WiseTech Global Limited (ASX:WTC)
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Apr 28, 2026, 4:12 PM AEST
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AGM 2025

Nov 20, 2025

Andrew Harrison
Lead Independent Director, WiseTech Global

Good morning, and welcome to the 2025 WiseTech Annual General Meeting. For those of you I haven't met, my name is Andrew Harrison, and I'm the lead independent director of the company. On behalf of WiseTech Global, I welcome shareholders joining us in Sydney today, and also those attending the AGM online. Before we begin proceedings, I'd like to acknowledge the traditional custodians of the land on which each of us meets today, here in Sydney, the Gadigal people of the Eora Nation, and I pay my respects to their elders past and present, and extend that respect to all First Nations peoples attending today. Notice of this meeting was provided to all shareholders, and I've been advised that we have a quorum present. Accordingly, I can confirm that this meeting has been properly convened.

Please be advised that it is not permitted to film, take photos, record, or live stream the AGM. The meeting is being webcast. Excuse me. I also ask that you note where your nearest exit is in the unlikely event that it becomes necessary to evacuate the building. In the event of an emergency, please follow the instructions of WiseTech staff. I would like to introduce those directors and officers who are attending the meeting today: Executive Chair and Co-Founder Richard White, Non-Executive Directors Rob Castaneda, Chris Charlton, and Sandra Hook, and Executive Director and Co-Founder Maree Isaacs, CEO Zubin Appoo, and our Group Company Secretary and Head of Regulatory Affairs, Katrina Johnson. Also joining us today is Cameron Slapp from our auditors, KPMG. There will be an opportunity to ask questions to Cameron in relation to any aspect of the audit process and the independent auditor's report.

For those who are joining today's AGM online, on the WiseTech Global website, you will find an online meeting guide providing step-by-step instructions on how to vote and ask questions via the online platform. You can go to wisetechglobal.com, click on Investor centre, followed by Shareholder services, and you will find all the meeting documents on the AGM page. For the purposes of this meeting, if you have a question that you would like to ask today, there are a few ways to do so. First, for shareholders or proxies attending today's meeting on-site, our WiseTech team will direct you to proceed to microphone stands on either side of the room. Please state your name and, if applicable, the organization you are representing today before asking your question. For those attending the AGM online, you may type written questions into the online platform.

To do this, click Ask a Question, enter your shareholder or proxy details, and follow the prompts. In the Regarding section, click on the drop-down arrow and select the category or relevant resolution for your question. Written questions can be submitted online at any time during the meeting. 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 this meeting will be read aloud to me by a WiseTech team member. We may aggregate questions if we receive multiple questions on the same topic or summarize very lengthy questions. Alternatively, if you are attending online, you may ask an audio question using the online meeting platform.

To do this, click Ask a Question, enter your shareholder or proxy details, and select the Audio Question option and follow the prompts. We will be taking questions after each item of business, and questions of a general nature will be addressed at the end of the formal business proceedings. I will take questions from shareholders attending the AGM in person first, then audio questions from the online meeting platform, and then online written questions submitted via the online portal. Depending on the number of shareholders lining up for questions in person, I may take a few questions in person, then give the opportunity to shareholders who dial in by phone and join online to ask questions, and then come back to the in-person questions. All questions should be directed to me in the first instance, and I may refer the question to another person for a response if appropriate.

Shareholders as a whole will be given an opportunity to ask questions they may have relating to the company's performance and operations, or relating to any item of business, unless the questions become repetitive or disrespectful. To afford as many shareholders as possible the opportunity to ask questions, we ask that each shareholder speak briefly, or to keep any written questions brief, ask questions at the relevant item of business, and limit yourself to two questions per item of business. I will now summarize the voting procedures. All items on business will be voted on by a poll, which is now open. I would like to remind those present that only registered shareholders and validly appointed proxy holders may vote. Shareholders and proxy holders who have not yet voted have been given a yellow voting card. Proxy holders have also been provided with a schedule of their voting directions.

If you are a non-voting shareholder with a blue card or a visitor with a red card, you are not permitted to vote at this meeting. Only those with a yellow or blue card may speak or ask a question during the meeting. If you feel you should have been allocated a card of a different color, please speak to a staff member from our share registry services provider, MUFG. For those joining us online, you may cast your vote using the online meeting platform. Please click Get a Voting Card, enter your shareholder or proxy details, and follow the prompts. Many detailed voting instructions are set out in the online meeting guide. Voting will close about five minutes after the end of the meeting.

If you are using the online platform, at the conclusion of the AGM, you will see a red bar appear along the top of the online platform with a countdown timer of how long you have remaining to cast your votes. You must be logged in on the platform to cast your votes online. 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. Before I hand over to Richard and Zubin, I'd like to take a few minutes to speak on behalf of the board. This meeting is an important one. It's a time for us to reflect, to be transparent, and to thank you, our shareholders, for the trust you continue to place in this company, the board, the people, and our leadership.

The past 14 months, and in particular the last few weeks, have been challenging and for many unsettling. The ASIC investigation announced this year has attracted attention and media headlines, and I understand that naturally raises questions and concerns. Let me be very clear: this matter is only in the investigation stage, and no charges have been brought against any individual, nor have any allegations been made against WiseTech Global. It is still in relatively early stages and is a process that will take time. While there's a limit to what we know and what we can say right now, I want to assure you that both the board and management are cooperating with the authorities. We take this very seriously and are closely monitoring the situation as it evolves. We are focused on making decisions that protect WiseTech's stability and long-term success.

Everything we do is guided by a strong sense of responsibility to our shareholders, the whole WiseTech team, and the business we're very proud to serve. We know that speculation can have real impacts on our people, on confidence, and on shareholder sentiment. What I can assure you is that WiseTech was built over three decades on a solid foundation by a combination of organic and inorganic growth initiatives and a diverse and highly skilled team that continues to grow. Testament to this solid foundation is the fact that as of 30 June 2025, we were already serving 17,000 of the world's logistics companies across 193 countries, including 47 of the top 50 global third-party logistics providers and 24 of 25 largest global freight forwarders worldwide. Since that time, we've completed our acquisition of e2open, which results in even greater scale and market reach for WiseTech going forward.

Importantly, there remains a large runway for further growth and shareholder creation from ongoing product developments, leveraging AI and continuing to identify strategic acquisitions that enable us to expand WiseTech's total addressable market. What truly defines WiseTech is our people. More than 7,000 dedicated team members across the world continue to deliver innovation and excellence every single day. Their continued focus and resilience speaks volumes about the culture that's made WiseTech a world-leading technology company in global trade and logistics. Earlier this year, the board commissioned an external advisory firm to conduct a survey of the top 50 large domestic and international institutional shareholders to inform key decisions on matters including the appointment of further independent non-executive directors. The survey findings revealed several common themes. First, those shareholders wanted the company to publish a summary of findings of the board review into matters relating to Richard.

Second, while there was overwhelming support for Richard's ongoing involvement and commitment to the company, including overseeing its product innovation and strategic growth plans, shareholders wanted to see a clear succession plan, notably a candidate with a strong software and product development background and knowledge of the company's products, markets, and methods. Third, those shareholders expected an orderly, seamless, and gradual transition over a reasonable timeframe to a new CEO supported by Richard while maintaining operational continuity, product innovation, and a growth focus. Fourth, those shareholders expected WiseTech to strengthen board independence as a priority through the appointment of new independent non-executive directors, with the survey results strongly supporting a considered process that ensured the requisite balance of skills and perspectives, including experience drawn from international logistics and global technology, as well as appointments that support board governance, performance, and continuity.

Finally, those shareholders expressed a desire for regular engagement with members of the board and executive team to build on the positive momentum from the company's 2024 Investor Day. We listened and took action. In March, the then board provided an update on the board review and released additional findings that had been made since the previous findings were released in November 2024. Under the current board, the board review process continues with support and advice from Seyfarth Shaw and Herbert Smith Freehills, and the board remains committed to evolving its governance process with the advice and support of our advisors. Since the shareholder survey was conducted, the board has also appointed four independent non-executive directors with a range of skills and experience, including international logistics, global technology, business growth, and governance.

