Atlas Arteria Limited (ALX) Earnings Call Transcript & Summary

Well, good morning, everyone. My name is Tess Palmer, and I'm the Director, Investor Relations at Atlas Arteria. I welcome you to Atlas Arteria's 2025 Annual General Meetings. The meetings are being held as hybrid meetings, which means we have security holders and proxy holders attending both in person and online. As a result, there are a few important housekeeping matters to cover before we start. First, for those attending in person, if the building fire alarm sounds or you are advised that there is an emergency in the building, please follow the directions of the warden. The exit will be via the stairs next to the lifts or via the service area in the back stairwell. There is no smoking allowed on site at the RACV Club. The bathrooms are located past the lifts, and please remember to turn your mobile phones to silent during today's meetings. Now for everyone's information. Due to Atlas Arteria's stapled structure, there will be 2 meetings taking place this morning. One for Atlas Arteria Limited, the Australian parent company that forms part of the Atlas Arteria Group, and 1 for its stapled entity, Atlas Arteria International Limited, the Bermudian parent company of the Group. For today's meetings, you will hear from the Atlas Arteria Limited Chair, Debbie Goodin; the Atlas Arteria International Limited Chair, Fiona Beck; and Hugh Wehby, the CEO of Atlas Arteria. You will also hear from each of the directors who are being considered for election or reelection at today's meetings. In relation to the formal business of the meetings, voting on the resolutions is by way of a poll. To provide securityholders and proxyholders with sufficient opportunity to vote, the Chairs will declare the poll open on all items of business to be considered at the meetings after they formally open each meeting. I will provide further instructions on how to vote at today's meeting shortly. The proxy positions, including open proxies will be shown after each resolution is introduced, and the results for all resolutions considered at the meetings will be released to the ASX after the end of the meetings. As mentioned in the Notice of Meeting, the Chairs will vote all undirected proxies held by them in favor of the resolutions. At the conclusion of the meetings, we will invite those attending in person to join us for refreshments. Security holders, proxy holders and corporate representatives may vote on the items of business once the polls are open. If you are here in person, entitled to vote at today's meetings and have registered at the attendance desk, you should have received a blue voting card. If you're entitled to speak but not vote at the meetings, you should have received a yellow card. If you haven't received a card and you think you should have or you think you've not received the correct card, please go to the registration area where a Computershare representative will assist you. To vote on an item, please tick or mark the FOR, AGAINST or ABSTAIN box for the relevant item. You must only mark 1 box for each item. You will be given time to vote on each item following the discussion on that item. For those attending online, when the Chairs declare the polls open, a voting icon will appear on your screen and the items of business will be displayed. To vote, press the vote icon and the voting options will appear on your screen. You can then select your voting direction and a tick will appear to confirm receipt of your vote. There is no need to hit a submit or enter button as the vote is automatically recorded. You will receive a confirmation notification on your screen. To change your vote, select "click here to change vote" and press a different voting direction to override. You may vote up to the time the polls close, which will be announced during the meeting. Security holders, proxy holders and corporate representatives may also ask questions during the meetings. To ask a question in person, please approach the microphone when prompted and show your investor card to the Atlas Arteria representative. Once you've done this, state your full name and any affiliation you have. If you're unable to approach the microphone, please raise your hand, so a microphone can be brought to you. We ask that you hold any questions on specific resolutions until we come to that item of business. If you are attending the meetings via the online platform, to ask a written question, click on the Q&A speech bubble icon. Once you've completed typing your question, please click the send button to submit your question. If you are asking a written question about a resolution, please start your question by identifying the resolution it relates to. If you have a written question already prepared on any item of business, please submit it now on the platform so that as many questions as possible can be answered during today's meetings. To ask a question verbally, please follow the instructions shown below the broadcast window on the online platform, and please state your full name before asking your question. Please limit your questions to only 1 to 2 at a time and then rejoin the queue to allow others to ask questions. If you are experiencing any technical issues, please call the number on the screen. And with all that, I will hand over to Debbie Goodin, the Chair of Atlas Arteria Limited. Thank you.

Thanks, Tess, and welcome to Atlas Arteria's 2025 Annual General Meetings. My name is Debbie Goodin, and I am the Chair of Atlas Arteria Limited. I'm advised that there is a quorum present, and so I declare the meeting of Atlas Arteria Limited open. I will open the polls now so you can commence voting. Firstly, I would like to acknowledge the Wurundjeri people, who are the traditional owners and custodians of the land on which I am presenting today. I would also like to pay my respect to elders past and present of the Kulin Nation. We respect and value the importance of preserving our traditional owners' cultures and customs. We are an Australian-listed stapled group with operations over 3 continents and I wish to acknowledge the traditional owners of all those lands. Due to Atlas Arteria's staple structure, as we mentioned earlier, 2 meetings will take place this morning simultaneously. One for Atlas Arteria Limited, the Australian parent company, and 1 for its stapled entity, Atlas Arteria International Limited, the Bermudian parent company of the Group. Most of you will be familiar with the relationship between the 2 companies, but it is set out on the screen for ease of reference. This morning, I will refer to the Australian entity as ATLAX, the Bermudian entity as ATLIX, and the Group as Atlas Arteria. In addition to Chairing ATLAX, I'm also a Director of ATLIX. The Chair of ATLIX is Fiona Beck, who joins us today from Bermuda. Hello, Fiona.

Good morning, everyone. I would like to extend a warm welcome to all investors and other visitors and reiterate Debbie's thanks for your support in joining us today. Debbie and I are also joined by our fellow ATLIX directors who are here with me in Bermuda, Kiernan Bell and Andrew Cook. I now declare the 2025 Annual General Meeting of the Security Holders of Atlas Arteria International Limited open, and on advise, declare that we too have a quorum. I also confirm the polls for the ATLIX's Items of business are now open. So you can commence the voting. While I will Chair the ATLIX meeting today, I have asked Debbie, as a Director of ATLIX, to assist with the running of the meeting to make the process smoother. I will now hand back to Debbie.

