[Foreign language] , and good morning, everyone. On behalf of the Board, it is my pleasure to welcome you to the Fletcher Building's 2025 Annual Shareholders Meeting. Today's meeting is being held both in person and online via the computer shared online meeting platform. We therefore welcome our shareholders, proxies, and guests, both those here in the room at Eden Park and those joining us online. Before we start the formal business of the meeting, I would like to address some housekeeping matters. First, can I ask people in the room to ensure their mobile phones are switched to silent? Secondly, in the unlikely event of an emergency, please leave the building via the nearest exit, which is over there.
Please look for Eden Park staff, who are members who will direct you safely from the building and to the nearest fire assembly point, and that fire assembly points are located on Remus Avenue, which is over there. Taking us back to the meeting, as a quorum is present and due notice of the meeting has been given, the meeting is duly constituted and I declare it open. I will now introduce my fellow directors. On my right, which is your left, we have James Miller and Sandra Dodds, and on my left, we have our Group CEO and Managing Director, Andrew Reding, Jacqui Coombes, Tony Dragicevich, and Cathy Quinn. Company Secretary Hayden Wong, who's my right-hand man today, is seated to my immediate right. We also have in attendance members of our leadership team and our auditors, EY.
Moving on to the agenda for today's meeting, there is a lot to get through. I'll begin with a financial summary of our financial year 2025 performance and medium-term strategy before handing over to Andrew Reding, our Chief Executive Officer. Andrew will speak to the operating performance, our stakeholders, and the turnaround plan for Fletcher Building. You will then have the opportunity to ask Andrew and I questions regarding our presentations, and after that, we will move on to the resolutions to the meeting as set out in the notice of meeting. The resolutions will be decided by poll. Questions specific to the resolution will be dealt with before the resolution is voted on. At the conclusion of the formal business, there will be another opportunity for further general questions from the floor and online. For shareholders attending online, you can start submitting questions now.
Please note that questions will be moderated to avoid repetition and to summarize lengthy questions. We will not address questions that I consider are not reasonable in the context of this meeting or that repeat earlier questions, which otherwise may restrict the opportunity of other shareholders having a fair chance to have their questions heard. Finally, if for some reason we do not have the opportunity to answer your question, we will look to answer them promptly via email. At the conclusion of this meeting, for those present here in the room, we invite you to stay and enjoy some light refreshments. Now, let's begin with the Board update. The financial year 2025 marked the completion of Board renewal, a process that has brought new perspectives and deep sectoral experience to Fletcher Building .
I was honored to be appointed Chair in February, and I'm pleased to be working alongside a very capable and diverse group of directors. We welcome Anthony Dragicevich and Andrew Reding onto the Board in August last year, Jacqui Coombes in April, and James Miller in June. Each brings valuable expertise in governance, operations, and our industries. Sandra Dodds continues to lead our Audit and Risk Committee, while Cathy Quinn, who chairs our Safety, Health, Environment, and Sustainability Committee and our Disclosure Committee, remains a key contributor to our governance and legal oversight, particularly in relation to the legacy issues that we are working our way through. This refreshed Board is well positioned to support the business through its transformation. We're focused on ensuring strong oversight, strategic clarity, and accountability across the group.
With the Board now renewed, we are confident we can support management in executing the turnaround plan and delivering long-term value to the shareholders. Now, turning to the numbers, revenue for the year was $7 billion, which was down 9% on the previous financial year, and earnings before interest and tax before significant items totaled $384 million, which was down $125 million on financial year 2024. Excuse me. Our EBIT margin fell to 5.5%, and we reported a net loss of $419 million, which followed on the $227 million loss reported in financial year 2024. Despite these headwinds, we made substantial progress on strengthening the balance sheet, with our net debt reducing from $1.77 billion to $999 million at the 30th of June.
This reduction includes the proceeds from the capital raise undertaken in November 2024, and I want to take this opportunity to thank all those shareholders who supported that capital raise. We also generated $501 million in operating cash flow. Capital expenditure and investments totaled $313 million, which were down from $420 million in the prior year, reflecting disciplined capital allocation. Return on invested capital was 4.5%, which was down from 5.5% in the prior year, and we remain focused on improving this metric through cost-out initiatives and simplifying our portfolio. Through last financial year, we made significant progress resolving legacy issues that have adversely impacted Fletcher Building in recent years. The New Zealand International Convention Centre is now effectively completed, and acceptance testing and compliance processes are underway, and we expect to hand over this magnificent building to SkyCity shortly.
We've also advised to the market that there are claims related to the Convention Centre, and we intend to vigorously defend ourselves against SkyCity's legal proceedings, and we are confident in our position. Our court proceedings against the roofing subcontractors on the Convention Centre are nearly complete, with judgment expected in the second half of this financial year. In Western Australia, the remediation of the ceiling pipe issues continues to track well, and as of the 30th of June, nearly 1,000 ceiling pipe replacements have been completed, 55 homes remediated, fully remediated, I should say, and over 2,000 leak detector units installed. Importantly, costs remain consistent with our estimates, and no additional provisions have been required for the Western Australia pipe issue. The impressive Puhoi to Warkworth Motorway project was opened to the traffic in June 2023 and reached full works completion in May 2024.
We've now settled all material outstanding claims with the New Zealand Transport Agency and insurers, closing out a complex and long-running matter. These outcomes reflect our commitment to resolving legacy issues and, in doing so, allowing the company to focus more fully on the future, on our operational performance, strategic direction, and delivering shareholder value. Ladies and gentlemen, we've put a lot of noise behind us in the last 12 months. Despite the macroeconomic headwinds on both sides of the Tasman, our operating businesses delivered a number of encouraging results throughout the financial year 2025. Our first ready-mix concrete business increased its national market share to approximately 40% and to over 50% in Auckland. Golden Bay Cement now holds more than 60% market share nationally, and Winstone Aggregates commenced the onsite concrete recycling. This is a step forward in reducing waste and cost.
It's a win-win, if ever there was one. Winstone Wallboards are achieving significant improvements for the new Tauriko plasterboard plant, with A-grade recovery yields consistently exceeding 95%. Fletcher Insulation in Australia introduced 16 new products during the year, demonstrating innovation and responsiveness to the market needs. At Waipapa Pine, the operation there is now operating at full capacity, contributing to our manufacturing footprint and supply chain resilience. These operational highlights reflect the strength of our portfolio and the continuing efforts and dedication of teams across the group. Whilst the result for the 2025 net financial year was disappointing to all of us, decisive action has been taken to reset the business. We have enhanced the capability of our Board and senior management team, so we've appointed four new directors and six new executives during the year.