These are the skills and areas of experience that shareholders had told us they would like to see in any new director appointments. The appointments of Chris, Sandra, and Rob have brought additional depth, independence, and broader perspectives to our board, which is balanced against the continuity and extensive history of WiseTech knowledge offered by the longer-serving members of our board. As WiseTech continues to grow and expand its global reach and geographic footprint, it's essential that our board evolves alongside it. We are continually refreshing the mix of skills and experience around the table to ensure that we have the right expertise and governance oversight for our next phase of growth. We will continue to evolve the board with more independent non-executive directors in the near future. We plan to announce the appointment of at least one additional independent non-executive director by 31 December 2025.

While the board is going through its renewal to bring fresh perspectives and diverse skills and experience, it's equally important to adopt a balanced approach to board renewal, including introducing new independent directors while safeguarding the depth of knowledge and intellectual property that the board has developed. With Charles Gibbon and Mike Gregg's retirement, Maree's role is essential to maintain continuity, which is critical during the transition period to minimize disruption and enable the board and management to stay focused on strategic execution. Maree, who retires and offers herself for re-election to the board today, co-founded WiseTech Global with Richard in 1994 and has been an executive director since 1996. As Head of License Management, Maree has been deeply involved in the commercial model since the firm's inception. Her insights are particularly critical as we navigate the transition to the new CargoWise commercial model.

The board believes her unique vantage point helps to ensure continuity and provides nuanced understanding of the complexities inherent in this type of transition. As Lead Independent Director and on behalf of the board, my focus is on ensuring that WiseTech upholds high standards of governance, transparency, and stewardship as we pursue our long-term vision, and that we're aligned with evolving expectations from key stakeholders, including regulators, the business community, and of course, you, our shareholders. Since rejoining the board in April this year, I have viewed my current tenure as transitional in nature. Once the new board is fully in place and working well, I intend to step down with another non-executive director assuming the role of Lead Independent Director. As such, if elected today, I would not anticipate serving a full three-year term.

Richard continues to be involved in product innovation and strategic growth plans in his role as Chief Innovation Officer, providing operational continuity and insights in product innovation as requested by shareholders. Importantly, we address shareholder feedback regarding succession planning and key person risk by appointing a new permanent CEO in July in Zubin Appoo. Zubin's deep product and technology expertise, his leadership experience, and his extensive understanding of WiseTech's culture and history of innovation mean he's brought unique product insights, clarity, pace, and renewed energy to the business. The board has been impressed with how Zubin's sharpened our innovation focus and strengthened execution and productivity since being appointed CEO. With Zubin now at the helm, this marks an exciting new phase for WiseTech, and the board fully supports his vision and leadership.

We have great confidence in his ability to guide the company forward, building on our strong foundations while driving the next wave of transformation. As Zubin will outline shortly, we're continuing to make progress on our strategic priorities under his leadership, from integration activities for e2open to the announcement and upcoming launch on December 1 of our new commercial model, to introducing AI capabilities in our products as well as internally at WiseTech to drive efficiency and advancing our work on container transport optimisation. These are important initiatives that will set us up for long-term growth and global leadership well into the future. On behalf of the board, I would like to acknowledge and thank Andrew Cartledge for stepping in as interim CEO in October last year and for assisting with a smooth transition to Zubin this year.

I also thank Andrew for his previous contributions as WiseTech's CFO and wish him well for his retirement at the end of the year. I would also like to address the feedback we've received from some proxy advisors regarding our remuneration report and incentive decisions. We understand and respect that shareholders take their voting responsibilities seriously, and we welcome that scrutiny. The board spent a great deal of time considering the unique circumstances of FY25, a year with multiple challenges outside of management control, but also one where the team continued to deliver against key strategic objectives. Our decision to partially carry forward unearned incentives into FY26 was not taken lightly. It was a one-off, carefully considered decision designed to ensure fairness and maintain momentum during a period of transition.

The incentive remains fully at risk, tied to high levels of performance expectations, and aligned with long-term shareholder value through equity vesting over three years. It is the people and knowledge at WiseTech that drives our intellectual property. In a competitive market, our goal is to incentivise and retain the best talent across the industry, especially as we focus on executing our long-term value creation opportunities like e2open, our new commercial model, and container transport optimisation. Our aim, as always, is to balance accountability with fairness to reinforce a high-performance culture, to retain key talent, and to keep WiseTech moving forward sustainably. Despite the challenges over the past 14 months, the fundamentals of the business remain very strong. Our technology, our people, our customer relationships, and our strategy continue to deliver results.

We're looking ahead to a future where WiseTech continues to drive innovation that transforms global supply chains, creates value for shareholders, and sets new standards for excellence in our industry. To our shareholders, thank you for your confidence and support. To our employees, thank you for your resilience and commitment. To our leadership team, thank you for your integrity and focus through what's been a demanding period. We remain confident, united, and determined that we'll continue to show through our actions and our results why WiseTech remains one of Australia's great global success stories. Thank you. I'll now invite our Executive Chair, Richard White, who will then hand over to our CEO, Zubin Appoo. After these addresses, we'll commence the formal business of the meeting.

Richard White
Executive Chair and Co-Founder, WiseTech Global

Thanks. Good morning, everyone, and welcome to WiseTech Global's annual general meeting in 2025. Thank you so much for you all joining us.

Today is about reflecting on WiseTech's performance and achievement over the past year and looking to the opportunities ahead. Whilst this year has undoubtedly been a challenging one, our team has remained focused on delivering the company's vision to be the operating system for global trade and logistics. Throughout this year, our team has shown great resilience and continued to drive growth whilst executing the company's strategic priorities. When I returned to the board in February as Executive Chair and Chief Innovation Officer, I committed myself deeply to working with the board and the company to achieve a strong and seamless succession plan. As Andrew highlighted, the appointment of Zubin, our permanent CEO, marks an important milestone in our succession planning, as does our board renewal. Our succession planning goes much wider than just the CEO or board roles.

It also encompasses senior leadership, software development, product, and technology management, ensuring we develop and grow the incredible talent we have among our 7,000+ team members. At our Investor Day early in December, you will get a chance to hear directly from many of our senior leaders and have the opportunity to see the depth and breadth of talent we have within the business. In addition to succession planning, my focus since returning to WiseTech as Chief Innovation Officer in February has been to work collaboratively with the team to ensure we drive innovation at scale and develop a strong pipeline of new product developments and enhancements.

You will hear shortly from Zubin on the progress we have made in this regard, particularly in relation to leveraging the data and insights from our acquisition of e2open, integrating AI automations and management capabilities into CargoWise, using that same AI engine to drive efficiencies across the WiseTech business itself, and announcements of our upcoming launch of our new commercial model and advancing our work on container transport optimisation. As we look ahead, I see a WiseTech that has increased its reach significantly. It has access to larger addressable markets with new adjacencies, is more innovative, more global, and more deeply embedded in the world's logistics processes and supply chains than ever before. With Zubin leading a talented team, a renewed and diverse board, and an unmatched product suite, we are focused on the opportunities ahead.

As one of Australia's most successful global tech companies and the leader in technology solutions for global trade and supply chain logistics, we are continuing to push the boundaries of innovation in one of the world's most vital industries, driving the next phase of our growth. I want to take a moment to acknowledge Charles Gibbon, who retired from the board in June, and Mike Gregg, who retired this week. Both served WiseTech incredibly well for around 20 years, and both have been remarkable contributors to our success. Charles and Mike have provided significant business acumen, thoughtful advice, always independent thinking, and invaluable knowledge throughout WiseTech's journey. Their impact on this company runs really deep, and their role and history will be remembered well into the future.

