Inghams Group Limited (ING) Earnings Call Transcript & Summary

Good morning, my name is Helen Nash, the Chair of Inghams Group Limited. On behalf of the Board, management team and all our staff, I'd like to welcome all shareholders and guests to our 2023 Annual General Meeting. It's now 10 o'clock and there being a quorum present, I declare the 2023 Annual General Meeting of Inghams Group Limited open. On behalf of Inghams, I would like to acknowledge the Gadigal people of the Eora Nation on whose land we meet today. I pay my respects to their elders, past, present and emerging, and to any Aboriginal and Torres Strait Islander peoples joining us here today. The agenda for today's meeting will be as follows. I will give my Chair's address. Your Chief Executive Officer and Managing Director, Andrew Reeves will then give his address, and I will then move to the formal items of business and resolutions as set out in our Notice of Meeting. Once concluded, we will open the meeting to general business and questions. This year's meeting is being held as a hybrid meeting with shareholders and their proxies present here at the physical venue and also joining us online. To ensure that, all shareholders and their proxies enjoy a similar opportunity to participate today, whether joining us in person or online, the meeting is being hosted using the Computershare platform. A guide to the online meeting has been made available on our Investor Centre on our website. If you experience any issues with the system during the meeting, please call the number at the top of the screen. Voting today will be conducted by way of a poll on all items of business. To ensure you have enough time to vote, I will shortly open the voting for Resolutions Items 2 through 8. For our shareholders attending virtually, if you are eligible to vote and once voting opens, select the vote icon and all resolutions will be activated with your voting options. To cast your vote, simply select one of those options and your vote will be automatically recorded. You will receive a vote confirmation notification on your screen. You have the ability to amend your vote up until the time I declare voting closed. For those attending the meeting in person, if you are eligible to vote, you would have received a blue voting card at registration. If you believe you are entitled to vote and have not received the correct voting card, please see the computer staff at the registration table. To cast your vote, simply complete and sign the back of the card. A Computershare representative will collect your voting card at the end of the meeting. I now declare voting open on the Resolutions in Items 2 through 8. For our online shareholders, the voting options will soon be activated, so please submit your votes at any time. I will give you time and a warning at the end of all items of business before I move to close voting. The final results will be released to the market and the Inghams website later today. If we experience technical difficulties in broadcasting the AGM to shareholders, we will pause the meeting and aim to recommence at the earliest opportunity. If the difficulties persist, I will address the circumstances and then communicate further with you. If we take steps to adjourn the meeting, we will make an announcement to the ASX with all relevant details. Computershare is the returning officer for this meeting. Virtual attendees can submit questions at any time. To do so, please select the Q&A icon at the top of the Computershare platform. Select the topic your question relates to from the drop-down list and then type your question into the text box. Once finished, please press the send button. I will address questions at the time when the relevant item of business is discussed. Please also note that, your questions may be moderated or if we receive multiple questions on the same topic, similar questions may be amalgamated. For those shareholders who wish to ask a verbal question via the telephone line, please follow the instructions below the broadcast. For our shareholders attending in person, those in possession of either a blue voting card or a yellow non-voting card are welcome to ask questions, while those with a white visitor card are not able to ask questions during the meeting. If you believe you have not received the correct card, please go to the registration desk where a Computershare representative will assist you. I would like to thank shareholders who took the opportunity to submit questions in advance of today's AGTM. These questions have been reviewed and will be responded to at the relevant point during the meeting. We will make every attempt to answer all your questions today. If time constraints prevent us from doing so, responses to unanswered questions will be posted on the Investor Centre of the Inghams website after the meeting. I would also like to introduce you to the other Board members that we have with us here today. Starting from my immediate right, we have Chief Executive Officer and Managing Director, Andrew Reeves, Non-Executive Director and Chair of the Risk and Sustainability Committee, Jackie McArthur, who retires today after 6 years on the Board, more on Jackie shortly. Non-Executive Director and Chair of the Finance and Audit Committee, Mike Ihlein, who is standing for re-election today; Non-Executive Director and Chair of the People and Remuneration Committee, Timothy Longstaff; Non-Executive Director, Rob Gordon; and our incoming Chair of Risk and Sustainability following Jackie's retirement, and Non-Executive Director Linda Bardo-Nicholls, AO. In August, we announced to the market the appointment of Margie Haseltine to the Board as a Non-Executive Director. Unfortunately, Margie, who is standing for election at today's meeting, is unable to be with us due to a long-standing prior commitment predating her appointment. Margie has recorded a short address, which we will play as part of the resolution covering her election. As you will have noted in our Notice of Meeting, I'm also standing for re-election at today's meeting. We have our Executive Leadership Team with us and they're seated in the first row. Welcome. Also joining us today, representing our external auditor, is KPMG partner Julie Cleary. Julie will be available during the formal items of business to respond to questions