look, it's been a very, interesting and stimulating journey these past nine years. I joined, I think as shareholders are aware, prior to the IPO, when we were getting ready to float. At that stage, the company was considerably smaller. One of the hallmarks of this business, I think, is its innovation and its long-term thinking, and I think that's the one of the great contributors to its success. A lot of that is driven by Richard, who's here with me today, and we continue today to work on some very exciting and interesting projects going forward. So it's been a, an overwhelmingly positive experience. I can't honestly think of anything.
There are always sort of modest things that one might have done better or done differently, but in the past, there's nothing that stands out to me as anything that's a major regret or something I feel should have been handled differently. But thank you for the question.
Chair, there are no further questions for item one.
Thank you, shareholders, for those questions. So I believe that covers the discussion on this topic. Now, as a vote's not required on this item, we'll now move on to the remaining items of business. Items 2- 4 are each ordinary resolutions, which will be passed if more than 50% of the votes cast are in favor of the resolution. Items 5 and 6 are special resolutions, which will be passed if more than 75% of the votes cast are in favor of the resolution. We'll now turn to item 2, the remuneration report. The Corporations Act requires that the remuneration report is put to a vote of shareholders. The remuneration report can be found on pages 72-90 of our 2023 annual report and is taken as read. The board recommends that shareholders vote in favor of adopting the remuneration report.
However, directors and key management personnel named in the report, and their closely related parties, cannot vote on this resolution given their personal interest. As stated in the notice of meeting, this resolution is advisory only and is non-binding. However, the board will take the outcome of the vote and any discussion on this item into consideration when reviewing the remuneration framework for directors and senior executives. The slide now on screen shows the proxy votes as at 10:00 A.M. on Wednesday, 22nd November. We'll now take questions or comments on item 2, the adoption of the remuneration report. Are there any questions on the phone?
Chair, I do believe we have a question from Allan Goldin. Allan, please go ahead.
Hello, Mr. Chairman?
Yes. Hello, Allan.
Hello. It's Allan Goldin, representing ASA. I'm holding proxies for 52 shareholders. Unfortunately, though I was on the phone, they kept not connecting me. I had some questions for, on the first item. Is it possible that I can ask them, or should I wait till after the meeting to ask those?
No, Allan, that's fine. Why don't you ask them now? Yeah.
Okay. Thank you. The two different areas. The first area was on the, your resignation, which is unfortunate, but after the period of time, is expected. Our concern before has been the lack of independence on the board. Before, you had 7 directors, 3 of them independent, 3 of them from our view, 4 independent, 3 of them not independent. Now, with you leaving the board, that means it's a 3-3 split. I know you've been looking for a director for a while. What we're wondering is 2 things: Why is it taking so long, and what are you looking for? What characteristics are you looking for in a new director?
Well, thank you for that, Allan. And first and also, it's good to have the interaction with the ASA, and to have some new representatives appointed, so thank you for your questions today. So as I said in my address, we're board evolution or development is an ongoing process, so we've been searching for a non-executive director, an independent, non-executive director for some time. We are very close to making that appointment. We've had a look at our skills matrix, in speccing that search, and some of the skills we're considering are financial skills, growth-oriented, governance experience, and preferably some global skills.
We also would note, we are slightly under the 30% target for gender diversity on our board and would like to improve there, so gender diversity will also be an important consideration. Now, we're down to a shortlist there, and we expect that we'll be in a position to make an announcement on a new appointment relatively soon. Could I just comment as well briefly? We did assess. We have a different view, I think, from the one you expressed in relation to Charles, given his independence. So we did assess, Charles, firstly, Charles's performance before recommending him for re-election and considered the question of independence.
So I think the primary thing, Charles is an excellent director, and the primary thing from our point of view is the way that he conducts himself and the way that he contributes to the board. And in addition to that, we did consider his shareholding, which is a significant shareholding, but it is not a significant shareholding in relation to the large shareholding owned by Richard. And the other factors within the regs that suggest that you consider here, we considered and didn't think that they were in any way sort of dominant or persuasive to make him non-independent. So that's our view, is that he remains an independent director. So with that and with the additional appointment coming, we'll be a comfortably majority independent board, if that's helpful.