Putting Charles and Mike's and the team's contribution into perspective, when they joined the company 20 years ago, we had just delivered an annual revenue of AUD 10.4 million. This year, with their efforts and the efforts of many others, the company has grown its revenue by more than 200 times and has become the leading global provider of international trade and logistics software. An Australian-founded company that dares to take its technology, conceived and built here, to the world is an achievement every Australian can respect and be proud of. Finally, I want to thank the whole WiseTech team for their passion, their brilliance, our customers and partners for their trust and collaboration. Of course, you, our shareholders, for your ongoing belief in WiseTech. I'm sorry, I'm very passionate about this company.

The future of our team and its building is extraordinary, and we are more and more committed than ever before to making it a reality. Thank you, and I'll hand you over to Zubin for his CEO address. Thank you.

Zubin Appoo
CEO, WiseTech Global

Thank you, Richard. Good morning. It is a privilege to address you today at my first AGM as Chief Executive Officer of WiseTech Global. As CEO, my focus is on WiseTech's performance, strategic direction, and the long-term value we create for you, our shareholders. I stepped into the role four months ago with a mandate to accelerate execution, sharpen focus, and ensure WiseTech continues to deliver on its long-term vision and to position us to capture the enormous opportunity ahead. We are a company with a proven model, world-leading technology, and a culture of relentless innovation. Our track record is strong, and our opportunity ahead is even greater.

WiseTech plays a critical role in the global trade and logistics ecosystem, an ecosystem that's more complex, more digital, and more interconnected than ever before. Our technology sits at the center of that transformation. Our responsibility and my responsibility is to ensure we execute consistently, allocate capital with discipline, and position WiseTech to lead this industry for the long term. FY25 was a year of real progress, strong execution, and meaningful change. We delivered total revenue of AUD 778.7 million, up 13% organically on the prior year, of which AUD 682.2 million was CargoWise revenue, which was up 17% organically on FY24. Our EBITDA grew 26% to AUD 409.5 million, excluding the recent e2open acquisition, up 26% on FY24. Our underlying NPAT grew by 30% to AUD 241.8 million. Pleasingly, we continue to generate strong cash flow of AUD 287 million, which was up 31% on FY24.

The board declared a fully franked dividend for shareholders of AUD 0.077 per share, up 24% on the prior year. The engine of WiseTech's success is our organic growth, and a key component of that is CargoWise. Since our IPO in 2016, recurring revenue from CargoWise has increased by more than AUD 615 million. That represents a compound annual growth rate of 31% over nine years. This is not theoretical growth. This is long-term sustained market penetration at scale. In FY25, we delivered our strongest year on record for top 25 global freight forwarder wins. Nippon Express and LOGISTEED alone represent three times the expected user base for all major global freight forwarder wins in the prior year. Today, 14 of the world's top 25 global freight forwarders have rolled out or are rolling out CargoWise globally.

The opportunity ahead remains significant as the rest prepare to move off legacy platforms and onto modern, integrated, AI-enabled technology. Global trade is more complex today than it has been at any point in decades. Tariffs, embargoes, sanctions, restricted party rules, and geopolitical volatility are increasing. CargoWise is well positioned to tackle these complexities through the two critical outcomes it delivers. It drives efficiency and productivity into the supply chain, and it manages rising complexity and risk that global logistics operators simply cannot avoid. With AI embedded into its workflows, CargoWise is well positioned to accelerate the speed of adoption and depth of penetration. WiseTech is a high-performing business with a strong track record of year-on-year growth over the past three decades through relentless innovation and world-leading technology. What genuinely excites me and the team are the enormous opportunities ahead to continue to grow.

Before returning to the company this year, I spent nearly 15 years at WiseTech helping build our technology, products, and culture. I deeply understand the DNA of this business. This understanding is critical to my focus as CEO of ensuring WiseTech continues to be a high-performing, innovation-led business that compounds value over many years. Looking ahead, our priorities are to, one, execute our strategy with discipline and with urgency. Two, strengthen our operating model to drive efficiency, productivity, and scale. Three, invest in transformative capabilities, especially AI, that enhance our product, deepen customer value, and expand our market reach. Four, maintain strong financial performance and discipline and deliver sustainable long-term returns. Although I have only been in the CEO role for four months, we have moved with speed and intent.

The strategic priorities set out at our FY25 results, including the e2open integration, Container Transport Optimisation, our new commercial model, and AI-driven efficiency, are well underway. We're seeing meaningful traction on a number of initiatives, stronger alignment across our teams, and a level of operational momentum that positions us to deliver against the commitments that we have made. We completed the acquisition of e2open in August and have already established a unified integration leadership team drawn from both organizations. Integration is progressing well and remains tightly aligned to the value capture plan that we outlined at the time of the transaction. We will continue to provide updates on progress, including at our Investor Day in December and 2026 half-year results. I want to reinforce that WiseTech has years of proven capability in integrating strategic acquisitions and turning them into long-term value for our shareholders.

The e2open acquisition is a clear example of the value-enhancing inorganic growth opportunities that are in line with our strategy. It fundamentally strengthens WiseTech in many critical ways. For 30 years, CargoWise has been the platform of choice for logistics service providers, including freight forwarders, customs brokers, and 3PLs. This has been the backbone of our business and a key driver of our success. With a substantial percentage of ocean freight volume bypassing logistics service providers entirely and flowing directly between importers, exporters, and shipping lines, e2open now extends our reach into this significant segment of global trade and logistics ecosystem. This enables us to build a true multi-sided marketplace that brings all the players in trade, logistics execution, and the supply chain to a single place powered by WiseTech.

In addition, e2open brings deep capability in supply chain planning, including demand forecasting, supply planning, supplier management, inventory optimisation, and network visibility for the world's largest manufacturers, retailers, and brands. These are tools and workflows that large importers and exporters rely on to design, operate, and optimise their end-to-end supply chains. When combined, these capabilities give WiseTech something truly unique in the market, a technology ecosystem that spans the entire supply chain from manufacturing, planning, and procurement through to booking, customs, international freight, warehousing, and of course, final delivery. This significantly expands our product suite. It expands our market reach and our data intelligence. It increases our total addressable market and strengthens our ability to deliver value to customers and to shareholders.

It helps position WiseTech to lead the modernization of the global logistics ecosystem, an $11 trillion industry with a unified AI-enabled platform that learns, predicts, and optimizes in real time. At our FY25 results, I outlined our new commercial model designed to replace and significantly enhance the current seat plus transaction model introduced in 2014. On October 31st, we officially announced the upcoming launch of the new model with detailed information now available to more than 95% of global CargoWise customers. The new structure introduces CargoWise value packs, which simplify billing, reduce overheads for customers, allow for the recovery of the CargoWise fee from the importers and exporters, and deliver a substantially broader set of capabilities across international freight forwarding, customs, and warehousing. Importantly, the new commercial model will go live on December 1, with a large number of customers transitioning on that date.

We have designed this transition to be seamless, value-aligned, and strongly supportive of long-term customer adoption. Another key area where we are making strong progress is embedding AI directly into our internal operations and into the CargoWise platform for our customers. We've started integrating AI across core components of CargoWise, automating complex logistics operations like data entry, customs classification, compliance checks, workflow triggers, and exception handling. These are processes that historically required significant manual effort. We've already taken several important steps. AI-enabled workflow automation is now operating within targeted areas of our platform, reducing cycle times and increasing accuracy and productivity. This includes the AI Classification Assistant, ComplianceWise, and our Customer Service Chatbot, all designed to deliver benefits to customers.