We've taken action to address the corporate structure, restructuring from six divisions to five, reducing divisional overhead, and bringing decision-making closer to our customers. Approximately $200 million of cost savings were implemented in financial year 2025, and a further $30 million were announced at our Investor Day in June of this year, with cost reduction remaining an ongoing area of focus. We achieved a 43% reduction in net debt to $999 million at the end of June, and we have clarity with regards to our medium-term strategy, which was presented to shareholders in June. We're developing a culture of accountable, empowered leadership, transparency, and performance. I believe we have the building blocks in place. As we laid out at the Investor Day, the business's medium-term focus remains on manufacturing and distribution of building products and materials.
We've implemented urgent actions to stabilize the business and are now focused on embedding a high-performance culture across the group. Divisional autonomy is being increased, with business unit returns being measured against industry-specific weighted average cost of capital targets. Underperforming units are being evaluated, and we are taking steps to decentralize corporate functions and reduce central costs. Dividend payments remain paused until we reach the lower half of our net debt target range, which is $400 million- $900 million. We are targeting investment-grade credit metrics and a more resilient capital structure. Overall, the construction sector is currently under extreme pressure. However, we have a clear strategy, and our renewed management has already been taking bold steps to mitigate the downside and position the business well for when demand does return.
Before I close the section, I wanted to touch on the challenging trading conditions that we've experienced in the first quarter of the financial year. Our quarterly volume update, which was released last week, showed further declines in trading volumes and ongoing pressures on margins. The primary driver of this continued weak demand and heightened competitive activity, particularly in the New Zealand market. Light building products volumes were generally below prior corresponding periods, so same period last year, but slightly higher compared to the fourth quarter of financial year 2025. Across the divisions, margins were relatively stable, with production efficiencies and cost management offsetting soft volumes. Heavy building materials experienced some pronounced volume contractions with Winstone Wallboards aggregates, volumes down 4.1% versus the fourth quarter financial year 2025, and 6.3% versus the prior corresponding period last year, reflecting weaker roading and project activity.
Competition continues to be felt across the group, with margins in steel and distribution coming under particular pressure this quarter. To offset some of this impact, we are controlling what we can by taking out another $100 million of cost, which Andrew will discuss in more detail shortly. On that note, I will hand over to Andrew to speak to operating performance, our stakeholders, and the turnaround plan. Over to you.
Thank you, Peter. [Foreign language] . I would also like to add my welcome to those joining the meeting today, both here in the room and online. Let's begin with a look at where we are in the cycle. In New Zealand, we've experienced a prolonged period of subdued demand in the residential and commercial construction markets, and we expect that to continue through financial year 2026. Building merchant sales remains a reliable proxy for sector activity, and our current data shows nominal sales across the wider merchant sector tracking below prior year levels, even before adjusting for inflation. This weakness has persisted for the past 18 months, with rolling 12-month figures well off the peaks of the last cycle. The softness is broad-based, affecting both residential and non-residential segments. In Australia, we're seeing early signs that the gap between completions and commencements is beginning to converge.
For total dwellings, approvals and commencements are starting to align, indicating a potential stabilisation in the pipeline. New house activity, however, remains slower to respond, with commencements still lagging approvals. Australian market conditions remain mixed. While some segments show resilience, others continue to face headwinds from interest rates, labor constraints, and elevated input costs. As Peter mentioned, in the interests of providing transparency and insight to shareholders and analysts, we recently began publishing quarterly volume data. This has been well received, particularly by institutional investors and equity analysts. We announced our Q1 financial year 2026 volume data last week. On the left of the slide, you can see product volumes in New Zealand going back to just before COVID. These show that market conditions remained extremely weak in the first quarter. We experienced a mix of volume outcomes, but across the board, margin weakness continues.
As well as the weak demand across key markets, we're seeing heightened competitive activity, particularly in the New Zealand market. On the right of the slide, you can see the equivalent data in Australia. There, volumes have improved slightly quarter on quarter, except for STRAMICH, but remain below financial year 2024. LaminX, IPLEX, and Fletcher Insulation are adapting to market conditions with targeted product and channel strategies. We continue to monitor trends closely and adjust operations accordingly. Across both Australia and New Zealand, we anticipate market conditions will remain challenging throughout the remainder of this financial year. There is continued uncertainty on the timing of recovery in the residential sector. It is worth noting, though, that the recent significant OCR reductions should, in time, support greater liquidity in the New Zealand housing market, and there are some signs of steadying or improving market conditions in Australia.
However, we are not standing still waiting for market conditions to improve. We have continued to carefully examine our cost base. Last week, we announced a further cost-out program targeting another approximately $100 million in annualized savings. Of that, around $50 million in benefits are expected to be realized in the second half of financial year 2026, with full annualized savings expected to be achieved in financial year 2027. This is over and above the $30 million of financial year 2026 cost-out that was announced at Investor Day. Together, these cost initiatives will aid profitability and partially offset the earnings impact driven by market conditions. The program is focused primarily on back-office operations and efficiencies, while seeking to maintain frontline operational capabilities so that our businesses are ready and have the capacity to respond when market conditions improve. Our customers remain at the heart of everything we do.
From Auckland Airport to Christchurch Te Kaha Stadium, our products and people are helping to build the future. These projects showcase the breadth of our capabilities and the trust placed in us by leading developers and contractors. To give some context to these examples, during Auckland International Airport's Taxiway Mike project, Firth and Brian Perry Civil completed their largest-ever concrete pour of 1,300 cubic meters in a single 12-hour night shift. The NZICC project is nearing handover, and once complete, will be a significant asset for New Zealand, capable of hosting events for up to 4,500 people. Finally, in Canterbury, our jib products are used extensively throughout the new Christchurch Te Kaha Stadium. We are proud of the role we play in enabling infrastructure, housing, and community development across New Zealand and Australia. We're also proud of our community partnerships.
From restoring backcountry huts to supporting trade academies and local infrastructure, Fletcher Building is committed to making a positive impact. These initiatives reflect our values and our role as a responsible corporate citizen. We will continue to support the communities we operate in and invest in initiatives that deliver long-term social value. To conclude, we have acted decisively to reshape the business over the past 12 months. We've already implemented many of the key priorities, and we have clear action plans for the short and medium term. In financial year 2025, we implemented $200 million of cost savings and announced a further $30 million at Investor Day, but we haven't stopped there. Further work in financial year 2026 is targeting approximately $100 million of cost savings, which will be crucial to our profitability in a challenging market environment.
These efficiencies will also improve our performance when we do see demand return. Our corporate functions are being decentralized to give divisions and business units more autonomy and accountability, and the divisional restructures, which are now complete, position us to focus our resources on the divisions and the projects that will generate the highest returns. We're progressing a number of potential divestments, including our construction division, CSP, and our 13.4% equity stake in the Puhoi to Warkworth Toll Road. We're also progressing the strategic review of our residential and development division. There is still a lot more work to do. We remain committed to rebuilding to an acceptable return on invested capital. Over the medium term, we will embed the new operating model and continue to simplify our business portfolio.