Thank you, Fiona. I would now like to introduce the ATLAX Directors. Joining me in Melbourne today are Hugh Wehby, our Managing Director and CEO; David Bartholomew, Chair of our People and Remuneration Committee; John Wigglesworth, Chair of our Audit and Risk Committee; Ken Daley and Danny Elia. Also attending online are Jean-Georges Malcor, who is in France; and Laura Hendricks, who is in the United States. You can see Laura and Jean-Georges on the screen. Also joining me on stage are Clayton McCormack, our Company Secretary and Group Executive Legal Risk and Governance; and Tess Palmer, our Director, Investor Relations, who you heard from earlier. Tess will be assisting me in the meetings by reading out any written questions. Joining us in the audience are David Collins, our Chief Financial Officer; Geraldine Leslie, our Group Executive, People and Culture; and [ Matt Sheerin ] from Deloitte, our Auditor. Matt is here representing our audit signing partner, Sam Vorwerg, who is unable to be here today due to preexisting commitments. Also with us online are Vincent Portal-Barrault, our Group Executive, Europe, Strategy and Portfolio; and Amanda Baxter, our Group Executive, North America and Corporate Development. Finally, Chris Dedrick of Computershare, our registry, who will be the returning officer today for today's meeting. One final point before I move to my Chair's address. A number of directors are up for election at today's meetings, and they will address securityholders briefly when we come to those agenda items. I will now move on to my Chair's address. It is certainly fair to say that 2024 was another eventful year, 1 of continued momentum, growth and solid operational and financial performance. We appointed a new CEO, Hugh Wehby, who you will hear from shortly. Hugh took over the reins from Graeme Bevans in November last year, following Graeme's retirement. We faced external challenges at 2 of our businesses: APRR in France, and Dulles Greenway in the United States, which we are managing methodically and progressively. I will discuss the external environment in more detail shortly. And importantly, we further strengthened our governance arrangements with our largest investor, IFM. We entered into a Director Representation Agreement at the same time as appointing Danny Elia to our Board. Under this agreement, IFM commits to support Atlas Arteria complying with the ASX Corporate Governance Council Recommendations, regardless of its level of ownership in Atlas Arteria. In particular, these recommendations include Atlas Arteria having a majority of independent directors, independent Chair and independent Chair of the Audit and Risk Committee. This agreement is in the best interest of all investors. Now moving on to our financial performance in 2024 and importantly, delivery of our distribution guidance. We grew toll revenue at every business, up 5.1% overall. Toll revenue growth was achieved with the benefit of inflation-linked tolls as well as slightly positive traffic growth across the business overall. Proportionate EBITDA was up by 0.4%, but it was constrained by the TEILD, the new French tax levied against companies operating long-distance transport infrastructure, that was introduced in January last year. Despite the significant impact of the TEILD, operating free cash flow increased by $0.05 per security from the previous year, and we delivered on our full year distribution guidance of $0.40 per security. This overall financial result is testament to the strength and resilience of our diversified portfolio, which continues to deliver in the current macroeconomic environment. The recent introductions of tariffs by the Trump administration do not directly impact our businesses. We are currently seeing an indirect positive impact with the weakening of the Australian dollar against the euro and the U.S. dollar. This is difficult for us to assess at this point if any other impacts will be felt, for example, with changes in economic activity in the U.S. and Europe. And importantly, with the exception of the Greenway, our toll increases are linked to inflation. As I noted earlier, we face several external challenges, but importantly, we are leaning into these with pragmatism and diligence together with our partners, stakeholders and advisers. As I said earlier, in January 2024, in France, the TEILD was imposed on companies operating long-distance transport infrastructure. APRR takes a strong position opposing the TEILD and will vigorously protect its legal, financial and contractual position under the concession agreements in place. Firstly, this involves a judicial review for an abuse of power before the French Council of State. APRR is participating in this judicial review together with other businesses impacted by the TEILD with the ruling expected later in 2025. Failing this, APRR will look to file a contractual compensation claim and explore opportunities for a commercial settlement with the State. Resolution of these legal matters will feed into the value of any future toll road concessions once delivery models are defined beyond the 2027 French Presidential election. This is all happening against the backdrop of political uncertainty and fiscal strain in France. The next 12 to 24 months will be important for us there. Hugh will explain more shortly. The second challenge we face is at Dulles Greenway, where the Virginia State Corporation Commission made the disappointing decision to deny the Greenway's latest rate case application. For context, we have not been granted an increase in peak tolls at the Greenway since April 2019. In the face of this, we have a multifaceted strategy to unlock more value from this business, which Hugh will also walk you through. Now I'd like to speak to some of our leadership changes. Of course, we welcome Hugh Wehby as our new CEO and Managing Director in November last year. Hugh has extensive experience working with listed infrastructure businesses, and is already driving meaningful partnership and stakeholder outcomes. Amanda Baxter also joined us in May last year as Group Executive, North America and Corporate Development. Amanda brings significant experience in North America's infrastructure sector and is spearheading the new multifaceted strategy at Dulles Greenway. Also in the United States, we've made some important changes at our businesses. Firstly, we have appointed a high-quality CEO at Chicago Skyway in Luis Tejerina, and at Dulles Greenway, Philip Shucet, has been appointed interim CEO while we search for a new permanent leader. Philip has significant experience in the transport sector. We've also appointed a new Group Executive, People and Culture. Geraldine Leslie joined us last month. She is an experienced people and culture leader and has led transformational safety programs in the infrastructure industry. Geraldine would partner with the Executive Committee in driving a performance mindset and strengthening our safety culture. This renewed executive committee is invigorated and already working well together. Together with the Board, we are laser-focused on continuing to create value for you. In terms of board changes during the year, Danny Elia and Hugh Wehby were the only new Board appointments. For now, our Board renewal is complete, given our total refresh of our Board since 2017. Today, 5 directors are standing for election or reelection. David Bartholomew and Jean-Georges Malcor are standing for reelection to the ATLAX Board, and Danny Elia is standing for election to the ATLAX Board. Andrew Cook and I are both standing for reelection to the ATLIX Board. You will hear from each of us later. With regard to Danny's election, I'd like to provide some additional context. Danny Elia joined the Board in August 2024 following investor approval at last year's AGM to increase the number of directors on the ATLAX Board to accommodate an additional IFM representative. He joined as a second nominee of our largest investor, IFM, with whom we remain focused on maintaining a constructive working relationship. Ken Daley is the other IFM Board representative. Ken was elected by investors at the 2023 and 2024 AGMs. Both Ken and Danny are making a valuable contribution to our Board and complement the skills of the other appointed directors. The independent directors of ATLAX have unanimously recommended Danny's appointment to the Board, which we will be considered in the formal part of this meeting. Another governance development was the establishment of a new dedicated Safety and Sustainability Committee at Board level. This reflects our commitment to making real and demonstrable progress on our safety and sustainability pathway and increasing workload associated with compliance obligations of ASX companies. Fiona Beck, the Chair of ATLIX, who you heard from earlier, has taken on the role of chairing the Safety and Sustainability Committee. I'd also like to update you on our remuneration framework, which was enhanced in 2024. The significant changes included improvements in governance processes, which were included in the 2023 remuneration report and were well supported at last year's AGM. Given these changes, your boards are confident that the current remuneration framework is suitably structured. Recent engagement with investors and proxy advisers confirms this and as such, we are not intending to make any material changes for 2025. Our commitment to maintaining remuneration practices that help to attract and retain the best talent is critical to us being able to deliver on our strategy. Accordingly, our remuneration practices will always be aligned with the best interest of investors and with market best practice. Now I move to distributions, a key element of Atlas Arteria's value proposition. In recent years, we've received a lot of questions on our distribution outlook including our strategy for the use of capital releases in our distributions. The uncertain fiscal environment in France has certainly compounded investor interest in this, and we are committed to transparency and clarity on this issue. Accordingly, the Boards have reassessed our approach to distributions. We've listened to investor feedback and calls for greater certainty and transparency and we've responded. At our 2024 results announcement in February, we were pleased to introduce a distribution policy to pay 90% to 110% of free cash flow. This gives investors more clarity beyond a 1-year distribution guidance horizon. This new policy, together with our 2025 guidance forward distribution target and free cash flow target in the long-term incentive plan provides much greater clarity and transparency. I'm pleased to report that we have received positive feedback from investors on this approach. I'd now like to close firstly thanking Graeme Bevans for his leadership over a 6-year period. Graeme was appointed CEO in 2019, leading Atlas Arteria's internalization of management from Macquarie, and steered the company on its journey to becoming a globally diversified business with quality toll road concessions. We wish Graeme well in his future endeavors. I would also like to thank you, our investors, for your ongoing support and investment. While we do have some challenges in our businesses, we are managing them strategically, methodically and persistently. Our newly formed leadership team is working well together and pursuing opportunities that will create value for you. And our strengthened governance arrangements continue to support your Boards to work effectively and serve your best interest. Creating value for you will continue to drive us every day. I will now hand over to Hugh.