We also have released or announced and are working with AI developer tools that have been rolled out at pace across our product and development teams, accelerating engineering throughput and reducing time to value for new features. These initiatives are designed to drive efficiency and productivity at scale across WiseTech, across our customers, and ultimately across the global logistics industry. We have continued to make progress in delivering new product developments and enhancements. Through e2open and Intra, we now have expanded visibility of nearly 40 million additional containers across the global supply chain. When combined with WiseTech's existing technology, we will be able to apply advanced optimisation algorithms to dramatically improve the efficiency of container movements, lowering operating costs, reducing waste, and materially reducing environmental impact of global trade. Importantly, container transport optimisation, or CTO, represents a significant expansion of our total addressable market.

In many ways, it will mirror what we have spent the past 30 years doing in international freight forwarding, taking a fragmented, manual, and sub-optimized segment of global logistics and transforming it with a unified data-driven, software-led approach. CTO applies that same proven playbook to the container transport space, a market that is large, global, and in need of modernization. We are focused on our initial launch of CTO with revenue generation commencing during the year. Turning now to sustainability. This is not separate from our business strategy. It's embedded within it. Our impact is felt through innovations like container transport optimization and our greenhouse gas calculator, and decades of R&D focused on efficiency, which assist in reducing unnecessary truck journeys, tracking emissions, cutting paper usage, and driving deep efficiency across global supply chains.

We're proud that in FY25, we offset 100% of our Scope 1 and 2 emissions and transitioned our Sydney headquarters to 100% renewable energy located in the 5.5-star NABERS-rated Burke and Bowden, the incredible building we're in today. We continue to invest in people and skills through our initiatives like the unique WiseTech Earn and Learn program, which supports 127 associate software engineers. In FY25, the number of WiseTech Academy industry courses completed by participants outside of WiseTech increased by more than 50%. I'm pleased to share that WiseTech Academy is now freely available to thousands of CargoWise customers globally, making world-class logistics education accessible to all. Our people are the driving force behind everything we achieve. Across a global team of more than 7,000 highly skilled individuals, including our e2open colleagues, we are united by a culture that combines positive urgency, true ownership, and uncompromising innovation.

WiseTech is built by people who move fast, solve hard problems, and challenge the status quo at every turn. We disrupt our industry, but also continually reinvent ourselves to stay ahead. The leadership team and I are driving deep alignment on the priorities that matter, ensuring our teams are empowered with the data, the tools, and the clarity needed to execute at a high level. We are lifting our performance culture, sharpening accountability, and setting the pace for what success looks like for our customers and for our shareholders. Clearly, this has been a challenging period, but it is precisely in these conditions that strong organizations distinguish themselves. Our people have shown resilience, focus, and professionalism. They have delivered under pressure, adapted quickly, and demonstrated the discipline required to execute at scale. We are focused, we are accelerating, and we are fully committed to delivering.

Looking ahead, we reconfirm our guidance and expect revenue between AUD 1.39 billion and AUD 1.44 billion, an EBITDA of AUD 550 million-AUD 585 million. As outlined when we announced our FY25 results in August, the e2open integration will temporarily impact margins, and that is exactly as planned. We have a clear execution roadmap backed by more than three decades of successfully integrating strategic acquisitions and rebuilding margin strength. Through disciplined cost execution, cost alignment, and synergy realisation, we will restore and expand our margin profile over the medium term. On December 3rd, at our Investor Day, we will provide more details on the next phase of our strategy, including the rollout of our new commercial model and progress relating to container transport optimisation and the e2open integration. WiseTech stands at a defining point in its journey.

Our 3P strategy, product penetration and profitability, is the operating principle guiding every decision we make and every dollar we invest. With e2open now part of our global footprint, the expansion of CargoWise, and a rapidly advancing AI pipeline, we are building a comprehensive data-driven platform that solves the most complex problems in global trade and logistics. This is transformational. We have the people, the capability, and the discipline to reshape how global supply chains operate. We will set the pace, we will raise the standard, and we will deliver because that is the culture of this company, and that is the expectation I set as CEO. I want to thank our team for their relentless drive, our customers and partners for their confidence, and our shareholders for backing this next phase of growth. My commitment to you is simple: unwavering focus, disciplined execution, and value creation at scale.

I look forward to updating you on our continued progress at our 2026 half-year results in February. Thank you.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Zubin. Thank you, Richard. Now to the formal business of the meeting. I will disclose the proxy votes for each resolution before the discussion on each item so that shareholders attending this meeting are aware of the intentions of shareholders who have voted by proxy. In accordance with the notice of the meeting, the Chair of the meeting intends 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 will take the resolutions and supporting materials provided as read. We will now turn to the first formal item of business to consider the financial report for the year ended 30 June 2025.

This item does not require a resolution to be put to the meeting. However, we will take questions or comments on the director's report, financial statements, and independent auditor's report. As a board, we are constantly seeking to improve shareholder communication. We hope that you'll take the opportunity today to engage with us and ask any questions that you may have relevant to this item of business. As previously noted, the KPMG audit partner, Cameron Slapp, will be available to answer any questions you may have on the audit process or on the independent auditor's 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 one, the financial statements and reports, or the business and operations of WiseTech. Are there any questions from those in attendance in person?

Speaker 8

Yes, sir. Hello, Mr. Harrison. Allan Goldin, representing the Australian Shareholders Association, holding proxies for 82 shareholders. Really passionate, informed speeches. I must congratulate both the CEO and the Executive Chair. They're very impressive. One of the big things that was mentioned, of course, is the integration with e2open. Now, as I understand it, Mark Hall is the person leading that integration. I also understand he's under investigation by ASIC. If he is charged with any offence, will he be stood aside?

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Thank you, Allan, and thank you to you and the ASA for your work. It's very valuable to us. Firstly, in relation to the ASIC investigation in general, as I said in my earlier remarks, it's at a very early stage. No one has been—there are no charges being laid. There are no allegations being made against the company.

There's very little we know about it, and it's not something we're prepared to comment on. Now, in relation to the e2open and Mark's role, Mark heads a very significant team of professionals, both from WiseTech and from e2open, in the integration effort, as Zubin alluded to earlier. The integration is proceeding well, and we have a large team on it, and we feel we're in a very good position. I'm not—in relation to what may or may not happen in the future in relation to the investigation, Allan, I'm sorry, but I don't think it's appropriate that I comment on that.

Speaker 8

Okay. We'll have to wait and see, and hopefully he isn't charged, but if he is, we'll go and speak about it then. The CEO talked about the reaffirmed projections, which are very, very large increases in your revenue and your EBITDA, and all shareholders hope that they're achieved. He said you're online, but he didn't give any figures. What I'm wondering is, in this first quarter, are all the results in line? What does that mean? I mean, you're talking about big numbers. Do those big numbers really come in in 2026 when the integration has happened, or are those big numbers already happening? Because we didn't have any numbers. I trust what the CEO said is correct, but I'm just surprised we didn't see any numbers.

Andrew Harrison
Lead Independent Director, WiseTech Global

As with all ASIC companies, we do not publish quarterly numbers, Allan, but just quickly, the process we go through is a process we always go through where we review the trading to date, and then we look at the activities we are currently undertaking and then reforecast the balance of the year. It is a standard process we always undertake. You will note—you are correct—you will note, as most people look at our business, we are expecting significant growth in the second half of the financial year, and that is purely a function of when these initiatives that Zubin ran through earlier are expected to deliver revenue.

Speaker 8

Just one more question.

Andrew Harrison
Lead Independent Director, WiseTech Global

And hopefully there will be a lot more other questions coming in.

Speaker 8

You have a new $3 billion debt facility, which you had to go and take out to go and do your purchase.

One of the reasons for the success of WiseTech has been your very heavy expenditure in R&D. With the requirement that net debt to adjusted EBITDA is not greater than four times this year, it moves down to 3.5, 3.6 in a few years. Are you going to be able to maintain the same level of expenditure in R&D?

Andrew Harrison
Lead Independent Director, WiseTech Global

That's a good question, Allan, and the answer is unequivocally yes. As we analyzed how to best fund the acquisition that we made with e2open, we considered the future cash flow needs of our core business as part of that exercise. As time has gone on, we're very confident that we will continue to be able to make the level of investment that we feel is appropriate in the business whilst reducing the debt over time.