Mr. Chair, I obviously respect the, what the board's view is, but it's very hard to see that someone who has been involved with the company for so long and owns 5% of it, can be considered to be independent. But we'll just leave that one for the moment. Going on to my other one in the first area, which has to do with, with, the guidance for the, results. The guidance, the, the numbers have stayed the same, but that guidance was given a few months ago. But now we're including the FX tailwind from the recent Australian dollar weakness, as well as our recent small acquisitions of MatchBox Exchange and, and Sistemas Casa , and the associated upfront M&A costs. Now, those figures were given a few months ago.
The Australian dollar weakness was known, but these new purchases weren't known. Does that mean that we're talking at the bottom end of the, of what was given before as an expectation?
Allan, no. Look, there, there, as with any forecast, there are a number of there's a range of items that are included in the forecast, hence why we give a range at the beginning of the year. So where we've spent some time looking at where we think we will be next June, and at this point, we do acknowledge those two. They're very small, but those and they'll only be partial year contributions, but those two items, the FX rates, will have a obviously will have a small positive impact. There are some other items that we're considering at the moment, but when we add all that up, our best view at the moment is we will remain in the range.
So we don't tend to comment on where the, where we will be in the range, but at this stage, we're happy to reconfirm the ranges that we provided earlier. Obviously, at February, when we've got the half year result and a couple more months trading under our belt.
Yeah
We'll be able to provide a much more considered view. Yeah.
Okay, that's good. So we're still talking the EBITDA of AUD 455-AUD 490. Okay, that's fine. That's good. Sorry. N ow to get on to the actual item two. ASA voted for the remuneration report, or is voting our, well, vote our open proxies, which is all of our proxies are open. We'll be voting those in favor of the remuneration report, but it is done reluctantly, and that is because of the lack of a long-term incentive. There has been good alignment with results and with pay, but we do, we just have a real problem in seeing that there isn't that long-term incentive, that it's so easy for executives to go and lose focus and move on to concentrate more on the short-term ones, because you don't have that long-term. You do have long-term plans. You have long-term goals.
We think that those should be incentivized, and I'm not sure if we can continue to support in future years if we don't see some form of long-term incentive.
Allan, I might ask Richard to say a few words, but I'll just start by saying we've thought long and hard about this, including prior to listing with Richard, as to how to best structure these incentive programs. So it's important to remember that the individual targets that the people have for their annual performance awards are not all to do with short-term financial performance, because I understand that would be a concern. A number of people are working on items that won't have an impact, that are very, very important to the company, but won't necessarily have an impact within the current year. It's very difficult for us to split those between short and long term.
But the other thing we do to ensure that there's alignment in with the long term is there's a significant equity component to all of our peoples, all of our senior people and right through the company, actually, as part of their compensation. T hat is very, very helpful in producing long-term alignment. I know, Richard, you deal with this from day to day. Anything to add to that, or?
I do have some things to add to that.
Yes.
So, so Andrew's right. A lot of the packages of the senior people and actually many of the, almost all of the staff, have an equity component in the package that vests over four years. So that effectively creates a long-term incentive, particularly around the growth of the company. E ach year, we look at the—w e have a very specific matrix of activity that we have to identify the behaviors that we need, the effect of those behaviors, and then leading and lagging indicators. And we do this in a very structured way, and it gives us a substantial steerability of the company. Now, this company is a very high-growth company in a very complex area, and LTI, for us, just doesn't work in the way that it works for slower growth, more traditional industrials.
We need a very steerable and very sophisticated way of generating change in the company's growth and perspective. So on a year-on-year basis, we are moving on different targets in different ways, and an LTI for that form is much better dealt with as a set of moving short-term incentives that we can adjust each year and also drive the product roadmap, drive the growth of our markets and the adjacent markets we're moving into. There's so many moving parts here, we actually need the flexibility.
Thank you, Richard. Okay.