Thank you, Debbie, and good morning, everyone. It's great to be here with you at my first AGM as CEO of Atlas Arteria. 2024 was indeed a year of solid financial performance, and I'm very happy to say that this momentum has continued into 2025. In the first quarter, we've seen increases in traffic and toll revenue up 1.6% and 6.1%, respectively, on the same period last year. These numbers would have been around 1% higher in 2024, not being a leap year, which meant we lost 1 day in the period compared to the prior year. What a difference a single day can make. At APRR, the uplift in traffic compares with a softer comparative affected by the French farmer's strikes in early 2024. Overall, traffic at APRR was 1.4% higher and toll revenue was up 4%. At Warnow Tunnel, traffic was up by 2% and toll revenue increased 6%, thanks to toll prices increasing by an average of 4.5% in November 2024. At Chicago Skyway, strong toll revenue growth continued with growth of 4.5% on the same period last year on the back of toll price increases of around 5.6% in January. We expect a reduction in traffic in 2025 of around 2% as a result of these toll increases. And commensurate with that, we saw traffic down by 1.7% in the first quarter. At our other U.S. business, Dulles Greenway, we continued to see good traffic performance. Traffic was up 6.4% with toll revenue 5.9% higher. The difference being driven by a smaller increase in peak versus off-peak traffic. So as you can see, a good start to 2025. Turning now to how we're delivering on our strategy. Operating safely and sustainably, drawing on diverse perspectives and being mindful of our impact on people and the planet is core to our business strategy. We are proud to have become an active member of the United Nations Global Compact in 2024. We are committed to their 10 principles across human rights, labor, environment and anticorruption, and, of course, to integrating them into our sustainability framework and policies. Our Sustainability Working Group also assessed the United Nations sustainable development goals to understand where we can have the most positive impact. Seven of the 17 goals are identified as most relevant to us and our stakeholders. In 2025, we're planning to define appropriate targets and actions, and we look forward to sharing them with you. While we did make some good progress against our sustainability targets, we still have work to do to consistently meet all of our safety KPIs. At our small businesses, we achieved our lost time injury KPI of 1 or less, with 1 LTI at Chicago Skyway and 1 contractor LTI at Dulles Greenway, but we had 0 at both the Warnow Tunnel and our corporate offices. But we were disappointed to miss our large business safety KPI, with APRR recording a lost time injury frequency rate of 4.85. Safety is nonnegotiable, which is why we're intensifying our efforts at APRR to improve the safety performance. On the climate front, we achieved our Scope 1 and 2 emissions targets a full year early, thanks to a range of renewable energy initiatives. This represents a 31% reduction on the 2019 baseline. Now we have our sights set firmly on our ambitious 46% emissions reduction target by 2030. During the year, we also disclosed our Scope 3 upstream emissions for the first time. They are tracking well ahead of both science-based target initiative reduction pathways, again from the 2019 baseline. Being able to tap into the perspectives of a diverse group of people that represent our communities and enrich our thinking is core to success. We were pleased to report equal gender representation at the Board level amongst our independent nonexecutive directors. We strive to maintain gender representation at all levels and are committed to diversity and inclusion much more broadly. In our relatively small corporate team, a few personnel changes can have a material impact on our numbers, but we'll be working hard to maintain and improve diversity at all levels of the business. I'd like to say that it's exhilarating and a privilege to channel the capability and energy of our leadership, all of whom are determined to have a positive impact and to deliver successfully against our business strategy and delivering value to you, our investors. This collective capability, passion and energy was clear in December last year when our new executive committee came together in person for the first time. During this session, we defined a new and ambitious vision for Atlas Arteria. This redefined vision is partnering to deliver world-class road experiences. The new vision statement clearly captures the elements we see as fundamental to Atlas Arteria's long-term success. Put simply, partnerships underpin our ability to succeed and deliver world-class end-to-end journeys that are safe, seamless, sustainable and offer our customers value for money. Through our partnerships with our co-investors, our road management teams, government agencies and our local communities were building a high-performing sustainable business that delivers investor returns. Our partnerships are powerful because they are grounded in shared learning and understanding. They are flexible, create mutual benefits and deliver tangible results that optimize investor value. Our new executive committee and company leadership is galvanized around this vision statement. Our company leadership importantly includes those heading each of our businesses. And with this in mind, I'm very pleased with the management changes that Debbie mentioned earlier in the U.S. Luis Tejerina and Philip Shucet are both on board and already driving value for investors at the Skyway and Greenway, respectively. We look forward to updating the market on a new permanent CEO for Dulles Greenway in due course. As a team, we are very clear on our 3 key strategic priorities: to optimize business performance, to enhance our competitive position, and to ensure efficient portfolio capital management. At APRR, we head into a pivotal period in France. The French state is set to decide the future of its motorway system with the 7 largest concessions expiring from 2031 to 2036. We expect to have more clarity on this after the Presidential election in 2027, but a national conference commenced this month, to start to formulate options for the future of the transport sector to put to the incoming President. We will continue working with our partners to decide how we best compete for future opportunities and we believe there are many. At a high level, we'll work to ensure we continue to play a positive long-term role in France's toll road sector. Our focus at Dulles Greenway is on unlocking cash flow potential through a multifaceted strategy, including litigation and collaborative consultation. We are fully committed to this new strategic approach, and we're driving it with purpose and resolve. Firstly, the Dulles Greenway is facilitating and hosting working group sessions with the goal of creating a shared understanding among key stakeholders of traffic modeling and appropriate data inputs. The working group includes representatives from the Virginia State Corporation Commission, the Virginia Department of Transportation, the Virginia Attorney General's office, Loudoun County, and of course, the Dulles Greenway. Progress and outcomes from the working group sessions along with outcomes from the other strategic levers will be used to inform the next rate case application. I'm happy to share that the first session in March was both constructive and productive and the second session held earlier this week was equally positive. Secondly, the Greenway has commenced 2 distinct legal actions. And appeal in response to the Virginia State Corporation Commission's denial of the Greenway's latest rate case application and a federal court complaint alleging broader constitutional violations that seeks compensatory damages and other forms of relief. Moving to our second strategic priority, enhancing our competitive position. We do this by building and nurturing our strategic partnerships to capture associated growth and value opportunities. An excellent example of this is our partnership with Eiffage, which is critical to our long-term presence in France. APRR is currently in consortium with Eiffage on the A412, a 16.5 kilometer greenfield motorway located close to the APRR and AREA network. APRR has the option to transfer the A412 from Eiffage to APRR with a final decision expected before completion of construction. If transferred, the project will further extend the scale and the concession life of our network in France. We are also partnering with Eiffage on a further new project, the A154 for which the tendering process is ongoing. The details about this project can only be shared if the tendering process is successfully won. However, it is well known that this greenfield road is located southwest of Paris, some distance away from the APRR network. Yet, Eiffage has still chosen to partner with us on it, which is a strong testimony about the strength of this relationship. On to our third strategic priority, efficient portfolio capital management. Debbie spoke to the new distribution policy, which was well received by the market in February. Our refined free cash flow definition includes the proceeds from future capital releases where they offset future debt amortization that would otherwise impact distributions to Atlas Arteria. While we're not talking about huge numbers here, an efficient portfolio structure is an important tool in continuing to drive investor returns, and creating more value for you. In closing, I'd like to say that the outlook is positive. We've commenced the year with a strong first quarter traffic and toll revenue performance. We have an executive committee and business leaders that are very clear on our business strategy and committed to making strong progress on our sustainability pathways. We have a clear and focused plan to address the challenges at APRR and Dulles Greenway, and we're committed to progress on both fronts. Our distribution guidance for 2025 is $0.40 per security, and we are committed to continue to provide transparency and clarity around our distribution outlook and capital approach. We see significant opportunities to continue driving and growing investor returns, and we are energized and invigorated as we look to the road ahead. Thank you very much for listening, and we look forward to your ongoing investment and support. I'll now hand back to Debbie. Thank you.