Once balance sheet targets are met, we will reset our dividend policy in order to deliver sustainable and growing returns to shareholders. I will now hand back to Peter to conclude the presentation section of the meeting.
Thank you, Andrew. Governance enhancements have been a key focus in financial year 2025. We've introduced revised financial reporting aligned to the IFRS 18 accounting standard, with clearer breakdowns across revenue, earnings before interest and tax, and cash flow. The financial results for 2025 annual results presentation included significantly more detail in relation to our strategies and changes, thereby improving transparency for shareholders. Quarterly volume reporting was introduced in July, providing timely insights into the market and how the market is performing across the business. In September, we released the standalone remuneration report, detailing executive and broader workforce remuneration. Our corporate governance statement was updated in August and now acts as a standalone document outlining our frameworks and policies. The board skills matrix has also been refreshed to reflect the new composition of the board and is published on our website.
These initiatives support our commitment to transparency, accountability, and best practice governance. In closing, financial year 2025 was a year of action. We've developed and communicated a medium-term strategy for the group that I think is very clear. We've implemented immediate steps to stabilize the business and reduce costs. Our focus remains on operating performance, customer service, and reducing net debt, and we have clear priorities for the financial year 2026. While market conditions in New Zealand and Australia are expected to remain soft, we're well positioned to benefit from improved operating leverage when recovery begins. Thank you for your continued support. That brings an end to the presentations. I'd like to now give any shareholders, both present here and online, the opportunity to ask questions based on what you've heard so far.
Our questions in relation to resolutions will be addressed alongside the relevant resolutions a little later in the meeting. If you're in the room, I invite you to please raise your hand and a microphone will be handed to you. Before you ask your question, I would ask that you please state your name.
Thank you. Coralie Van Camp, shareholder.
Hello, Coralie.
Mr. Crowley, I'm very pleased that you're chairing the board. You are the first Chair that I can ever recall who has had any experience at all in building and construction, and I think that that should set a precedent for all future Chairs of this board that they actually understand building and construction from the nuts and bolts, from the ground up.
Thanks.
Because a lot has escaped previous Chairs who just came in, chaired the meeting, and had absolutely no idea what was happening in the business. My faith is in you, Mr. Crowley, to get this company out of a dreadful situation and set a precedent for future Chairs and people on the Board knowing what they're actually dealing with in this company. Thank you.
Thanks, Coralie. Really appreciate your vote and thank your vote and confidence. I think that vote of confidence extends through to the whole team. We've got a new team on board, a new management team, a well-led and engaged management team. I think what we do as a group understands our business, and what I think we've got now is real clarity about where we want to take the business. We're communicating, and I think people understand it. Our employees understand it. To your point, we've got the capability. We've got people already willing and able with the skills to get stuck into it and do it. I'd like to think we're really putting in place the right culture for people who understand our industries, our businesses. They're performance-oriented, and we're open. That's where we want to go, Coralie, and I think it's exciting. Personally, I think it's exciting.
I think it's very challenging, but it is an exciting time to be working with good people. Thank you. Yes, sir.
My name is Alan Best. I'm a shareholder and also carry the proxies for about 330 small shareholders from the New Zealand Shareholders Association. Last year, a fair amount of time was spent on the regular write-downs, which are called significant items, and over the last 10 years, only 2016 was able to manage very small provisions. The provisions have cancelled in the current year. Do you feel now that you have a handle on the claims that are coming forward and that provisions will return to something a bit more manageable and, from our point of view, lower?
Alan, I just want to be clear because I absolutely want to answer your question. You're talking about provisions against projects or you're talking about significant items?
Significant items.
Okay, right. Which involves provisions, I might add. Okay, thanks for the question. I think what we're trying to communicate is that we're in the middle of a big turnaround of this company, and what you've got is a board and management team who are reshaping the company, and we've rolled our sleeves up, and we're prepared to deal with the issues. In terms of the significant items, you know there's a lot there, but I think a significant portion of it comes out of the fact that since we last spoke at the meeting last year, we actually did raise the provisions for the Western Australia pipes to deal with that, which was $180 million of that $702 million. There are other things that have come into play.
The other important ones were that Andrew and the team, as part of their portfolio, their medium-term strategic review, there are decentralization, there are costs of getting out of businesses. Andrew touched on some of the businesses we exited, which were loss-making businesses. They're better gone than kept, but they cost money to get out of. As we've moved and Andrew has restructured from six divisions to five, there are costs, there are redundancies involved in that, but more particularly, as we've gone after a more decentralized management style, the IT systems that we had in place were not the right ones to support a decentralized management approach, and the IT write-downs were the order of $120 million. We also had significant, we addressed a number of underperforming businesses that we've had on a watchlist for some time that we're working to try and improve.
The market conditions are such that we were better to take the write-downs of the intangibles, goodwill, and brands on those businesses. Also, we had about a $58 million loss on the divestment of a non-performing business, which was the Tradelink business, which we sold out of Australia. These sort of numbers, they're big numbers, big, big numbers. What I want you to take away is these have come out of looking at the business and working out what it is we want this business to be in the future and positioning it for the future. That's the work that Andrew and the team have done. They've done really detailed work on this, Alan. Does that sort of answer your question?
Yeah, thanks, Mr. Chairman. That does answer the question of the significant items. One of the other comments that I've heard in the trade talking to an Auckland broker was that Fletcher's is really too complex, and even for a broker whose business it is to analyze the different divisions and their contribution to the whole, he's finding it pretty hard work to get behind the scene. I believe that your move to simplify the divisions is the right one, and I've said that to Andrew.
How would you like Andrew to comment on that?
Yeah.
I would just say you're right. It's hard work, but I'm sure Andrew could give some more flesh to that.
I think what he was meaning was that overall, we can always expect some divisions to underperform and drag us back, and that's a problem. Your focus on ROI is obviously the right one. I was saying to Andrew that the business is like an octopus. We used to say that of Fletcher's, it's like an octopus in the trade. That actually is a huge advantage because we all know an octopus has 180 million neurons in the center in intelligence, and then 40 million in every tentacle, and we missed out on the 40 million neurons in the tentacles in the past.
I'm going to, would you like to respond?
I think, Alan, that you are blindly agreeing with our choice of decentralization.
Thank you.
I'm not sure my troops want to be called tentacles, but that's part of life.
Any other questions? Oh, just a gentleman up here, a gentleman at the front here. Thanks, Phil.
Thank you, Chairman. My name is Sari Chen. I have about three questions.
Yes, sir.
If the demands for the major products are weak, do you think there are more resources focused a bit more on the quality assurance to prevent the issues or the problem with the leaking products? The other two questions, what do you think about the international competition? For example, do you find consumers or contractors can buy cheaper products from Asia, for example, given the same quality? The last question is, do you think it's too much for Andrew to be both MD and CEO at the same time? Thank you.