As everyone's aware, the cash flow profile of this business is extremely strong and continues to be so. We are very confident.

Speaker 8

Okay. Thank you very much.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Allan. Nothing else from the room on this item. Okay. Are there any questions on the phone?

Speaker 9

No phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Are there any written questions on the online meeting platform?

Speaker 10

There are no written questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. I believe that covers the discussion on this topic. Now, as a vote is not required on this item, we'll now move on to the remaining items of business. Items two to nine are ordinary resolutions and will be passed if more than 50% of the votes cast are in favor of the resolution. We'll now turn to item two, 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 103 to 125 of our 2025 annual report and is taken as read. The slide now on screen shows the proxy results. It appears based on the proxy results that we may receive a first strike on the remuneration report. I've explained the reasons why the board thinks the shareholders should vote in favor of adopting the remuneration report in my speech earlier. 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. We'll now take any questions or comments on item two. Are there any comments from those in attendance in person? Yes, Allan.

Speaker 8

I was going to say, Mr. Chairman, sorry. Mr. Harrison, very big vote against.

You know the reasons we're against it. You mentioned one of them, which is the fact that there has been this carryover on the incentive, what, 26%? I can't remember exactly for next year, which we thought is wrong. You say you're going to take notice of this vote. Can you give us any indication of what areas in your remuneration you may be looking at changing? I know it's early.

Andrew Harrison
Lead Independent Director, WiseTech Global

Yep. Yep. Look, the feedback I've received from some extensive engagement with shareholders, including with the ASA, is the concern with the remuneration report was the opportunity for our senior team, subject to performance, to earn that 28% of the bonus they missed in FY25. As I said in my earlier remarks, this was not a decision taken lightly. It's not one we believe will recur.

Nonetheless, we felt it was appropriate to recognize our team in that manner. Now, the feedback that I've received and our historical voting on the remuneration report does not indicate that there are any significant concerns from shareholders and other stakeholders in relation to our remuneration structures. Nonetheless, we're always happy to take feedback and evaluate that going forward.

Speaker 8

Okay. Thank you.

Andrew Harrison
Lead Independent Director, WiseTech Global

I think that's it from the room. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Are there any written questions on the online meeting platform?

Speaker 10

There are no written questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. As there are no further questions, we'll now turn to item three, the election of Director Rob Castaneda. Rob joined the WiseTech board in July 2025. The board considers that Rob's deep technology experience, particularly in the US context, is a valuable addition to WiseTech. I will now ask Rob to say a few words. Just procedurally, we're going to ask our directors to speak from their chairs rather than shuffle up and down. Rob, over to you.

Rob Castaneda
Non-Executive Director, WiseTech Global

Good morning, everyone. Sorry. Good morning, everybody. I'm Rob Castaneda, and I'm here today asking for your support for my election as an independent non-executive director of WiseTech Global. Since joining the board in July, I've been focused on contributing my experience in technology and innovation to WiseTech's goal of transforming the world's supply chain through powerful and scalable technology solutions. I am founder and CEO of ServiceRocket, a company that I started here in Sydney in 2001 and is now headquartered in Palo Alto, California, where I'm working with leaders and technical teams of some of the world's fastest-growing and scaling technology companies. Their challenges are global, technical, cultural, commercial, and ever-changing.

In my career, I have experienced many technology waves, and I work with many founder-led businesses, each having their own unique operating system, their own unique DNA. I know what it takes to create products and cultures that evolve and continually deliver at a rapid velocity. Over the last five months, I've had the privilege of beginning to learn the architecture, the systems, and the DNA so that I can begin to contribute to WiseTech's ongoing evolution, helping shape our thinking on innovation, automation, and responsible application of AI. These conversations align closely with my passion for digital transformation and reflect where the industry is heading. I have worked closely with leadership and my fellow directors on how we can continue to leverage the technology responsibly, drive innovation, and keep governance at our core. As WiseTech continues to evolve, the opportunities and the responsibilities for technology leadership are immense.

Our job as a board is to make sure that we innovate boldly, we execute wisely, and keep our focus on sustainable long-term growth, remembering that our people are core to our growth and innovation, and they go hand in hand with technology. If elected, I'll continue to champion impactful innovation, ensuring WiseTech's technology roadmap stays ahead of the global curve. It's been an honor to bring my experience here as a founder and entrepreneur, technologist to this board, and I look forward to working together to achieve even greater success in the future. Thank you.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thanks, Rob. The board considers Rob to be an independent director and recommends that shareholders vote in favor of Rob's election to the board. The slide now on screen shows the proxy results. I will now open the discussion and take questions or comments on item three. Excuse me.

Are there any questions from those in attendance in person?

Speaker 8

Yes, sir. Mr. Harrison, I would like to ask through you to Mr. Castaneda. I'm sorry if I mispronounced your name. Castaneda. Yeah, yeah, yeah. I apologize for that. Why did you want to join this company right after four independent directors resigned? Why did you think that you're going to be able to work on the board more constructively than they were able to?

Andrew Harrison
Lead Independent Director, WiseTech Global

Thanks for that, Allan. I think that is probably appropriate. I'll throw to Rob there. Just so everyone's aware, for the process we went through to appoint the directors, we went through a full evaluation process. We had many good candidates.

As part of that process, there was the typical mutual due diligence, I suppose is the best description, where, as well as us making inquiries, we had many inquiries from our incoming directors as part of that process. Obviously, as a company, it was in our interest to make everything available to them and to be frank and fully open at all times. Rob, do you have anything, any color you'd like to add to that?

Rob Castaneda
Non-Executive Director, WiseTech Global

Yeah, I think it's a good question. WiseTech is a pretty amazing global company. It's a great Australian technology company and very rare. It has stable fundamentals. I've been an investor and following the company since 2017. The opportunity that sits in front of us as a company is pretty remarkable.

Working with my mentors and my advisors, doing my own due diligence and understanding technically how I could support and contribute, it was a tremendous opportunity to be part of.

Speaker 8

Quite naturally, you saw it as a great opportunity. You have obvious experience in tech. You're an entrepreneur. So was Mike Malone, who was one of the four directors who resigned. I don't know if you know Michael Malone, but he is one of Australia's better-known technology entrepreneurs. He obviously felt that it was impossible for him to continue contributing to the board in a constructive manner. I'm just wondering why you thought, "I can understand the opportunity is there. It's a great opportunity. It's a great company." Why did you think that you weren't able to work in it?

Andrew Harrison
Lead Independent Director, WiseTech Global

Let me just interject there. I think, Allan, the experience of previous directors and current directors, they're not directly relevant, right? Each individual person will make their own inquiries and their own decisions as to how they wish to conduct themselves. As Rob said, and I was part of the process talking to Rob coming into the company, we had many discussions about the events that had caused some controversy over time. As Rob said, he satisfied himself in relation to those issues. Just as importantly, he had done significant diligence on the business and the potential future of the business to see if this was the sort of company he would like to be associated with going forward. We got a categorical yes from that. We're delighted with Rob's appointment and with his contribution over time. Yeah.

Speaker 8

Thank you.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you. Yeah. Thanks. Any further questions from the floor? Okay. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Written questions from the online meeting platform?

Speaker 10

There's one written question from Stephen Maine. "Could Roberto please elaborate on the full history of his relationship with Richard White? And before agreeing to join the board, did he speak to any of the recently departed independent directors as part of his due diligence process?"

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Let me start with that. It was known to the board, obviously, it was known that Rob and Richard did know each other. They're business acquaintances. The board, as part of its evaluation process of Rob, did the necessary work to ensure that we were comfortable that Rob would be independent from Richard. We satisfied ourselves of that. Rob, is there anything you'd like to add?