Thank you, Hugh. We will now move on to the formal business for today. The formal proceedings involve the 2025 Annual General Meetings of both ATLAX and ATLIX, which are being held concurrently as permitted by the constitutions of each company. I now table the notices of the Annual General Meeting for ATLAX and ATLIX and propose that they be taken as read. As we indicated earlier, I will Chair the ATLAX AGM, and Fiona Beck will Chair the ATLIX AGM. However, for the efficient running of the meetings, the ATLIX Board has agreed that I will take security holders through all agenda items. I remind you that security holders and proxy holders will be able to vote on each item of business to be conducted at today's meetings in person or via the Computershare online platform. I note that instructions on how to vote and ask questions were provided at the start of the meetings. And for those attending online, you can refer to the Computershare online meeting guide for further information. The telephone lines are now open for verbal questions. For the purpose of questions and to assist with the efficient running of these meetings, we will group resolutions related to the same subject matter together. I will answer or if appropriate, redirect any questions to my colleagues and may respond to a number of questions together if they cover the same subject. If it is not practical to respond to all questions, we will review the written questions submitted and seek to ensure that those readouts are representative of all the questions submitted. You may also ask questions of our Auditor, Deloitte. You will now see on the screen all the agenda items, which form part of the business to be conducted at today's meetings. I will introduce each item of business in turn, and then show the proxy position on that item before moving to questions and voting on that item. I would like to note that our largest security holder, IFM has cast their votes in favor of all resolutions and are incorporated in the proxy positions that you see on screen. I will start with ATLAX and ATLIX Item 1, the financial accounts and reports. As required by the Corporations Act, I now table the financial report, directors' report and auditor's report for ATLAX for the financial year ended December 31, 2024. On behalf of the ATLIX Chair, I also table the December 31, 2024, audited financial statements of ATLIX. The financial reports are included in the 2024 Atlas Arteria Annual Report, which is available on our website. There is no formal resolution required to approve the financial accounts and reports. Instead, this item of business provides security holders with an opportunity to ask questions in relation to the accounts or more generally on our business. Our Auditor, Deloitte, has not received any written questions in relation to the content of its report or the conduct of its audit. However, Matt Sheerin of Deloitte is here today and will be able to address any questions that you may wish to put to him. For those attending in person, we have 2 microphone stands located at the middle and front of the room. If you would like to ask a question on this item of business, please approach a microphone and show your investor card to the Atlas Arteria representative. Before you ask your question, please state your full name and any affiliation. If you are unable to approach the microphone, please raise your hand so that a microphone can be brought to you. Note, that you must be holding a blue or yellow card to speak.

Are there any questions from those attending in person?

My name is Mike Muntisov, I'm from the Australian Shareholders' Association. Today, I hold proxies from 45 shareholders. We've heard this morning about some of the issues that the company is facing. And in the annual report, you provided risk assessment. I'm wondering whether you could advise shareholders what the Board considers to be the company's most significant single risk and your mitigation approach, maybe you can expand on that. Perhaps more importantly, what do you consider to be your single greatest opportunity? And if you could expand on your approach on that, too.