Okay, great, great questions. I'm just going to remember them. I think the first question you're asking was about quality assurance and how we make sure that things like the issue in Western Australia doesn't happen again. I think one of the things we do a lot of work on is QA. We have registered laboratories in our plants, testing facilities. We test raw materials in, we test product that's going through, we test product coming out. I think one of the learnings, my personal view of the IPLEX situation, was that you can have the greatest quality control systems and all the testing on the pipes that went to Western Australia, they're good. There's not an issue with the pipes, but there is a risk, and we were alert to it around installation. You can supply a product that fits the bill.
If someone misuses it or installs it incorrectly, that's a problem. That is a big watch out for us that we've got to be more alert as to how our products are installed. Classic one, concrete, ready-mix concrete. The truck is loaded. It's loaded to great accuracy in terms of how much cement, how much water, how much materials go in to produce the product. Quality assurance on all the products. You go to a concrete site, someone wants to put more water in the mix because it makes it easier to place. You just can't let that happen. That destroys the integrity of the product. Again, it's sign-offs. People have got to sign away. They'll take responsibility for it. We've got great QA. What we've got to be alert to is how and if our product is misused in the market.
I think that's just a really, it's a big watch out. It's a big learning, a big risk understanding that we have as a board these days about that, about installation risk. That, to me, is the main in-the-field risk with product. Second question was about importation of products, so people bringing their own product into the country. The fact is that the markets, the borders are open. We do see imports and things like cement come in. We're the local supplier of cement with 60% market share, which is pretty material. We're up against some big, big players in the market, one of them whom I worked for for 15 years, including looking around New Zealand. I think how we operate is great. Jib, it's one thing to make a product. It's another thing to have how you serve your channels, how you add value to your customers.
People, if they want to come in and do it, need to incur significant cost of actually going to the customer. One of the things, you know, we're a competitive advantage with Jib. We don't just deliver the plasterboard to the site. We deliver it to the room. That costs money to do, and you've got to have scale to do it. I guess that's an important part of our value proposition. You could work your way. Some areas were a bit weaker. Some areas were stronger. I think it's just taking a balanced approach and understanding who your competitors are and being prepared to compete. The third question was with regards to Andrew as Chief Executive and Managing Director. In that, it's a governance question. If you don't mind, I'll tell them how good you are.
When we appointed Andrew, we did think long and hard about a fully independent group of directors. Could we bring in an executive director who's not independent? What the appeal of having Andrew in the capacity that he has is, yes, he's part of the management team, but he's also tightly involved in the discussions and the thinking of a board, which is quite different. It's not the same as management. He's in a wonderful position to actually understand where we're all coming from and to take it back into the team and explain it. I think it's a really important conduit that I think works really, really well. Andrew, would you like to add anything on that?
I think historically there may have been a bit of a schism grew up between the board and the direction the board wants to go in and management. I see me sitting as a Director and as the CEO as being able to bridge that gap and ensure that we're all aligned on the direction we want to take the business. I think that's working well.
Okay. Is there another gentleman here at the front? Got you working today, Val.
My name is Jagat Deo, and I'm a shareholder through Sharesies. I was just checking the stock prices. Last year, the company issued the capital at $2.40. That was a 17% discount. Right now, prices are $3.20. Even after making a loss of around $0.25 per share, the stock price is up. When I see the actual numbers of the balance sheet overall, we are reducing our debt. The first slide, there were six points, and the majority of them were downside. We were reducing everything. We are focusing on the cost-saving side. Don't you think that the company is much more pessimistic compared to the New Zealand government's idea of pushing for the economy? It looks like your actions are clearly like you're thinking that, oh, future is a bit not as certain. Let's take everything under control.
If we just see the headlines of the NZ Herald and everything, it's like the government is saying we'll put $7 billion in infrastructure and everything. I think two things are a different direction.
I guess the nub of the question is not for us to comment on what the government thinks. Okay, they've got a view. Andrew and the team are reacting to the old sporting analogy: you play what's in front of you. What we're seeing is what we're seeing. I don't think we're alone in seeing how the markets are operating at the moment and the statistics of housing starts and work done. That's out there. They are real numbers. What Fletcher Building has is significant operating leverage. In other words, fixed costs. When the market goes up, you should do really well. When the market goes down, you're in a world of pain. We're not waiting for official cash rate benefits to improve. We can't wait for some road to be built. Things like we've just got to get on and manage what we're managing.
Andrew and his team, they're running hard at it to make sure we've got a competitive position through the cycle.
I have two small questions. One question is that it was mentioned that SAP rollout was stopped.
Sorry, what?
SAP rollout is stopped. IT system rollout.
Yes, sir.
SAP. Which system are we rolling it now?
Sorry, we.
What is the new system that we are rolling out?
What was originally planned was that SAP was going to be rolled out across the entire group, and the expenditure on that to date was about $135 million gross. We don't think we need to spend that money in the business. We have IT systems there already that we can turn around and remediate and extend their life. By stopping this project here, we've saved a large amount of capital expenditure, and we are still confident that we've got no technology debt that we have to make up.
I see that the auditor remuneration is around $4 million. That was also the same around last year. Around $4 million every year we are paying to the auditors. To me, it seems that it is because of the complex structure of the company.
You're talking about the audit fees?
Yes, auditor fees.
I think our auditors work hard. As a gentleman, I think it was Alan, someone from Alan Best, was talking about the complexity of the organizational structure. These are real costs. If we can simplify it, reduce the complexity, you would think there are savings that come from that. I don't think it's necessarily, I don't mean that it's lower quality audit. I just mean that it's easier to understand what we've got our hands around.
Thanks, sir. Now this is surely my last question.
Okay.
On the industry segment-wise, on page number 15, it is mentioned that Australia is mentioned with the other segments.
Yeah.
Australia is a country, so why is it mentioned there on page number 15, not industry segments income statement?
Okay, we've got our CFO over here, Will Wright. He can answer that question for you.
Thanks for that question. We reported last year's financial accounts on the basis of the old organizational structure. Australia at that point in time was a division. Moving forward, we'll be reporting on the new organizational structure where Australia is not a division.
Okay, thank you. Any other questions? Otherwise, we'll go to questions online.
Thanks, Chair. We have three questions for this section online.
Thanks.
The first one's from Evan Wells. Given the low comparative share price versus two to three years ago, what are the chances of a takeover of the whole company, and what actions are the board taking to contend with this?
Thanks, Christian. Like I said, it's a pretty fundamental question. Look, we know the share price is weak. We have a view of intrinsic value of what this company is worth, and therefore what a share in Fletcher Building is worth. The situation is that the market is really tough. We're doing a lot of work to simplify our structure, our strategy, take costs out. Over time, that will benefit shareholders. You can only manage what you can manage. If someone wants to have a look at us, go for it. We are working on the business to improve the business and to get the share price up, working on the levers we can pull in this market.