Thank you. There are no further questions via the phone lines.
Lovely. Thank you for that.
Chair, we do have some questions that have been submitted in the platform.
Thank you.
There is one question that is, was missed for item one from Athena Pazzoll i, "Sorry, I missed item one. Will WiseTech be adversely affected by the predicted slowdown in the world's economy?
Well, again, I know, Richard, you've spoken at length on this in public, so I might ask you to take this question.
So, the company has a number of very substantial customer contracts with it that are rolling out across the world, and so our growth is very different to what the world economy is doing. The short answer is that, of course, changes in volume in the trade, particularly international trade, does affect us. And we've spoken about this very clearly. There is a small reduction in international trade. It's there, and we've seen it. Mainly, we've seen it through the press, because when we look at our own figures, they're actually growing. So, you know, we have a number of confounding measurements in this because we have more than 10 global rollout contracts, and we also have a lot of new business growing with our something like, something like 47 of our large global forwarders.
So there's a lot of business growth happening in the company that is, additional to or different to the global economy. In the deck that we produced, both at the half year and the full year, in the recent half and full, we pointed out to all the contributions to growth, and about 3% of the 33% was the economy. The remainder were other factors that we drive ourselves. Now, as a high-growth company, we've got product rollouts that we've got to get done. We build very sophisticated, very complex things that solve very complex problems. There's always, you know, timing issues with them. It's very sophisticated. We've got to build those products to the very best standard we can possibly build. So those have impacts on our revenue growth.
Sales has an impact on our revenue growth, and sales has a different tenor in a slowdown than it does in a high-growth economy. But equally, we've got mechanisms to build sales in those slowdowns. When profitability is affected, we get an uplift in sales because people need efficiencies. So there's all these moving factors, and only one of them, a very small part of it, 3% of 33, is from the global economy itself.
Thank you, Richard.
We have another question, for item one from Athena Pazzolli , "Nowadays, many companies use their own software and AI to organize the movement of products. Why would they choose WiseTech compete?
Well, that's an interesting question.
I think that's for me.
I think that is for you, Richard.
Yeah, so. So we operate in an area of incredible complexity. There are 30 or 40 functional requirements to cover an entire global supply chain, and the particular thing that we're talking about here is international trade. WiseTech is the strongest across the international piece, international freight forwarding. The boundary lines for that are the import and export area, which is the customs boundaries, the landside logistics pieces, and all of the ancillary things that sit around the port communities. Now, that's a very specialized area of trade, and we provide effectively to the wholesalers, the global companies that make those international movements happen, freight forwarders, shipping lines, and others that operate in that space.
So we're not providing software to customers that run a warehouse in a domestic situation or have their own software internally or their own ERP system, like Oracle or SAP or Microsoft Dynamics. We're providing an operating system for global logistics companies. That's very different. The scale of that, the complexity of that, and the depth and value of that is very different to that which you would do as an individual retailer or a wholesaler. That's a very different model.
Chair, we have another question for item one. Athena Pazzolli, h ow much does WiseTech pay for the carbon credit offsets? Has WiseTech considered whether WiseTech would change course on ESG as more companies move away from ESG?
And thank you, Athena. We don't disclose the payment for carbon offsets, given our relatively low footprint. There's a fair amount of detail in our annual report, so I, I believe it's around page 39 that you can see on that. It's an area of interest for us, clearly, that we'll continue to work, the environment and our carbon emissions in particular, is one of our main areas of focus here, and we'll continue to work there to bring our emissions down. Which are largely, just to remind, shareholders, in relation to particularly electricity consumption from our data centers and offices. So there are ongoing efforts there, I can assure you. Yes.
I have an additional comment on that. You'll notice that one of our mantras is win-win or no deal, and in as far as ESG is concerned, we have very effectively used our social commitments and our carbon reductions to actually improve the company's capabilities and actually be a better and more profitable company. In particular, when you look at the educational activities that we've done, these have created an enormous brand value. And our hiring and the quality of our hiring and the ability to sustain that hiring at a very high value for a long time has risen dramatically because of our association with these educational initiatives. Equally, I think you can think about carbon reduction as a cost. We don't. We think about what we can do to be much more efficient.