I'm just looking at my colleagues who's going to answer this. So the biggest risk, I think, for toll road operators globally is risk around the political environment that you operate. So we're seeing that in France, we've had the TEILD tax and the TST tax imposed on us, and there is instability in France. And currently uncertainty about how toll road concessions in the way in which the private sector will operate in future -- toll roads in France will roll out. And we won't know that until after 2027. Likewise, we've seen that -- Transurban has experienced that as we've seen currently in Australia and particularly in New South Wales. And we know that from concessions of toll roads globally that there is increasing pressure around sovereign risk, if I can more broadly phrase it. I would say that's our highest risk. The way in which we work to mitigate that is, first of all, we make sure we have very strong legal and contractual arrangements in place with our concession arrangements so that we can prosecute legally if we need to as we are in France. Secondly, we maintain very good relationships with a whole range of stakeholders and partners so that we can look to influence those decisions in a meaningful and constructive way. So that would be I say as our highest risk. And highest opportunity, well, I think the way in which we're working around partnering and perhaps, Hugh, you might just talk about that.

Thanks, Debbie, and thanks, Mike. Yes, I agree, Debbie. The work around partnerships and utilizing those partnerships to resolve some of the key issues that we've talked about. I believe that the resolution of the Dulles Greenway rate case and the resolution and understanding about the future of toll roads in France, both rely heavily on partnerships. And so doubling down, strengthening those relationships, not trying to do everything ourselves and thinking about our new vision statement and how it applies to how we operate in each jurisdiction is an opportunity to resolve those issues and in my opinion, to create future growth when we have resolved them. And so doubling down on those partnerships is effectively where I see our biggest opportunity.

If I could ask a second question. Perhaps picking up on what Hugh just said. You've mentioned that the legal proceedings in the U.S., there's 2 of them -- I think that you've mentioned. And I'm wondering, it's a little bit hard to get a full understanding of those, perhaps you can't say too much, but if you can, can you give an indication to shareholders of the materiality of these legal proceedings on the company's financial position considering both the best and worst-case scenarios.

Thank you. I'll bring my bush lawyer skills to bear here. The 2 cases, I can describe them at a very high level first. So there's a Virginia Supreme Court case, which is appealing specifically the rate case decision rejection from our last submission. So we requested a 40% increase in tolls. That was rejected. So that appeal will be heard in June, and we actually expect an outcome of that process in this calendar year. We can't hold them to that, but that's the normal timetable of the Virginia Supreme Court. The materiality of that is significant from current financials, but it is very specific to the 1 rate case application that we got rejected on most recently. In terms of the other court case, it's a federal court proceeding, and it looks at a takings claim particularly, which means they're taking a private property for public use without just compensation, and it seeks a range of reliefs, but includes compensatory relief and injunctive relief against law changes from 2021. So it's a much longer case. It's actually been stayed or held over until the Supreme Court case is completed. It would go for some years if to its conclusion. But the materiality is significantly higher than the Supreme Court case, and it not only addresses the most recent rate case, it addresses the constitutionality of the law itself and the application of that. So thinking materiality, that's much more material, but also much longer term. Remembering that the context of both of these is we are trying to partner in the background and the working group is having some success in that education and partnership.

Can you just expand on what you mean by the materiality? I mean, I've asked the question is materiality, but what is that sort of quantum? If it's material, what sort of levels are we talking about?

I don't want to go into specific quantum. But when you think about our request for the single toll change last year being 40%, it's significant even in that case. This looks at a longer period, both backward-looking and forward-looking and how the law is applied. So it would impact both cash flow from that asset, which has been nil for a long time, and valuation of that asset in the market size, with the context that APRR is still significantly our biggest investment across our portfolio. So material, but in the context of our portfolio, APRR remains the most significant.

And if I may, just 1 last 1 before I sit down. I'm struggling to understand how you can -- well, how your customer can take property is my understanding of the second case from you. And yet you can maintain a great partnership with this customer. Can you explain how that works? Or is it different people within the same organization or how do you sue your customer and have a great relationship with them?

I think we're working on the relationship is the fair comment, Mike. We're working on it through the working group. We're working on at the political level as well. The working group is very much the worker level of the State Corporation Commission, and we're looking to both educate and engage with them and the local communities. I would say that we need to improve that over time. We got to a point with the rejection of our most recent rate case that we could not stand by and look at annual submissions anymore. We needed to put a line in the sand. And so we need to deal differently with you as partners and with our customers. So I think it's a relationship we're working on. What I've seen since we launched those litigations is actually an improvement in engagement, not a deterioration. So only time will tell, but that is part of the strategy.

Is there any more questions from the floor? Tess, were there any written questions for our Auditor? Or are there any questions online in relation to this item?

Yes. We have 1 question from Mr. Stephen Mayne. And the question is, why don't we implement a corporate restructure to normalize the arrangements to what the vast majority of ASX listed companies have and avoid having to vote on silly resolutions like this one, reappointing our auditor something normally structured ASX-listed companies don't have to do. How much would it cost us to finally get out of the aggressively tax structured model put together by Macquarie Group in the 1990s?

So thank you, Stephen, for your question. And I note that you've asked a question, I think several years in a row about this particular item. So the structure was put in place many years ago when it was under Macquarie Control, and it is a very effective structure being the staple structure of how we hold these global assets and how we've been return funds through to Australian shareholders. We have looked and investigated, looking at collapsing the staple structure to be a much more simplified structure, but it is cost prohibitive and will be very negative to shareholder value, and therefore, we will continue to maintain the structure. Importantly, the Bermudian entity and the Bermudian directors work collaboratively with the Australian directors and the Australian entity to ensure that the staple structure works the most efficiently we can to provide the best value to shareholders overall. Yes, there's a quirk, I'd have to say, in the ATLAX requirement in the under Bermudian law, we are required to appoint the auditor every year, which is just a Bermudian law requirement. It's a simple resolution that goes up every year. And the same auditor is put in place for both ATLAX and ATLIX. So it's a pretty straightforward process. But I repeat, we have looked at simplifying the structure, it would be very negative for shareholders for us to do so. Tess, were there any other written questions?

Chair, there are no further online questions in relation to this item.

Thank you. Do we have any audio questions on the line?

Chair, there are currently no audio questions at this time.

Thank you. Next, we turn to the resolutions dealing with the election and reelection of directors. We will start with my reelection at the ATLIX board and then move on to the other items. I now hand the conduct of the meeting to Fiona for this item.

Thank you, Debbie. Item 3(a) of the ATLIX AGM deals with Debbie's reelection as a Director of ATLIX. Debbie was appointed to the Board of ATLIX in November 2020. Further, Debbie's election to the ATLIX Board aligns with the Atlas Arteria cooperation deal, which contemplates the ATLIX board, including an ATLIX director to facilitate the promotion and corporation between the ATLAX and ATLIX boards. Debbie's biography was included in the meetings material that was circulated to shareholders. Debbie is regarded as independent by the ATLIX Board. We will now hear from Debbie on her proposed reelection.