Yep. Second question from Stephen Main.
Yep.
How many full-time equivalent staff do we currently have, and is this likely to fall over the coming 12 months with the rapid rollout of AI? Which parts of the business and operations are the most prospective for AI productivity gains, and how energetically are we embracing those opportunities?
Yep. Andrew?
AI is obviously quite a complex topic, and it's something that you don't do en masse in the sense that it has a whole number of different areas it's applicable to. It's more like micro initiatives rather than major projects. What we do with our GMs is try and expose them as much as possible to what the different sorts of AI initiatives might be, and then very much in the decentralized model, leave it up to General Managers to turn around and decide where they can apply that technique and that technology.
Next question is from Scott Earnshore. Is the new Panelville board plant in Taupo due to be completed and in production by the end of 2025? If not, when?
The Panelville plant at the moment is forecast to produce the board in July 2026.
There are no further questions for this section online.
Thanks, Christian. Ladies and gentlemen, I will now move on to the formal business of the meeting, which is to vote on the resolutions outlined in the notice of meeting sent to all shareholders in September. The resolutions are ordinary resolutions, and to be passed, they will require the approval of a simple majority of votes of those shareholders entitled to vote and who vote on the resolution. As advised at the beginning of the meeting, we will vote on the resolutions by way of a poll. Any undirected proxy votes given to the Chair of the meeting or any director will be voted in favor of the resolutions. Any directed proxies given by the shareholder will automatically be cast as directed. For eligible online attendees, voting on the resolutions is now open, and you can vote at any time until I declare the voting closed.
For shareholders and proxies in attendance at the meeting, I will invite you to place your completed and signed voting proxy form in one of the ballot boxes, which will be passed around the room after all the resolutions have been introduced to the meeting. If anyone in the room is unsure how to complete the voting form, please go to the desk, which is out there, where someone will be able to help you. I will now turn to the resolutions. Now, turning to the first resolution, it concerns myself, and I will hand over to Sandra Dodds as the Chair of our Audit and Risk Committee to conduct the consideration of this resolution.
Thank you, Peter. It's now my pleasure to move that Peter Crowley be re-elected as a Director of the company. Peter was appointed to the Board on the 1st of October 2019 and appointed Chair on the 3rd of February 2025. He is the Chair of the Nominations Committee, a member of the Disclosure Committee, and is considered by the Board to be an independent Director. His credentials are outlined in the explanatory notes to the notice of the meeting. The Board unanimously recommends that shareholders vote in favor of the re-election of Peter Crowley. I now extend to Peter the opportunity to speak about his re-election before we proceed to discussion on the resolution.
I nearly had an incident. Thanks, Sandra. Ladies and gentlemen, it's been a privilege to serve as Chair since February, and I stand before you today seeking your support for re-election as a director at an important turning point for Fletcher Building. When I was most recently re-elected as a director back in 2022, I spoke about the value of combining deep industry knowledge and governance discipline. These themes remain the foundation of how I approach my responsibilities. I have over 40 years' experience as an executive and director in the building products and construction materials industries across Australia and New Zealand, and I bring to the role a strong mix of operational insight, governance skill, and a deep commitment to the people and the communities which we serve. I've got to be candid. Fletcher Building has not delivered the results our shareholders deserve.
Our performance has lagged expectations, even as we navigate some extraordinarily challenging market conditions, and it's clear, crystal clear, that a turnaround must be accelerated. That's why I'm proud of the steps we've taken to refresh and strengthen our board, bringing in new directors who had a breadth of experience, sharper perspectives, and the resolve to drive change. Leading this team of committed and talented individuals is a responsibility that I take seriously, and together we are focused on setting the company back on a path to consistent performance and shareholder value creation. At the same time, we've made important progress in reshaping Fletcher Building to position it for a stronger future. We've reduced net debt significantly, actually.
We've improved our balance sheet strength and its resilience, and we've continued to make progress in resolving our remaining legacy issues, such as the Puhoi to Warkworth project, and as we mentioned earlier, we've set a path to the handover of the New Zealand International Convention Centre shortly. We're simplifying our portfolio to focus on their core strengths around the manufacturing and distribution of building products, and we've taken bold steps to streamline our operations so we can be now more efficient and agile. Looking forward, my focus as the Chair is twofold. The first is sharpening our strategy and portfolio. We're concentrating on our core strengths in manufacturing and distribution, businesses where we know we can win. At the same time, we're reviewing non-core areas to ensure capital is deployed where it can make the best return. The second thing I'm focusing on is restoring operational discipline.
My own background in building products and wholesale distribution has reinforced for me that efficiency, cost control, and customer focus are the foundations of sustainable performance, and we're embedding these disciplines across the group. Most importantly, we're committed to rebuilding shareholder value. We have a strong financial footing. We've got market-leading and resilient businesses, and a refreshed board and a management team, a clear plan, and the people who are ready and willing to deliver it. While the turnaround might not happen overnight, the steps that we are taking now will put Fletcher Building back on the path to consistent performance and sustainable returns. I really want to take this opportunity, ladies and gentlemen, to acknowledge the resilience and dedication of our people across both Australia and New Zealand.
Over the past few years, I've made a deliberate effort to visit sites across the businesses to maintain a close connection between the board and our people. I just tally it up just out of interest. So far, in 11 months, I've been to 20 sites, and by the end of November, I'll have been to 23 sites. You know I'm out and about, and I know my colleagues, we get out and about, and we go out and about because we want to see what the assets are. We want to meet our people. We want to understand our customers, and we want to interact with them about safety and the operational performance of the business. We are really active, and we think it's important. What you come away with when you see them is that we really have good teams, people committed, really strong teams.
They're committed to safety. They're committed to their customers, and they're committed to innovation. That culture of resilience and customer focus is one of Fletcher Building's greatest strengths, and it gives me great confidence in the future. Fellow shareholders, Fletcher Building is not where it needs to be. We're taking the hard decisions, and we are strengthening governance, and we're resetting the business with a renewed sense of direction and discipline. With your continued support, I look forward to leading this refreshed board. We're working closely with management and applying my own experience of over 40 years to ensure Fletcher Building regains its strength, credibility, and leadership in our industry. Thank you. Thank you very much.
Thank you, Peter. I now invite discussion on the resolution. Are there any questions that shareholders would like to ask Peter Crowley? If you're in the room, I invite you to raise your hand, and a microphone will be handed to you. Before you ask your question, please state your name. Are there any questions? Let's see. Are there any questions, Christian, online?
We have one question online from Stephen Main. Is Peter intending to serve a full three-year term and then recontest in 2028? As a former building products CEO himself, how does he discipline himself not to overly micromanage the CEO and wider management team? Could the new CEO comment on how hands-on the Chairman has been so far during his time at the company?