If there's not, that's okay. Yeah. Yeah. Stephen, we're fully satisfied of Rob's independence. I'll just pause there. Is there any additional items on the website online?

Speaker 10

There are no further questions.

Okay. All right. If there are no further questions, we'll now turn to item four, the election of Chris Charlton as a director. Chris joined the WiseTech board in March 2025. The board considers that Chris's over 35 years' global logistics expertise is a valuable addition to WiseTech. I'll now ask Chris to say a few words.

Chris Charlton
Non-Executive Director, WiseTech Global

Thanks, Andrew. Good morning, everybody. I'm Chris Charlton, and I'm privileged to stand for election as an independent non-executive director of WiseTech Global. I bring over 35 years' worth of experience in global logistics and customs, including 26 years with UPS, where I most recently served as vice president of Asia-Pacific Brokerage before retiring in 2024.

That experience has given me a strong understanding of the complexity of global trade, regulation, and compliance, areas that sit at the heart of WiseTech's success as a global leader in supply chain technology. Since joining the board in March, I've worked closely with my fellow directors and management to support and strengthen our understanding of the evolving global trade frameworks and compliance obligations, and the opportunities that these developments create for our product innovation. WiseTech operates at the intersection of technology, trade, and regulation, and our strength lies in anticipating and adapting to changing customs and compliance needs across regions. That agility drives our growth and helps us maintain our leading position in supporting global trade and logistics.

If elected, I'll continue to bring a practitioner's approach to WiseTech's strategic direction and operational resilience, ensuring that the company maintains world-class standards as we expand globally in a systematic, compliant, and sustainable way. I'm proud to contribute my experience to WiseTech's future growth and remain deeply committed to our vision to be the operating system for global trade and logistics. It's an honor to serve this organization and help shape its future. Thank you.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Chris. The board considers Chris to be an independent director and recommends that shareholders vote in favor of Chris's election to the board. The slide now on screen shows the proxy results. I will now open the discussion and take questions or comments on item four. Are there any questions from those in attendance in person? No. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you. Are there any questions on the online meeting platform?

Speaker 10

There are no written questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. As there are no questions, we will now turn to item five. This item concerns my own election as a director, and I will hand over to Sandra for this portion of the meeting. Thank you, Sandra.

Sandra Hook
Non-Executive Director, WiseTech Global

Thank you, Andrew. Yes, this is item five, the election of Andrew Harrison. Andrew joined the WiseTech board after previously having served as a director of the company from July 2015 and as chair from September 2018 to the 31st of March 2024. The board considers that Andrew's significant experience as both an executive and director, in particular in finance and corporate governance, is a valuable addition to WiseTech. I will now ask Andrew to say a few words. Thanks, Sandra.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, shareholders, for the opportunity to address you today.

I'm seeking your support for my election as an independent non-executive director of the WiseTech board. I first joined the WiseTech board in 2015, served as chair between 2018 and 2024, and rejoined the board earlier this year. I currently serve as lead independent director, chair of the Audit and Risk Committee, and chair of the Nomination Committee. Over the past decade, I've seen this company evolve from a rapidly scaling Australian innovator into a truly global technology leader. Since rejoining the board earlier this year, I've been focused on ensuring continuity and stability during a time of significant change. Over the past months, I've had the opportunity to meet with many of our shareholders, proxy advisors, and other stakeholders. I greatly appreciate the time they've taken to share their views, insights, and feedback. It's been invaluable as we continue to refine our governance and align with shareholder expectations.

Looking ahead, my main priority is to complete the work we have been doing to put in place a strong board to serve WiseTech for the long term, advancing our governance and assurance frameworks as WiseTech continues to grow, maintaining transparency and accountability in financial reporting, and ensuring rigorous oversight of emerging risks, particularly in technology, regulation, and global operations. I am conscious that I am coming up to 10 years of cumulative service at WiseTech, which I acknowledge is a significant period of time. As I mentioned in my earlier address, once the new board is fully in place and working well, I intend to step down with another non-executive director, assuming the role of lead independent director. Accordingly, if I am elected today, I would not plan to serve a full three-year term.

It's a privilege to serve this exceptional company, and I look forward to continuing to contribute to this success. Thank you.

Sandra Hook
Non-Executive Director, WiseTech Global

Thank you, Andrew. The board considers Andrew to be an independent director and recommends that shareholders vote in favor of Andrew's election to the board. The slide on screen shows the proxy results. I will now open the discussion and take questions or comments on item five. If there are no questions in the room, may I ask if there are any questions on the phone line?

Speaker 9

There are no phone questions at this time. Thank you.

Sandra Hook
Non-Executive Director, WiseTech Global

Are there any written questions on the online meeting platform?

Speaker 10

There is a written question from Stephen Maine. "Could Andrew please comment on why he agreed to let Executive Chair Richard White use the exemption from election that is made available under Australian law for CEOs of ASX-listed companies? Will he push to put Richard White up for re-election at next year's AGM, and could Richard summarise his history on board elections? When was he last elected, as it has definitely been more than four years? Also, why not move to annual director elections as Reece did for the first time at its AGM in Melbourne today?

Andrew Harrison
Lead Independent Director, WiseTech Global

I'm happy to take that, Sandra. Thank you, Stephen. There's no requirement either under the ASX-listing rules or anywhere else for an executive director such as Richard to be put up to shareholder election. It's not been the company's practice to do it since we've listed, and I have no intention of changing that practice going forward. As to your question on annual elections, again, the convention in the market at the moment is the three-year terms that we currently use.

It's very unusual to see in the market someone going to a one-year term. If that practice sort of becomes more popular, we will, of course, sort of take a look at it as we wish to sort of stay abreast of developments in this area. At the moment, there's no intention to consider one-year terms for directors.

Sandra Hook
Non-Executive Director, WiseTech Global

Thank you, Andrew. As there are no further questions, we will now turn to item six, which is my election as director, and I'll hand back the podium to Andrew for the rest of the meeting.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Sandra. Sandra joined the WiseTech board in July 2025. The board considers that Sandra's deep expertise in governance, transformation, and growth is a valuable addition to WiseTech. I'll now ask Sandra to say a few words.

Sandra Hook
Non-Executive Director, WiseTech Global

Thanks, Andrew. Good morning, shareholders and guests.

I'm Sandra Hook, and I'm the chair of the People and Remuneration Committee and an independent non-executive director, and I'm seeking your support for election today. I bring more than 30 years of executive and board leadership across media, technology, communications, and services industries. Throughout my career, I've held roles including Chief Executive Officer, Chief Operating Officer, General Manager, and Marketing Director and Managing Director in leading media organizations such as News Limited, Foxtel, and Fairfax, guiding teams through digital disruption, mergers and acquisitions, and significant industry-wide transformations. Since 2012, I've served on a range of listed, private, and government boards across SaaS, tech services, med tech, education, marketing, R&D, and internet governance. I'm currently the chair of NextEd Group and a non-executive director of IVE Group, Outer, and In Food Waste.

This breadth of experience has allowed me to gain deep insights and expertise in governance, people strategy, reputational management, transformation, and organizational growth, all of which I bring to my role at WiseTech. Since joining the board in July, my focus has been on ensuring that WiseTech's people, culture, and governance frameworks remain a strong foundation for our ongoing growth. I understand the human side of innovation and the importance of effective leadership through periods of change. Over the past year, the People and Remuneration Committee has worked closely with management to evolve our talent attraction and retention strategy. At our core, WiseTech is a product company powered by its people. We recognize that WiseTech's success relies on our team's ability to deliver our company strategy, which is designed to create customer and shareholder value.

Looking ahead, I'll continue to focus on overseeing the remuneration and succession planning that aligns with our long-term strategic priorities, strengthening WiseTech's approach to culture, capability, and diversity, continuing to enhance our governance of people and reward. WiseTech's success is built on innovation, integrity, and people, and I remain deeply committed to supporting our board and management in those areas. I thank you for your support.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Sandra. The board considers Sandra to be an independent director and recommends that shareholders vote in favor of Sandra's election to the board today. The slide now on screen shows the proxy results. I'll now open the discussion and take questions or comments on item six. Yes, Allan. Yeah.