So today, I stand for reelection to the Board of ATLIX, a Bermudian-based board, that is part of the staple structure, which has been described. I was first appointed to the Board in November 2020, having been appointed at that time ATLAX, the Chair of ATLAX. The appointment is in accordance with the cooperation indeed that has been executed between the 2 corporate entities and pursuant to the corporate governance of the staple structure, that is that an ATLAX director sits on the ATLIX Board. And traditionally, this has been the Chair of the ATLAX Board. I was reelected to the ATLIX Board in 2023, and continue to serve as Chair of the ATLAX Board, having been reelected at the 2023 AGM. This is an important part of our corporate governance structure that is in place. I will not go through my skills and experience as this is well set out in my bio included in the annual report and the notice of meeting. I believe I have demonstrated my ongoing commitment to the company and creating value to investors. I look forward to receiving your support.

Thank you, Debbie. Moves forward with the exception of Debbie, unanimously recommends her reelection to the ATLIX Board. The status of the proxy votes in relation to this resolution will now be displayed on the screen. As previously advised, all undirected proxies held by the Chair will be voted in favor of this resolution. If you are in the room and have a question or comment in relation to this item, please approach the microphone and show your investor card to the Atlas Arteria representative. Do we have any questions from those attending in person?

There are no questions in the room in relation to this item.

Thank you, Tess. Tess, is there any questions online in relation to this Item?

Chair, there are no online questions in relation to this item.

And finally, do we have any audio questions on the line?

Chair, there are currently no questions on the line.

Thank you. You can vote on this resolution now if you have not already done so. I'll now hand back to Debbie, who will chair the remainder of the meeting.

Thank you, Fiona. Next, we will turn to the remaining director elections and reelections. Items 2(a), 2(b) and 2(c) of the ATLAX AGM address, and we will hear from David Bartholomew, Jean-Georges Malcor and Danny Elia. Item 3(b) of the ATLIX AGM will look at the reelection of Andrew Cook. The biographies of the directors standing for election and reelection were included in the meeting materials that were circulated to security holders. The respective Boards of ATLAX and ATLIX have considered the qualifications and experience of each of the candidates standing for election and reelection. The directors of ATLAX support the reelection and election of David, Jean-Georges, and Danny as Directors of ATLAX. The directors of ATLIX support the reelection of Andrew as a Director of ATLIX. I'll now move to each of these individuals. David Bartholomew was appointed to the ATLAX Board as an independent Non-Executive Director on the October 1, 2018. David is the Chair of the Atlas Arteria People and Remuneration Committee and a member of Atlas Arteria's Nomination and Governance Committee, and Safety and Sustainability Committee. The ATLAX Board has determined that David remains independent. I would now like to invite David to address the meeting.

Thank you, Debbie. Good morning. My name is David Bartholomew, and I've had the privilege to serve on the ATLAX Board as Chair and as Chair of the ATLAX People and Remuneration Committee since 2018. I also currently serve on the Boards of Endeavour Energy, the New South Wales electricity distributor; and GHD Group, a global engineering services company. I'm Chair of NASDAQ-listed IREN, and I'm Chair of Atmos Renewables, an owner, operator and developer of renewable generation in Australia. I bring to this role a material amount of relevant experience. I'm the former Chief Executive of DUET Group, an ASX 100 company that had interest in regulated energy utilities and electricity generation in Australia, the U.S., and the U.K. In that role, I was involved in the take private of Duquesne Light in Pennsylvania, and the acquisition of ASX-listed Energy Developments Limited. I also oversaw the response to CKI's approach to DUET Group that culminated in the acquisition of DUET Group in 2017 with the support of the DUET Board and its investors. I've served on the boards of listed and unlisted companies in the energy, transport and infrastructure sectors as a nonexecutive director and as an investor representative for almost 30 years. I have a background in the Australian toll road sector, representing investors on the Boards of Sydney's M5 and M4 Motorways as well as leading bids for a number of major toll road development projects. I've also had an experience in the broader transport sector, having served on the boards of the Port of Geelong, Metro Transport Sydney, and on the Board of Keolis Downer, which operates public transport networks throughout Australia. I very much look forward to continuing to contribute to Atlas Arteria's success.

Thank you. We will now move on to the reelection of Jean-Georges Malcor. Jean-Georges was appointed to the ATLAX board as an independent Non-Executive Director on the November 1, 2018. Jean-Georges is a member of Atlas Arteria's People and Remuneration Committee, Audit and Risk Committee, and Nomination and Governance Committee. The ATLAX board has determined that Jean-Georges remains independent. We will now play a prerecorded video address from Jean-Georges.

I am Jean-Georges Malcor. It has been a real privilege to serve as an independent Non-Executive Director of Atlas Arteria since November 2018. I am a member of the Audit and Risk Committee, Nomination and Governance Committee, and of the People and Remuneration Committee. I'm also a Non-Executive Director on the board and committees of the French-based ORTEC, an international construction and engineering company, and Urenco, a European company involved in high energetic materials and fuels. Before joining the ATLAX Board, I spent 8 years as CEO at CGG, a Euronext-listed French geoscience company in the global oil and gas industry, and 25 years at Thales Group, including 11 years in Australia. This executive experience gives me a high level of expertise in areas such as corporate governance, complex projects, management, operations, risk mitigation, strategy, technology, financing and restructuring. In addition, I bring to Atlas Arteria an intimate knowledge of the French and European markets, business and government environment where 2 of our key assets are located. I look forward to continuing to serve and contribute on the ATLAX Board and to playing a part in the exciting future of Atlas Arteria.

Thank you, Jean-Georges. I will now move on to the election of Danny Elia. Danny was appointed to the ATLAX Board on the August 6, 2024, as a Non-Executive Director. Danny is a member of Atlas Arteria's Audit and Risk Committee. Danny is a nominee of Atlas Arteria's largest security holder, Diamond Infraco 1 Pty Ltd, which is a wholly-owned subsidiary of a fund advised by IFM Investors. Danny is not an independent director because of his relationship with IFM. I would now like to invite Danny to address the meeting.