That's a pretty good question. I'm trying to remember all the elements of it. Look, I'm 68 years old. I think it's in the documents that people have seen. This is my third term. I am not sure I would go around again. It's not because I don't like the business or anything like that, but I want to make sure that the business gets the best of me over the next three years. I think it's really important that we understand that. I'm giving it everything I've got. I'm working with a team who are empowered. They can make decisions. I think it's really important we talk about micromanagement. What I think the board's got to be clearer on is the management is clear on what they got to do.
If we're clear that they're clear, and if we've got the systems in place to track performance, monitor performance, and the ability through board meetings to feed back on performance, I think you let the management get on with it and get it done. Sorry, Christian, there was a third part of that.
Could the CEO comment on how hands-on the Chair has been?
Sure.
I don't think I've ever been micromanaged, so it wouldn't happen.
Sorry, Sandra.
Sorry, I was just going to ask, are there any more questions, Christian?
Further questions online?
Okay, it appears to be no other questions, and I'll hand it back to you, Peter. Thank you.
Thanks, Sandra. Ladies and gentlemen, we'll now move to resolution two, which is the election of Jacqui Coombes. It is my pleasure to move that Jacqui Coombes be elected as a Director of the company. Jacqui was appointed to the Board on the 14th of April 2025. She's Chair of the People and Remuneration Committee and a member of the Nominations Committee. The Board has agreed that she is an independent Director. Her credentials are outlined in the explanatory notes to the notice of meeting. The Board unanimously, so I always trip over that word, the Board unanimously recommends that shareholders vote in favor of her election. I would now ask Jacqui to address the meeting in support of her election.
Thank you, Peter. Good morning. It's a privilege to be standing before you today seeking your support for election to the Fletcher Building Board. I was appointed in April this year, and while my tenure has been short, I've already seen firsthand the scale of the opportunity we have to restore Fletcher Building's performance and reputation. With over 30 years of leadership experience in the building industry and retail sector, I bring a wealth of experience and expertise to this journey. My background is rooted in operational excellence, customer focus, and people leadership, capabilities I believe are critical as we drive Fletcher Building's performance. For over a decade, I led Bunnings, New Zealand, and I later served as Group HR Director for Bunnings across Australia and New Zealand and a team of 55,000 people.
I've also worked in operational and retail leadership roles in businesses including Spotlight, Noel Leeming, Woolworths, and Aldi in the UK. I joined the Fletcher Building Board because I believe in the potential of this company, while recognizing the challenges that we face. I believe you are right in expecting more shareholders of this business. The company has underperformed, and the market has been clear in its judgment. Economic headwinds and legacy issues have tested confidence. I also see a business with strong fundamentals, a proud history, and a renewed determination to get back on track, including to take the benefit of the market improvement as the cycle turns. As Chair of the People and Rem Committee and a member of the Nominations Committee, I've been focusing on ensuring we have the right leadership, the right incentives, and the right culture to drive performance. Governance matters, and so does accountability.
I bring a sharp commercial lens, a deep understanding of frontline operations, and a belief that culture and performance go hand in hand. Looking ahead, I'm optimistic. I believe Fletcher Building can emerge from this period stronger and more resilient. We're simplifying the business and focusing our strategy. My particular focus is ensuring we have the right people in the right roles, supported by a culture that values performance, transparency, and customer focus. To our shareholders, I understand your disappointment with the company's performance, and I share your expectations of improvement. I want to assure you that I am committed to working with my fellow directors and management to deliver the performance needed to rebuild trust and create long-term value. With your support, I look forward to continuing to serve on the board and contributing to the company's renewal and success. Thank you.
Thanks, Jacqui. Excuse me. I now invite discussion on the resolution. Are there any questions that shareholders would like to ask Jacqui Coombes? If you're in the room, I invite you to please raise a hand, and a microphone will be handed to you. Before you ask your question, again, I'd ask if you please state your name. Gentlemen.
Hey, my name is Jagat Deo. My question is, I think around $1 billion was employee cost for a year for this company. Employee cost is $1 billion. Is it right to say? I read somewhere. My question is about how to motivate the company employees through remuneration. When the stock price was so low and when we raised the capital at $2.40, how about offering ESOP to the company employees? When we say we have strategic business units, we can give the SBU offer to the directors as well as the SBU heads. If anyone who is at manager level, or if the company can create a plan where even the lowest level employee can also think of joining, how about that to motivate the person to stay with Fletcher for long term?
I'm not bumping your question, but we've got a section that's on the REM report and REM principles. I'm wondering if I can answer your question once we've done that part of the meeting. I think that may answer some of your question, if that's okay.
Jacqui will present on that.
It's a very important topic, so thank you.
It's a full presentation, which I believe will address your question. Lady, just here.
Madeline Gunn. A number of years ago, I was at this meeting, and the Chair of the Board had presented at the very beginning these wonderfully competent board members and then gave us dreadful results for the year. I asked the question, did he consider that. Perhaps
They might need more diversity on the board. Now, because I was a woman asking the question, it was reported in the Herald that the Chair was asked if they need more women on the board. I'm delighted to see that we have three women on the board now, and Jacqui, delighted to support your reappointment. It's not just the gender balance that's really important. I, like Coralie at the beginning, really support the fact that we now have people on the board who have experience in the industry. I don't think the plethora of accountants and lawyers, however well experienced and well-meaning, did an awful lot for Fletcher Building over those years. Peter, again, congratulations on the focus of the new board, and lovely to see three women on it.
Thanks, Madeline. I really appreciate your vote of confidence. This probably doesn't go specifically to the resolution, but my colleagues, whether they be male or female, have the skills. They've got the right skills, the talents. You've heard just Jacqui talking in her speech about how she's run a business with 55,000 people. That's a serious business. You know she knows what the distribution market in New Zealand, inside out. We need that because we've got a business called Placemakers, and it is a focus of our part of our turnaround. While I've just got to run with this one, because I think this is really important. We've got people, irrespective of who or what they are, that bring talent. Diversity is a good thing. We've got Sandra at the end. Sandra chairs our Audit and Risk Committee meeting.
Sandra actually is a chartered accountant, but she's not out of financial services. She worked for Downer, she worked for Fulton Hogan in the contracting side of businesses and the heavy building materials side. The industries that we're in, looking at those businesses and how they perform. It is really relevant experience. She knows what questions to ask in meetings. Cathy, as we've been through this raft of legacy work that we've been slogging our way through, which we're getting clear of, that's the good news. She's been integral to helping us and giving us strong advice in the boardroom about how we manage these things. We've got three ladies, but what a great three ladies. Then we've got the fellows too, and they're the right mix. Tony and I have worked together years and years and years ago. Tony runs the biggest aluminium extrusion business in Australia.