But I'll give you an example. In our data centers, the ones that we've built and own ourselves, we use things like cold aisle containment and reuse of the heat from the data center. Those capabilities mean that we're spending much less because we've spent a lot of time being ultra-efficient and ultra-sophisticated in the way that we do those things. Equally, we can deal with the grid and the way that the grid operates and be participating in a carbon reduction that is just not offsets, but actually generating through solar and other things, where we can actually be a participant in that grid.
Thank you, Richard.
Chair, we have a question in regards to Item 2 on the Remuneration Report from Stephen Mayne . Did any of the five main proxy advisors, ACSI, Ownership Matters, Glass Lewis, ISS, and ASA, recommend a vote against any report reasons did they give?
Thank you, Stephen. All of the major proxy advisors recommended voting in favor of all resolutions. Now, the reports themselves are proprietary, so I can't really give you any background for that, but all the votes were in favor.
Chair, there are no.
Recommendations. I apologize, yes.
Apologies. There are no further questions.
Great. Thank you for those questions, shareholders. Since there's no further questions, we'll now turn to item three, the re-election of Director Charles Gibbon. Charles joined the WiseTech board in 2006, served as chair from 2006- 2018, and has been a shareholder since 2005. His long association with the company brings considerable corporate knowledge and experience to the board table. I'll now ask Charles to say a few words to the meeting.
Good morning, everyone, and thank you, Chairman, for the opportunity to address the meeting today. I am seeking your support for my re-election as an independent, non-executive director of the WiseTech Global board. I am extremely proud and privileged to have been a part of WiseTech since becoming a shareholder in 2005. I've been lucky to witness the growth of this company to being the leading provider of execution software to the global logistics industry. WiseTech is now one of Australia's most successful technology companies and employs more than 3,000 dedicated and highly talented members around the world. I am currently a director of Shearwater Capital, which specializes in venture funding, and have previously been a director of other digital businesses. My earlier experience was in institutional funds management and private equity. Building businesses is what I love to do.
I believe my corporate experience and deep knowledge of governance, entrepreneurship, leadership, the logistics industry, and the WiseTech business are an asset to the board. The logistics and supply chain industries are critical to the world. The opportunities for WiseTech continue to grow as digitalization and optimization play increasingly vital roles in improving sustainability, productivity, and profitability across the world's supply chains. I am committed and focused on contributing to the board's role, representing the interests of shareholders. I would be honored to continue to serve you as a non-executive director, should I be re-elected. Thank you for your time and the opportunity to speak to you today.
The board has undertaken a review of Charles's performance and, with Charles abstaining, recommends that shareholders vote in favor of his election to the board. As we discussed earlier, the board considers Charles to be an independent director. The slide now on screen shows the proxy votes as at 10 A.M. on Wednesday, 22nd November. I will now open the discussion and take questions or comments on item three, the re-election of Charles Gibbon. Are there any questions on the phone?
Chair, there are no questions via the phone lines.
Are there any written questions on the online meeting platform?
Yes, Chair, there are. We have a question from Stephen Mayne . Shareholders rarely get any insight into chair succession matters. As the only director up for election today, could Charles Gibbon provide his perspective on how the chair succession was handled? Was a headhunter or external party involved in the process, or was it all done just with the assistance of the company secretary, like what happened at Macquarie Group? Were there multiple candidates for chair, and was there a ballot? Was Charles a candidate?
Look, Stephen, if you don't mind, I'll, I'll take that question. Look, we won't go into all the details of our succession plan, other than I can confirm, as, as a board, we do have a succession plan, for ourselves, and that includes succession for both the chair, the chair of the committees, and the ongoing development of the board. As part of that process, we had, we went through a process, and we firmly believe that Richard Dammery is the best candidate for the role of chair, and we're gonna— we're confident he'll do an excellent job going forward.