Thank you, Debbie. Good morning, everyone. I was initially appointed as an additional director to the ATLAX Board on the August 6, 2024, having been nominated by Atlas Arteria's largest shareholder, the IFM Global Infrastructure Fund. My career has spanned over 30 years across multiple industries and disciplines. I commenced my career in accounting and finance, where I worked my way up to CFO level in the FMCG retail and logistics sectors, working for companies like Unilever, General Mills, Coles Myer and Linfox. My career in infrastructure commenced 18 years ago as the Head of Transurban CityLink, that pathway then led me to IFM Investors as the Global Head of Asset Management for Infrastructure, where I have now been for over 13 years. In my role with IFM, I lead a team of about 30 professionals with backgrounds in accounting and finance, business transformation, engineering and construction. My focus and my team's focus is on the governance, operational and financial performance of the assets in which IFM is invested. During my time with IFM, I've served on a number of infrastructure asset boards, worked on multiple acquisitions, business transformation projects as well as numerous governance, financial and operational enhancement programs. This work has been global in reach and has crossed multiple infrastructure sectors, including roads, ports, airports, energy, utilities and renewables. In addition to the ATLAX Board, I also serve as the Director on the Board of Asia Pacific Airports Corporation, an unlisted company, which operates Melbourne and Launceston airports. I bring a deep knowledge of global transport infrastructure to Atlas Arteria going through hands-on experience with operations, construction projects, government and broader stakeholder management. I've had first-hand experience leading and driving the financial success of infrastructure assets. This hands-on infrastructure experience is a company by an acute understanding and appreciation of good governance and the proper role of the Board and management. I feel like I've settled him well with the Board and I'm privileged to work with such a strong group of directors. Importantly, I understand and appreciate the governance protocols agreed between IFM and Atlas Arteria. As a director of Atlas Arteria, I have committed to complying with the company's directed conflict of interest policy and take seriously my duty to act in the best interest of the company and all its security holders. I believe my skills are complementary to the effective operation of the Board as a whole and I hope you will support my election today. Thank you.

Thank you, Danny. We now move to the reelection of Andrew Cook. Andrew was appointed to the ATLIX Board as an independent Non-Executive Director on the November 26, 2020. Andrew is a member of Atlas Arteria's Audit and Risk Committee. The ATLIX Board has determined Andrew remains independent. We will now play a prerecorded video address from Andrew.

Good morning. My name is Andrew Cook, and I've had the privilege to serve on the ATLIX Board since my appointment in November of 2020, and I'm currently a member of the Audit and Risk Committee. My time in the ATLIX Board has been both active and challenging. During my tenure, we have navigated through the COVID-19 pandemic, completed our acquisition of Chicago Skyway, refreshed our Board and transition to a new CEO. I'm looking forward to the opportunities that the future will bring to Atlas Arteria and our investors. I have been a Bermuda resident for well over 30 years, having originally moved to Bermuda from Toronto to take a position with Ernst & Young. I spent the majority of my career in the Bermuda reinsurance industry as a CFO and CEO. As the founding CFO of 3 startup reinsurance entities, I was responsible for all capital markets activities, SEC reporting, Investor Relations and M&A. I have taken several companies public in the U.S. markets and structured several complex M&A transactions. I believe that my U.S. capital markets and M&A experience is relevant to the ongoing development of Atlas Arteria. I currently serve on 3 private boards in the insurance space in Bermuda. I am the Chair of a life and annuity reinsurer and have appointments on the audit, underwriting and investment committees of 2 property and casualty reinsurers. These rules keep me up to date on accounting trends, developments in corporate governance, capital management and M&A activity, all of which are important in my role as a Director at Atlas Arteria. I look forward to continuing my role on the ATLIX Board and contributing to the ongoing success of the company. Thank you very much.

Thank you, Andrew. The status of the proxy votes in relation to these resolutions will now be displayed on the screen. As previously advised, all undirected proxies held by the Chair will be voted in favor of these resolutions. If you are in a room and have any question or comment in relation to these resolutions, please approach the microphone and show your investor card to the Atlas Arteria representative. Do we have any questions from anyone attending in person. Mike?

I have a question for David Bartholomew. David, your current workload involves 2 chairmanships, which includes a NASDAQ company and 3 directorships. This exceeds ASA's guidelines for direct to workload. What assurances can you give shareholders that you can devote the necessary time to Atlas Arteria without being waylaid by your other roles, particularly your chair roles?

Thanks, Mike. Firstly, I'm a full-time director. I'm not a part-time director. It's not a retirement job, and I don't play golf. I'm on 5 boards, as you say, 2 of which are listed, 1 being the NASDAQ IREN Limited. I see enormous benefit in being across a number of sectors and seeing developments across transport, energy and more generally, other sectors particularly in the U.S. And I bring those perspectives to the Board table, and I think I enhance my contribution as a result of that. The short answer is, I am very confident about being able to vote appropriate time and attention to Atlas Arteria.

Are there any other questions from the floor? Tess, are there any questions online in relation to these items?

Yes, we have 1 question from Stephen Mayne, and that is, could Danny Elia, please comment on how he managed conflicts of interest during his first 12 months on the Board? For instance, did IFM bid for the EastLink shares that the future fund bought last year. Could Danny also please detail the full toll-road portfolio that he is responsible for managing in IFM. What proportion does Atlas Arteria comprise of IFM's overall toll road exposure?

So first of all, before I hand over to Danny, I just want to remind everybody that we do have a director representation agreement that was entered into in August last year with IFM concurrently with Danny's appointment. That director's representation agreement was published in full on to the ASX. And it clearly outlines that from the time at which Danny joined the Board, his involvement in any M&A activity regarding toll roads or indeed he or Ken, none of that activity could take place unless it was cleared with myself beforehand. Furthermore, there can't be any back flow of information from Danny and Ken back into IFM. In that, they are bound by very strict protocols by the director representation agreement, as is IFM, as is also in place for all our directors under the conflicts of interest protocol. But more specifically, I'll leave Danny to answer more of those direct questions.

Thank you, Debbie. I actually might just start with the question around EastLink, just to be really specific. I did have some involvement with that when IFM was looking at that, but that predated any involvement from me with Atlas. So just to be clear about that. If that transaction happened today, as Debbie said, I would have 0 involvement if IFM had interest in that. My duties to this company absolutely take precedence over that, that has been made very critical for me. And it's not just a question about my integrity. Debbie said there are processes and controls that are in place on both sides of the fence that assure that. With regards to IFM's interest in toll roads, I couldn't tell you off the top of my head, where Atlas actually sits as a percentage, but it's small. There's a number of roads in the portfolio -- there's Aleatica, which is always get the names mixed up. Aleatica, that's actually quite a large road asset that operates in the northern hemisphere as well as ITR, small interest still remaining in a toll road interest here with Transurban. And they're really the key assets that actually exist within a portfolio, and they're large assets. My team has some involvement with Aleatica on the ground in improving that business. But myself, no direct involvement in those assets at all other than at a very high level across the portfolio. There are over 40 assets that I've taken interest in across the IFM portfolio.

Thanks, Danny. I think it's also important to point out that Ken also has involvement with Aleatica and the Indiana Toll Road. And we've satisfied ourselves with the arrangements that have been put in place with regard to any potential conflicts of interest, which currently we don't have any. Tess, are there any other questions you have in writing?