He knows about building products. He worked for Carter Hold Harbour years ago. He ran the insulation business in Australia. His overlap of the businesses we operate is phenomenal. Who else am I—sorry. We've got James Miller. James brings us, well, he's going to talk about himself in a minute. I'm actually going to leave James out because we reckon he's pretty good, but he can sing for his own dinner, and then I can recap at the end. With Andrew Reding, absolute industry veteran in the industries that we operate. I'm just really confident that we've got the diversity of, and I bring heavy construction materials and distribution. The businesses we're in, we've got expertise. What the gender is is almost irrelevant, but it works really, it's a good team, and it's a good team that works really well.
Madeline, I just wanted to take that bit of time to hopefully address your question and give the shareholders some comfort as to where we're coming from. Any questions online, Christian?
No questions online.
Righto. Let's move on to the third resolution, which is the election of James Miller. It's now my pleasure to move that James Miller be elected as the Director of the Company. James was appointed to the board on the 1st of June 2025. He's a member of the Audit and Risk Committee, the Disclosure Committee, and the Nominations Committee. The board has agreed that James is an independent director. His credentials are outlined in the explanatory notes to the notice of meeting. The board unanimously recommends that shareholders vote in favor of his election. I'd now ask James to address the meeting in support of his election.
Thank you, Peter. Good morning. Good morning, shareholders and colleagues. Following my recent appointment to Fletcher Building, I'm now seeking shareholder support for my election. I spent my career helping businesses navigate complexity, unlock value, and earn trust. From leading investment firms to chairing listed companies, I've seen what good governance looks like and what happens when it's missing. I joined Fletcher Building because I believe in its significant potential. I also believe in accountability. This is a business that has faced tough questions from shareholders, from the market, and from within, and quite rightly so. Performance has lagged expectations, and confidence has been tested. In my short time on the board, I've seen all the ingredients for a turnaround: strong core businesses, a very capable management team, a refreshed board, and a clear appetite for change.
I bring to the table experience in capital markets, audit and risk, and governance. I'm currently the Board Chair of Channel Infrastructure, Director of Ryman Healthcare and Vista Group. I previously chaired the NZX and served on the board of Vulcan Airport and Mercury and led the investment strategy for Craigs Investment Partners. Since joining the Fletcher Board, I've been actively involved in audit and risk, disclosure, and nomination committees. We're simplifying the business, reviewing our portfolio, and taking significant costs out. While these are all the right moves, I do caution New Zealand is in a recession, creating significant headwinds for a company with high operating leverage such as Fletcher Building. However, I'm confident the business will come out the other side well positioned for the future. As shareholders, I know your patience has been tested. I know your expectations are high. That's how it should be.
As a director of your company, I will continue to bring an independent, commercially grounded voice to the board, one focused on restoring performance, rebuilding trust, and delivering results. Shareholders, it's a privilege to stand here today seeking election as a director on the board of Fletcher Building, and I ask for your support. Thank you.
Thank you, James. I now invite discussion on the resolution. Are there any questions that shareholders would like to ask to James Miller? If you're in the room, I invite you to please raise your hand, and a microphone will be handed to you. As I've said before, before you ask your question, we'd appreciate if you could say your name. Any questions? Alan Best.
Thanks, Mr. Chairman. I'm wondering whether Mr. Miller could tell us a little about the internal reporting systems. We all know that in a decentralized system, you need really immediate, timely, and very sensitive reports. We have just seen cost savings, or we're seeing cost savings in the IT area. What I would like to know from Mr. Miller is whether he's satisfied that the reporting back to the board and through the management team is timely and sensitive to his way of thinking.
In fairness, I'm still doing my induction, so it'd be hard to know that in detail, but everything I've seen to date would lead me to see there's just a complete level of professionalism on delivering those reporting through to the board and through to shareholders. I think it's actually first class.
Any other questions from the floor? Christian, do we have anyone online?
We have a question from Stephen Main. Could our two new directors up for election today, Jacqui Coombes and James Miller, please comment on their experience of the recruitment process? Did either of them know any of our directors before engaging with the recruitment process?
I think I'm welcoming you both to respond. Jacqui first.
I think New Zealand's a very small place, and I've heard of most of my fellow directors, but never actually worked directly with anyone from the board. Just to comment on that further as well, when I was approached about the Fletcher Building board and was doing my due diligence and met all the directors, one of the key reasons that was my decision for joining the board was the experience that we've got on this board table and what I felt that I could add.
Yeah, look, again, I've never served with any director on the board, but I obviously knew a number of them, and some of them I know quite well. The process was just the normal process that a director would go through, very professionally run. Yeah, what was the other part of the question?
Only purpose. Yeah.
No further questions online.
Thanks. Thanks, Christian. Ladies and gentlemen, we'll now move to the fourth resolution. I now move that the directors be authorized to fix the fees and expenses of the auditors. EY is the company's auditor and is automatically reappointed under the Companies Act. This resolution authorizes the board to fix the fees and expenses of the auditor. EY Audit Partners are present at the meeting should shareholders have any questions of them concerning this resolution. I now invite discussion on the resolution. Are there any questions in the room? Nope, doesn't look like it. Okay, Christian, any questions online?
No questions online.
Thank you. We will now move to the fifth and final resolution of the company's remuneration report for the year ended June 30, 2025, as detailed on the company's website, be adopted. Before the vote, I'd like to ask Jacqui Coombs, the Chair of our People and Remuneration Committee, to provide some further details around the remuneration principles and framework.
Thank you, Peter. Whilst Peter said the REM report is online, we've just pulled out some key points that we thought you might like to discuss or to highlight for you today. In terms of our REM principles, the board believes that it's critical to align exact remuneration outcomes to driving performance and creating value for shareholders. Our exec framework is therefore focused on building a strong culture of ownership, accountability, everything that sits across our exec team. We want to attract and retain the best people and drive them to deliver sustainable performance and growth. The board uses foregarding principles to focus senior management REM frameworks. Shareholder value. We want our most senior execs to have a true ownership mindset created through share ownership, so skin in the game, and strong alignment with shareholder value creation in the short and long term. Our people.
We want our REM structures to attract, motivate, and retain high-calibre employees. We are aware of the highly competitive talent market, and we need to be competitive across all our REM elements. Strategy. Our REM frameworks drive both long-term sustainable earnings and the in-year performance of the company, with our most senior people aligned to these outcomes. The frameworks recognize that we're driving growth and will incentivize and reward our execs for delivering it. Risk. Senior execs need to be accountable and take ownership for outcomes with consequences both good and bad. Our REM framework supports our principles through three main REM components: fixed REM, short-term incentives, and LTI, long-term incentives. Taking fixed REM first, this is key to attracting and retaining high-calibre leaders and skills in a competitive trans-Tasman market for talent.