Speaker 8

Through you, Mr. Harrison, I'd like to ask Sandra Hook. You were put forward as someone with governance experience, governance expert, I guess. I want to know how your experience is superior to the four directors who resigned less than a year ago. I'm sorry, Alln. Could you just repeat that last bit?

Andrew Harrison
Lead Independent Director, WiseTech Global

I'm sorry. Just the actual question at the end there. I'm sorry. Could you repeat it?

Speaker 8

Oh, I'm sorry. Yeah. As a governance expert, I'm just wondering how her expertise or experience is superior to the four directors who resigned less than a year ago because they didn't think that there was good governance.

Andrew Harrison
Lead Independent Director, WiseTech Global

Let me take that. I think, again, it's difficult, and I'm not sure terribly constructive to make that comparison with respect. As I said earlier, this search that we've undertaken in my earlier remarks, we're after people with particular profiles. You can see we've technology and logistics and governance, which we will continue to add to going forward.

We were very pleased with Sandra's experience. We've made inquiries of her and the other boards that she's served on, and we feel she's very well positioned. She's taken over the leadership of the People Committee and is doing an outstanding job. We're very happy with her contribution. Yeah.

Speaker 8

Okay. Good. Obviously, she's very experienced, but at the same time, the two ASX companies that she is the director of have a combined market capitalization of AUD 550 million, which is this company's, even with its falling share price, is 40 times larger than that. There's quite a difference, especially in—and that's where my next question comes in as far as remuneration. As I understand it, Sandra will be the remuneration chair or is the remuneration chair.

Andrew Harrison
Lead Independent Director, WiseTech Global

Correct.

Speaker 8

Since this is a much bigger company than she has been involved with, is she going to be getting any help from outside remuneration experts, consultants, or is this something that's just going to be continued internally?

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Look, our view on this is that the complexity of issues that one confronts as a public company director is not necessarily correlated to market cap. The duties remain the same, whether you're a micro cap or a top 20 company. Sandra has a very long experience, as she noted in her address, is very varied as well. We are comfortable that she has the skills to support WiseTech going forward.

Now, in relation to her leadership of the Remuneration Committee, it will be a matter for Sandra as she runs the committee going forward, but typically our process at the moment is where external advice is needed, it's obtained and taken into consideration in the committee, Allan. I would expect that that will be continuing. Yeah.

Sandra Hook
Non-Executive Director, WiseTech Global

I'm happy to say that I've drawn on external advisors over many years where it's been appropriate. Certainly, one of the companies that I work on has a revenue profile of over a billion dollars. It may have a smaller market cap due to free flow of share trading, but it has a large revenue profile.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Allan. Thanks. Are there any questions on the phone? There are no phone questions at this time.

Speaker 9

Are there any written questions on the online meeting platform?

Speaker 10

Chair, we have a question from Stephen Maine. Did Sandra interview any of the former independent directors as part of her due diligence, and what does she think about public company executive chairs using the CEO election director? It's okay for executive directors, but surely the executive chair should seek a mandate from shareholders.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Look, Sandra went through a full due diligence process, as did the company in recruiting Sandra, as one would expect. We are not going to comment on the details of who did what or spoke to what, other than to say the process was very extensive on both sides. At the end of the day, we are delighted to welcome Sandra to the board, and Sandra is very happy to be here. I just will have to disagree with you, Stephen, in terms of Richard's position on the board and the election.

Is the exemption from elections very clear? For the previous 10 years that the company's been listed, Richard hasn't been put up for election, and that's not something we're planning to change. Yeah. Any additional questions on the online platform?

Speaker 10

No further questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you. If there are no further questions, we'll now turn to item seven, the re-election of Maree Isaacs as a director. Maree co-founded WiseTech in 1994 and has served as an executive director for nearly three decades. Her contributions have been fundamental to WiseTech's rapid growth. The board considers Maree's decades of technology and logistics industry experience and deep knowledge of WiseTech as a co-founder are invaluable to the company. I'll now ask Maree to say a few words.

Maree Isaacs
Non-Executive Director, WiseTech Global

Thank you, Andrew. Good morning, shareholders. I'm Maree Isaacs, executive director, co-founder, and head of license management.

Many of you will know that together with Richard, I helped to establish WiseTech Global back in 1994. It's been an incredible privilege to watch our company grow from a small Australian software business into a global technology leader transforming supply chains worldwide. For more than three decades, I've been involved across so many parts of the business, from operational and growth to customer service. Today, as Head of License Management and Company Secretary, my focus remains on making sure we continue to scale with precision, accountability, and respect for the trust that you, as shareholders, place in us. My knowledge of WiseTech is extensive. For over three decades, I've worked closely with our industry, customers, partners, and networks. I've supported our people and helped drive the company's growth and build the innovative spirit that underpins our success.

That experience and corporate history gives me a unique perspective on what has made and will continue to make this business thrive. Over the past year, I've supported the board and executive team as we refined our systems and embedded our productivity-first mindset across the company while also providing business continuity and deep business knowledge. As a board member, I'm committed to sustaining the operational excellence that underpins our growth, preserving our unique culture of innovation and collaboration, and sharing the corporate knowledge and insights I've amassed over the past 30 years with newer board members and working with my fellow board members on ensuring our governance and compliance processes continue to support our global ambitions. WiseTech has always been about enduring value through great technology and great people. It remains my life's work, and I'm truly honoured to continue contributing as part of this board.

My pride and affection, because I'm Richard, for this business is as strong as ever. Thank you for your continued support.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Maree. Now, for the reasons I outlined in my speech earlier, the board recommends that shareholders vote in favor of Maree's re-election to the board. The slide now on screen shows the proxy results. I'll now open discussion and take questions or comments on item seven. Are there any questions from those in attendance in person? Okay. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you. Are there any questions on the online meeting platform?

Speaker 10

We have a question from Stephen Maine. When a public company has two executive directors, the board has to decide which of them gets to use the exemption from the three-yearly election cycle. What does Maree think about the board's decision to make her face election whilst giving her co-founder, Richard White, a decade-plus exemption? Surely now that Richard is executive chair, he should face a long overdue election, and Maree should use the exemption.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thanks for the question, Stephen. I don't agree with the premise of it, that there is an exemption available under the law and the listing rules for any director, which we have always applied to Richard, and we think that's appropriate and that will continue. Maree has willingly submitted herself for re-election a number of times now. Maree, haven't you? This is the third, I think. That's our practice, and that's the practice we would seek to continue. Okay. Any additional questions, Marianna, on the?

Speaker 10

No further questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you. Excuse me, my audio came slightly out. As there are no further questions, we'll now turn to item eight, the grant of share rights to Executive Director Maree Isaacs under the Equity Incentives Plan. Now, we're seeking shareholder approval for the grant of share rights in the interest 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 1,726 share rights corresponds to Maree's FY25 performance incentive of AUD 187,200. As this incentive has already been earned for performance during FY25, there are no further performance hurdles after grant. Now, subject to Maree remaining an employee of the group, the share rights will vest in four equal tranches: 25% immediately on grant, 25% on each of 1 July 2026, 1 July 2027, and 3 July 2028.

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 shareholder approval is sought, Maree's equity incentive has the same structure that applies to other senior executives in the group, and the board recommends that shareholders vote in favor of this resolution. The slide now on screen shows the proxy results. I'll now open the discussion and take questions or comments on item eight. Are there any questions from those in attendance or in person? Thank you. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Are there any written questions on the online meeting program?