Chair, there are no further online questions in relation to this item.

Thank you. Do we have any audio questions on the line?

Chair, there are currently no questions on the line.

You can now vote on these resolutions if you have not already done so. Next, we will consider Item 2 of the ATLIX AGM. This item of business relates to the reappointment of Deloitte Touche Tohmatsu as the auditor of ATLIX from the conclusion of the meetings. As all companies to which the Bermuda Companies Act apply are required to appoint auditors at each Annual General Meeting to hold office until the close of the next Annual General Meeting. Deloitte has confirmed his independence and our Audit and Risk Committee and the boards are satisfied with its independence. The status of the proxy votes in relation to this resolution will now be displayed on the screen. As previously advised, all undirected proxies held by the Chair will be voted in favor of this resolution. If you are in the room and have any questions or comment in relation to this item, please approach the microphone. Tess, are any questions online in relation to this item?

Chair, there are no online questions in relation to this item.

Do we have any audio questions on the line?

Chair, there are currently no questions on the line.

You can now vote on this resolution if you've not already done so. The next item of business is Item 3 of the ATLAX AGM, the Adoption of the ATLAX 2024 Remuneration Report. The ATLAX 2024 Remuneration Report has been circulated to security holders, including a covering letter, which explains Atlas Arteria's remuneration philosophy and framework and outcomes of executive remuneration in 2024 and the annual fees paid to directors. The report and the covering letter can be found in the 2024 annual report and are available on our website. Voting restrictions apply to this resolution and are set out in the ATLAX Notice of Meeting. The status of the proxy votes in relation to this resolution are now being displayed on the screen. As previously advised, we're permitted all undirected proxies held by the Chair will be voted in favor of this resolution. If you are in the room and have any question on this item, please approach the microphone. Tess, are there any questions online in relation to this item?

Yes, we have 1 question from Stephen Mayne. Why didn't we disclose the proxies to the ASX early? Ampol is holding its AGM today and made the change in practice this year. So will Chair, Debbie Goodin commit to look at this for next year? Did any of the proxy advisers recommend against the rem report today, and did this translate into a material protest vote?

I might start with the back of the question forward. So first all, all proxy advisers are recommending in favor of all resolutions for today's meeting. I note that the proxy advisers are engaged by specific shareholders and received reports from those proxy agencies directly. It is their relationship between the proxy advisers and the shareholders, and it's up to them to determine what proxy adviser relationships they might like to have. If practice was to move or proxy adviser reports are released, then we would consider in due course. But currently, that is not the standard practice, but we'll keep under ongoing consideration. Tess, are there any other online questions?

Chair, there are no further online questions in relation to this item.

Do we have any audio questions on the line?

Chair, there are currently no questions on the line.

You can now vote on this resolution if you have not already done so. I now turn to Item 4 of the ATLAX AGM, which seeks approval for the grant of performance rights to the current Managing Director and CEO, Hugh Wehby. Details of the terms and conditions of the grant and the reasons for the grant are contained in the remuneration report and the ATLAX Notice of Meeting. Voting restrictions apply to this resolution and are set out in the ATLAX Notice of Meeting. The status of the proxy votes in relation to this resolution will now be displayed on the screen. As previously advised, were permitted all undirected proxies held by the Chair will be voted in favor of this resolution. If you're in the room and have a question or comment in relation to this resolution, please approach the microphone. Tess, are there any questions online in relation to this item?

Yes, Chair. We have 1 question from Stephen Mayne. It is good to see our new CEO, Hugh Wehby being granted a solid long-term incentive through these performance rights. Did any of the proxy advisers raised concerns about the structure or quantum? And could you please clarify as to whether he has any trailing LTI schemes or shareholdings in either of his previous public company employers, Transurban or Macquarie Group? Or is he all in with Atlas Arteria when it comes to his personal investments in ASX-listed companies?

So I'll just start off, as I said, proxy advisers recommended in favor of all resolutions. In fact, I'd say that the arrangements we entered into with Hugh, which was fully published to the ASX at the time of Hugh's appointment, but also, as we say in our remuneration report has received overarching support from shareholders and proxy advisers alike. With regard to Hugh's personal circumstances, I'll give it to you.

Thanks, Debbie. And thanks, Stephen. So I never received a share at Macquarie. I was too junior. Macquarie Airports, I received shares, but that company became Sydney Airport and was taken over and delisted in 2021. So no shares there. I had all deferred STI and LTI rights canceled by Transurban when I took the role at Atlas. I don't have any trailing rights. I do have an ongoing shareholding in Transurban, but no further rights. I am absolutely fully committed and all into, your question, to Atlas Arteria.

Thanks, Hugh. Tess, are there any other further questions online?

Chair, there are no further online questions in relation to this item.

Do we have any audio questions online?

Chair, there are currently no questions on the line.

You can now vote on this resolution if you've not already done so. The next items of business are Item 5 of the ATLAX AGM and Item 4 of the ATLIX AGM, which seeks approved more for the amendments to the ATLAX constitution and the ATLIX bylaws. The reasons for the proposed change are outlined in the notices of meeting and a copy of the proposed documents have been made available for review on our website and at the registration desk. As outlined in the Notice of Meeting, these items are special resolutions and to be carried must be passed by at least 75% of the votes cast by security holders. The status of the proxy votes in relation to these resolutions will now be displayed on screen. As previously advised, were permitted all undirected proxies held by the Chair will be voted in favor of these resolutions. If you are in the room and have a question or comment in relation to these resolutions, please approach the microphone. Tess, are there any questions online in relation to these items?

Chair, there are no online questions in relation to this item.

Do we have any audio questions on the line?

Chair, there are currently no questions on the line.

You can now vote on these resolutions if you have not already done so. Online voting will remain open for the next 2 minutes to allow time for security holders and proxy holders to submit any final votes. For those attending in person, please submit your final votes now. Once your blue voting cards are completed and signed, Computershare staff will collect the voting cards. [Voting]

Has everyone now completed their poll card or do you need more time. I declare the poll is now closed. As there is no further business, I declare the ATLAX 2025 Annual General Meeting closed, and thank everyone for attending and for your continued support of Atlas Arteria.

I also now declare the ATLIX 2025 Annual General Meeting closed. And on behalf of the ATLIX Board, I thank everyone for your support and wish you a good day.

The formal results of voting will be released to the ASX later today and posted on our website. With the meetings closed, we will now be logging off the virtual platform, inviting those who are attending in person to join us for refreshments. Thank you for your attendance, and I wish you all a good day.