Turning to our incentive schemes, these are designed to focus on both in-year performance through the STI component and long-term sustainable earnings through the LTI component. With short-term incentive, we balance both financial and non-financial goals. Having non-financial goals means we can set targets for our exec to continue to make progress on the most critical areas of the group's long-term health. Given the group's recent financial underperformance, the board has taken two immediate actions in relation to financial year 2025 STI. Firstly, we applied the board's discretion to forfeit all 2025 incentives, even where business units' performance hurdles were met, achieved, or exceeded. Secondly, we weighted the financial goals for financial year 2026 at 80%. This reinforced accountability for financial outcomes whilst ensuring we preserve a focus on critical safety and non-financial priorities, which we weighted at 10% each.
In relation to the long-term incentive in financial year 2025, we adopted a shareholder return measure to align with shareholders' financial outcomes and a return on funds measure. There was no payout for LTI in financial year 2025. With a strategic review now completed, we are reviewing how our incentive frameworks can best support our new strategy and operating model going forward. Turning to the Managing Director and Group CEO. Andrew Reding's REM package has a strong emphasis on long-term performance and is tightly tied to share price performance. As shown by the chart, Andrew's fixed REM is $1.5 million, with approximately three quarters of the total package at risk through performance-based short and long-term incentives, 71% at risk at target and 75% at maximum. If the CEO performs strongly, over half the package would be paid in equity, which would vest over a period of time.
This creates tight alignment between the CEO and shareholders, 57% in equity at target and 56% at maximum. I hope the additional background has been helpful for shareholders. I'll now pass back to Peter.
Thanks, Jacqui. Ladies and gentlemen, I now invite discussions on this resolution. Are there any questions that shareholders would like to ask about the remuneration report? If you're in the room, I invite you to please raise your hand and a microphone will be handed to you, and we ask that you state your name. Any questions?
How many employees will be eligible for this type of remuneration structure?
This is Andrew Reding's structure.
Okay, is this point only for the board of directors' remuneration or for the other employees also? It's only for Andrew. It seems to me that I'm confused that this question is only for Andrew's remuneration, right?
Yeah, that's right.
Right. Okay. That's okay because I was actually comparing with the SkyCity's annual report where they give a breakdown based on the salaries left till $50,000 to $1 million.
In our REM report, there is a structure. Sorry, I don't know the page number offhand.
It's $5 million.
We don't talk about individual employees and team members, but we do give a range of what our payments look like overall. Page 83 of the annual report. If you have further questions, feel free to come and find me after this. Yeah.
Thanks, Jacqui. Any other questions in the room? Christian, online?
We have a question from Stephen Main. Many thanks for once again voluntarily putting the remuneration report up for a vote today, unlike the vast majority of New Zealand registered companies. Last year, we had an 11% vote against the REM report. Did any of the proxy advisors recommend against our remuneration report this year, and has it led to another double-digit protest vote? If so, what was the issue investors were concerned about?
I'm very happy to take that question. First of all, just on why we put this up for a non-binding vote is we don't have to do this, and I'm not presuming to drive policy in New Zealand as the other companies should. This is something we choose to do. We think it gives pretty good transparency about what our pay structures are and I guess the decisions we make and why with regards to pay. It's also a really good way of getting feedback from shareholders that I think we've got it right or we've got it really wrong. In terms of proxy advisors, they've all voted in support or their reports indicated support for our remuneration report. I think that's certainly a very helpful thing. Was there another part to the question, Christian?
If so, what were the issue investors were concerned about with the REM report?
This year?
Yeah.
They voted in support of 100%. There's no issues. I just actually, you know, we've got to be alert and awake to, you know, things change over time. We've got to be working, you know, and evolving and modifying how we conduct business. I think the proxy advisors, I think as shareholders generally think we got it pretty right. No other questions?
No further questions.
Righto. So, ladies and gentlemen, we'll now vote on the resolutions. I invite you now to cast your votes on the five resolutions as displayed on the screen. Please now cast your votes. The voting will close shortly. Please ensure that you've cast your vote on all five resolutions. We'll take a few minutes break now to allow you time to finalize your votes. For those in the room, please place your completed voting proxy forms in the ballot boxes that will be handed around. Ladies and gentlemen, I think the voting on the resolutions is now closed. Postal and proxy votes received. You'll now see the votes on the screen. You will now see on the screen the results of postal voting received ahead of the meeting for the resolutions that we put forward.
These postal votes do not include discretionary proxies held, and these will be voted on at the meeting. The company's auditor, EY, will act as scrutineer for the polls. The final results of voting on the resolutions will be advised to the NZX and the ASX this afternoon, which will obviously incorporate anybody that voted just now. We now turn to the last part of the meeting where shareholders have the opportunity to raise any final questions. I would now like to give any shareholders, both present here and online, the opportunity to ask questions. Can I ask shareholders to avoid taking us back on matters that have already been fully discussed already? We'll now answer any questions, starting with questions from the floor here. Gentleman here.
Good morning, Kevin Palmer, shareholder. Given the liabilities of the Sky City Conference Centre issue, if the court case is successful, does the roofing company have the assets or liability to cover to settle that claim, or is there a risk it will simply go into liquidation and leave Fletcher's with the cost liabilities? If winning the case, how much would that potential liability be?
Would you like that or would you?
I think you're asking whether the court's actually taken against the subcontractors at the Sky City, whether there is any depth to it. They have a third-party liability insurance policy, which we went into the court stating that it was getting access to that insurance policy that we were after. Yes, they do have depth.
Does it fully cover the potential liabilities?
I'm not quite sure what you mean by the potential liabilities.
Do you have a sum in mind of how much you'll try to claim off then?
Yes.
Does that liability insurance cover that full amount?
Yes.
Okay, thank you.
We have taken no recognizance of any possible settlement on that policy into our books at all.
Any other questions from the floor? All right. Christian.
Two final questions online. First one from Stephen Main. There was a 22.7% vote against the reelection of independent director Cathy Quinn at last year's AGM. What was the issue, and has there been any more director election protests today?
I think you can see from the votes that we put up that shareholders have very kindly been supportive of the board. I think those issues are behind us.
Final question from Stephen Main. Why is the Chair referring to postal voting? Surely the vast majority of proxy votes were done online. Also, could the Chair please release the headcount data in the poll showing how many shareholders voted for and against?
I guess it's my bad, I'm talking postal, not online. What was the second question?
Could the Chair please release the headcount data in the poll showing how many shareholders voted for and against?
No, I don't think so. I don't think we have to do that. I don't see any upside to that at all. It's clear that shareholders have voted and a lot of shareholders have voted. I think that's a really important thing. It was a big turnout. It's a big turnout in the room. It was a big turnout in the online voting and its support. I think that's the big takeout for us, you know, our shareholders are supporting us, are getting on with the strategy we've developed and taking the business forward.
No further questions online.
Thanks, Christian. Ladies and gentlemen, I now declare the meeting closed. I want to thank you for your attendance and participation today. We'd be delighted if you'd join us for some light refreshments just down there. Thank you very much and have a great day. Thank you.