Speaker 10

We have a question from Stephen Maine. Which of the proxy advisors covered this year and did any recommend a vote against this incentive grant to Maree? If so, what specific concerns did they raise? Given that Maree owns such a large stake in the company, I'm puzzled why she needs any more incentive to perform that role. Could this please be the last time Maree requests a new incentive grant at a WiseTech AGM?

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. A couple of things there. Firstly, yes, a number of proxy advisors did recommend against this. Actually, I might take that on notice. I'll just ask Ross if he can correct me on that if necessary. Look, in relation to Maree, Maree exited her shareholding last year. Her original shareholding has been sold. She is again accumulating equity through the normal remuneration practices that we have for our senior executive team. She currently has share rights for around 5,000 shares.

In her executive capacity, not her board capacity, but her executive capacity, subject to performance things, Maree would expect to start building her shareholding back up in addition to any purchases she may make on her personal account. Yeah.

Speaker 10

There are no further questions online.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. Thank you. Okay. There are no further questions. We will now turn to item nine, the grant of share rights to non-executive directors under the Non-Executive Director Fee Sacrifice Share Acquisition Plan. Excuse me. It is a bit of a mouthful. The company introduced the NED plan in October 2020 to provide a mechanism for non-executive directors to invest and build their WiseTech equity holdings using their pre-tax director fees and thereby further align their interests with those of other shareholders. The key terms of the NED plan are set out in the notice of meeting.

Now, shareholder approval is being sought so that shares allocated on conversion of the rights may be delivered by the issue of new shares. If shareholder approval is not obtained, the company intends to satisfy the conversion of rights through the acquisition of shares on market. Grants of rights under the NED plan to directors named in the 2024 notice of annual general meeting were approved by shareholders last year in November 2024. Shareholder approval is being sought under this resolution because new NEDs have joined the board in FY25. The slide now on screen shows the proxy results. I will now open the discussion and take any question or comments on item nine. Are there any questions from those in attendance in person? No? Thank you. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time.

Andrew Harrison
Lead Independent Director, WiseTech Global

Are there any written questions on the online meeting platform?

Speaker 10

There are no written questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. We'll now consider general questions now. Are there any general questions from those in attendance in person? Yes, Allan.

Speaker 8

Mr. Harrison, this is more a request than a question. I'm just hopeful that when you send the results to the ASX, you'll follow what is now becoming a common procedure of not just saying the number of shares that were voted, but also the number of shareholders who voted on each item.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. I can take that on notice, Allan. Thank you for the suggestion. Great. Okay. Are there any other questions from the floor? Thank you. Are there any questions on the phone?

Speaker 9

There are no phone questions at this time. Thank you. Are there any online questions?

Speaker 10

There are a few. I'll start. This is more of a statement from Athena Pazoli. Filling the board with an excessive number of apparent independent directors is telling investors that the bureaucrats are now fully in charge of WiseTech. This is the wrong direction for a global technology company, and it will not end well. The whole point of a technology company is for those with technology acumen to take the lead. NVIDIA's report yesterday will show Australia that Australia is not up to world standards of the world of technology.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Marianna. Thank you, Athena. I agree. I think that's more of a statement than a question. I would comment, though, as part of our board renewal process, one of the profiles we're very keen to get is someone with direct technical expertise and technology leadership, of which Rob, who you heard from earlier and supported, thank you for his election, has.

We are very mindful of that. WiseTech is a tremendous company. It is agile. It is innovative. To the point you are raising concerns about, I think you used the term bureaucrats, perhaps in a reference to the rate of innovation and growth may be slowed down, I can assure you the board, whilst putting appropriate governance sort of guardrails in place, is fully supportive of the team in continuing to grow the company. Thanks. Are there others, Marianna? Yeah.

Speaker 10

There are. Another statement from Athena. Both Richard and Zubin are doing a great job. I vote to let them continue to do their great innovation work.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Athena.

Speaker 10

I have a question from Michael Hollerwand. Can you tell us a little more about the ongoing progress in the pilot of container transport optimisation? How confident are you that this product will be ready for wider commercial rollout this financial year?

Andrew Harrison
Lead Independent Director, WiseTech Global

Great. Thanks, Michael. It's a very important project for us. Perhaps, Zubin, you might like to say a couple of words.

Zubin Appoo
CEO, WiseTech Global

Thanks, Andrew. Thank you for the question. We're making great progress on container transport optimisation, including the partnership with ACFS. We're very confident in our product roadmap that we've talked about, and that includes CTO, new commercial model, our AI initiatives, and of course, the integration of e2open.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you, Zubin.

Speaker 10

We have a question from Zan Krzelski-Frenzio. My name is Zan, and I am an individual shareholder. My question is, if CargoWise is going to be using AI, how will AI errors be accounted for?

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. I think Zubin made some comments about that in his address earlier. It's in tech—would you like to quickly summarise those again, perhaps, Zubin?

Zubin Appoo
CEO, WiseTech Global

Sure, I can do that. The first thing I'll say is that we have very much focused on using AI with humans in the loop. That means we are partnering AI with very intelligent humans to make smart decisions for supply chain, but also smart decisions for what we do within WiseTech. One of the well-known things about AI is this concept of hallucination, which is what I think the question is going to. We have spent quite a lot of time over the last six months primarily on building very narrow and very powerful use cases for AI. By defining them as narrow use cases and putting very clear guardrails around governance and around edge cases into those agents or into those personas, we can nearly entirely remove the effects of hallucination.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thanks, Zubin. Yeah.

Speaker 10

We have a question from Sean Burns. WiseTech has a history of successful acquisitions over a long period. I wonder if you could comment on the extra degree of difficulty in the e2open acquisition as WiseTech spread their involvement across the logistics chain. Is it correct to regard this acquisition as WiseTech's most ambitious? Thanks.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thanks for the question, Sean. It's certainly the largest. Clearly, with acquisitions, with size comes complexity. What also comes is opportunity. I think we're tremendously excited about what we've purchased. The work to date has gone tremendously well. More importantly, I think shareholders need to keep this in mind. We haven't bought this for some kind of short-term earnings boost. The teams are already liaising with their counterparts in terms of product roadmaps and more detailed work, and it's very, very exciting. Yes, there is an enormous amount of work.

We'll be providing a bit more information on this at the investor day, as Zubin's nodding. Obviously, at the half-year results, we'll provide more of a financially based update on the integration and progress of e2open. Yeah. Yeah.

Speaker 10

We have more of a comment from Edward Williamson. Hello, and congratulations to all on a fabulous financial result. I personally wish to congratulate the company founders, Mr. White and Ms. Isaacs. I would like to ask for a reassurance. Mr. White will continue in his role and keep the white noise of the over-the-top moral outrage to the side. Let's be honest, as long as the company's results are excellent, I feel others should back off and let Mr. White continue to do the fantastic job he has been doing for over 20 years. Thank you, Mr. White. New shareholder here.

Andrew Harrison
Lead Independent Director, WiseTech Global

Thank you for that, Edward. Look, I think, as Richard, you saw and heard earlier from Richard, the great passion that he has for this business. It's a privilege to work with him. He's a very important piece of this company. Having said that, we have begun our transition plan with Zubin's appointment. That is working tremendously well. I think it's a—but it is a tribute to both Richard and Maree, what's been accomplished to date. More importantly, what we're looking forward to doing over the next few years. Yeah.

Speaker 10

There are no further online questions.

Andrew Harrison
Lead Independent Director, WiseTech Global

Okay. All right. As we've now concluded all the items of business, I would like to remind you to submit your votes in person or via the online platform. Shareholders, please mark the relevant box on your voting card for, against, or abstain for each resolution.

Please return your completed voting card to one of the representatives from MUFG who are circulating the room now. The poll will remain open for about five minutes after the close of the meeting to allow you to finalize your votes. The results of the poll will be announced via the ASX and posted on our website this afternoon. I would like to thank shareholders for your attendance and participation today, and I declare this meeting closed, subject to the finalization of the poll. Thank you very much, everyone.

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