relevant to the conduct of the audit and the preparation and content of the independent auditor's report. After 5 years as our signing audit partner, Julie rotates off the Inghams audit after today's meeting. On behalf of the board, I would like to thank Julie for her dedication and diligence to the Inghams team over the last 5 years. Before I take you through an overview of our 2023 results, I would like to take a moment to recognize Jackie McArthur, who will retire from the Board at the conclusion of today's meeting. Jackie has been a strong and passionate ESG advocate with a particular focus on Sustainability, Safety and Animal Welfare. Her leadership of the Risk and Sustainability Committee has greatly benefited from these values and the results of her leadership can be seen in our Sustainability and Safety results delivered by the business in recent years. Jackie's knowledge and experience in supply chain management has also been a great asset to Inghams, being particularly instrumental in helping us navigate the unprecedented level of supply chain disruption caused by COVID-19. On behalf of the Board and the management team, I would like to extend our sincerest thanks and appreciation to Jackie for the tremendous contribution she has made to the Inghams business over the last 6 years, and we all wish her very well for her future endeavors. Thank you, Jackie. Inghams strong 2023 results demonstrate the breadth and momentum of the operational recovery underway across the business, underpinned by the progressive return to normal operating performance levels. Not only are these results a very significant improvement over FY '22, they also provide a strong earnings run rate into FY '24 and a platform for earnings growth. A key element of our financial performance has been our operational performance returning to normal levels, supported by the ongoing recovery in our farming performance and supply chain conditions improving. The cost environment has been a challenging one, and our costs remain elevated. While our continuous improvement programs go some of the way to offsetting these inflationary impacts, our prices have required ongoing adjustment. The price increases that we've implemented reflect both the significant increase in feed and other key input costs during the year, as well as the fact that market demand for poultry has continued to outpaced supply. I would like to acknowledge the unwavering commitment of the entire Inghams team. The Board is very proud of how our people pulled together to respond to the myriad operational challenges, to place us on a very strong recovery footing. We strive to be a leading employer and support the growth of our people by providing a constructive and inclusive culture and prioritizing training and development opportunities. Through a range of new and existing programs across all levels of the company as part of our inclusion, equity and diversity framework, we are investing in our people to ensure Inghams is a good place to work and where everyone feels valued and has a voice. An important outcome of this ongoing work has been the increase in the representation of women in leadership roles from 28% to 34%, exceeding our 23% target of 30%. Safety is a key focus area at Inghams. We are committed to a goal of zero harm through providing a safe and healthy work environment for our people so they go home to their families safe at the end of every day. Supported by our company-wide Safety for Life program, I am pleased to report that our safety performance improved again in FY '23. When compared to our FY '22 results, our lost time injury frequency rate measured per million of hours worked declined 14%, and the total recordable injury frequency rate declined 7%. I would like to take this opportunity to acknowledge the hard work of our entire workforce. Their commitment to our business and our customers over the past year has been the cornerstone in delivering our strong performance in FY '23. As you will have read, there are a couple of changes to the Board this year. From time-to-time, the membership of the Board is refreshed. An important aspect of this process is ensuring that its members possess an appropriate mix of skills, knowledge and experience across the various areas relevant to Inghams core capabilities and strategic objectives to deal with the current and emerging business issues. We also regularly review the performance and effectiveness of the Board, its committees and individual directors to ensure the Board is working effectively and meeting its responsibilities. We announced to the ASX in June this year that Robyn Stubbs had stepped down from the Board to reduce her non-executive commitments and to focus on making a full recovery from a previous health matter. During her relatively short time on the board, Robyn made a significant contribution to the business and she leaves with our thanks and very best wishes. In August, we were very pleased to announce the appointment of Margie Haseltine to the board. Margie has extensive senior executive and board experience across a range of sectors including Food, FMCG and Agriculture. With over 30 years of experience across supply chains and logistics, product and brand, strategy risk, change management and governance, Margie's knowledge and experience is an excellent fit with our strategic objectives and values. As already noted, Margie is unable to join us today but we will hear from her via video when her resolution is to be addressed. At this year's AGM, pursuant to the ASX listing rules and the company's constitution, Mike and I are standing for re-election as directors. You will hear from each of us when we move to the formal items of business. An important factor underpinning our approach and the future of the industry is the sustainability benefits of chicken. Chicken is estimated to have a carbon footprint around 5x smaller than red meat, making it the green animal protein. Achieving our objective to deliver consistent and reliable returns to our shareholders will only be possible where sustainability and climate range risks have been identified and mitigated. Our sustainability roadmap guides the integration of sustainability into how we behave, think and measure success to drive sustainable change within our gate. Our sustainability strategy is focused