Chair, we have another question from Stephen Mayne , "In terms of his independence, does Charles agree that he serves at the pleasure of Richard, and this, almost by definition, raises questions of his—as to his independence in terms of taking on the founder if they disagree on matters? Also, what is Charles's history in terms of past share sales, and can he provide an assurance that he won't sell any shares before the 2024 AGM?
Look, firstly, I wouldn't characterize any of the directors, including Charles, as being here at the pleasure of Richard at all. We're all independent, and we operate as a very high-functioning and questioning and challenging board, as we should. In terms of Charles's share sales, Charles last sold shares, I believe, in around the middle of 2019, which is some time ago now. Look, i t's a matter for Charles as an individual and as an investor as to whether he would sell those shares, sell any more shares going forward. So, look, we're unable to give you an assurance on that. Yeah.
There are no further questions.
Right. As there's no further questions, we'll now turn to item four, the grant of share rights to Executive Director Maree Isaacs. Item four concerns the grant of share rights to Executive Director Maree Isaacs. We are seeking shareholder approval for the grant of share rights in the interests of transparency and good governance, and to preserve the flexibility to issue new shares on vesting and exercise of the share rights. The proposed grant of 3,071 share rights corresponds to Maree's FY 2023 performance incentive of AUD 240,000. As this incentive has already been earned for performing during FY 2023, there are no further performance hurdles after grant.
Subject to Maree remaining an employee of the group, the share rights will vest in four equal tranches: 25% immediately on grant and 25% each 1st July from 2024- 2026. On vesting, the share rights are available to be converted to fully paid ordinary shares at the discretion of the participant. Other than delaying the grant until after the AGM, Maree's equity incentive has the same structure that applies to other senior executives in the group. The board recommends that shareholders vote in favor of this resolution. The slide now on screen shows the proxy votes on this item. I will now open the discussion and take questions or comments on item four, the grant of share rights to Executive Director Maree Isaacs. Are there any questions on the phone?
Chair, there are no questions via the phone lines.
Are there any written questions on the online meeting platform?
Chair, there are no written questions.
Thank you. As there are no questions, we will now turn to item 5, the amendments to the Constitution. Item 5 concerns amendments to the company's constitution. The proposed amendments are intended to reflect developments in law, general corporate and commercial practice for ASX listed companies since the Constitution was adopted. Many of the changes are administrative or relatively minor in nature. The explanatory notes in the notice of meeting include a summary of the more material changes, and a marked up version of the changes has been made available on the AGM page of our website. The Board recommends that shareholders vote in favor of this resolution. The slide now on screen shows the proxy votes on this item. I will now open the discussion and take any questions or comments on item 5, the amendments to the Constitution. Are there any questions on the phone?
Chair, there are no questions via the phone lines.
Are there any written questions on the online meeting platform?
Chair, there are no written questions on the platform.
All right. If there are no questions, we will now turn to item 6, the reinsertion of proportional takeover provisions. In a proportional takeover bid, the bidder offers to buy only a proportion of each shareholder's shares in the company. Many ASX listed companies include a provision in their constitution to ensure that shareholders vote on a resolution to approve such a bid, and the proportional takeover bid may only proceed if approved by shareholders. This item of business, if approved, will reinsert the relevant provision in WiseTech's constitution for a period of 3 years. The explanatory notes provide further details, together with a summary of the potential advantages and disadvantages for shareholders.
The Board considers that the potential advantages for shareholders outweigh the potential disadvantages and recommends that shareholders vote in favor of the resolution. The slide now on screen shows the proxy votes. I will now open the discussion and take any questions or comments on Item 6, the reinsertion of proportional takeover provisions. Are there any questions on the phone?
Chair, there are no questions via the phone lines.
Are there any written questions on the online meeting platform?
Chair, there are no written questions.
Thank you. As we've now concluded all the items of business, I would like to remind you to submit your votes via the online platform, which will remain open for about five minutes after the close of the meeting. The results of the poll will be announced via the ASX and posted on our website this afternoon. That concludes the business of the meeting. I'd like to thank shareholders for your attendance and participation, and I declare this meeting closed. Thank you very much.