on the most material factors to our business and by leveraging the sustainability benefits of chicken, we aim to make a positive difference by addressing sustainability challenges and opportunities by embedding sustainability best practice into everything that we do. As Andrew will discuss during his presentation, we have made strong progress over the last year across a range of sustainability initiatives. In recognition of the linkages between sustainability and business performance, our updated sustainability report outlines our progress towards our 2030 planet targets and the outcomes we are delivering across the key areas where we are making a positive difference. Turning to a review of remuneration and our short and long-term plans, starting with remuneration outcomes for 2023. Starting with the short-term incentive plan or STIP, based on the overall company performance during the financial year, the financial hurdle governing plan payments was achieved, as were most measures within the balance scorecard, which deals with a range of key financial and non-financial performance factors. As a result, the individual final STIP outcome for Executive KMP was calculated at 60.4% of the maximum outcome for both the CEO, MD and the CFO. The balance equating to 39.6% for each participant was forfeited in line with our remuneration framework and policies. Turning to the long-term incentive plan or LTIP, for the F '21to '23 plan, there was no vesting under this plan, as the performance of the company on both the return on invested capital and the relative total shareholder return measures was below the minimum levels required for vesting. In F '23, we undertook a thorough benchmarking and review process of Executive KMP remuneration. Our overall approach when undertaking such reviews is to ensure we set remuneration at an appropriate level that reflects the skills, knowledge and experience of the individual, that the company can compete effectively in the market for talented and experienced executives, and that the remuneration outcomes are based on comparable market rates. Following this review, and to appropriately align total fixed remuneration to comparable market benchmarks, the Board determined it appropriate to increase the total fixed remuneration for the CEO by 9.1% and to increase the total fixed remuneration for the CFO by 4%. Inghams remuneration strategy and structure is designed to support our purpose, ambition, values and behaviors, with incentives to create value for our shareholders, customers and the community over the short, medium and long term. The structure includes an equity component to foster a business ownership approach and is underpinned by good governance consultation with key stakeholders and alignment with our strategy. You will recall that, no resolution was tabled at last year's AGM for the approval of a long-term incentive scheme for the CEO. As we advised at that meeting, the Board committed to undertaking a thorough analysis and review of its short-term and long-term incentive plans in light of the business conditions that we had faced in FY '22, to ensure they were fit for purpose and provided appropriate alignment with shareholders' interests, incentives and pay for performance. Importantly, this review sought input from a number of key stakeholders, which has been reflected in the final structures that will apply moving forward. For the FY '24 short-term incentive plan, we are using pre-AASB 16 EBITDA, consistent with the financial performance measure used in FY '22 as the sole financial measure. This measure will also have an increased weighting of 70%. The removal of the volume-based measure previously used makes way for an inclusion of an additional ESG measure, water consumption, reflecting the importance of ESG to our business, the weighting of the non-financial ESG measures increases to 30%. For the long-term incentive plans, it is proposed that future schemes will be based on 2 performance measures, being an underlining pre-AASB 16 based return on invested capital, ROIC, and relative total shareholder return, TSR, which is consistent with prior years. As a result, and as previously noted at this year's meeting, we are seeking shareholder approval for both the FY '23 to '25 and the FY '24 to '26 long-term incentive schemes for the CEO and Managing Director. For those, who wish to read more, you will find the remuneration report starting on Page 67 of the FY '23 Annual Report. The poultry sector remains an attractive and growing one, underpinned by a number of significant advantages, including a price advantage and well-established health benefits over red meat, and a meaningful sustainability advantage with a carbon footprint that is 5x smaller than red meat. We have highly experienced leaders and a capable, committed, and passionate team of around 8,000 people striving to deliver our customers with the highest quality products and services. As my first year of Chair of Inghams draws to a close, I am very pleased to report that your business is in good shape. The strong recovery in revenue and profit during the year, together with the ongoing investments we are making in our network capacity and capability, position Inghams well for long-term growth. I would like to take this opportunity to thank my Board colleagues for their support and counsel to me in my first year as Chair. Inghams is served by a highly diverse, experienced, and committed Board, and I am privileged to work with you all. I will now hand you over to your Chief Executive Officer and Managing Director, Andrew Reeves, to take you through the further operational highlights and more of the details that underpin our business and performance. Thank you, Andrew.

Good morning. Welcome, everyone. Thank you, Helen. It is my pleasure today to be presenting at today's Annual General Meeting, and I'd like to add my welcome to those of us who are joining us today. Inghams is the largest poultry producer across Australia and New Zealand, and our diverse network provides us with a number of important advantages as a key poultry provider to major retail, quick service restaurants, food service distributors, and wholesalers. As you'll see during the presentation, we're ramping up investment in our network to ensure it will meet future product and growth requirements. Inghams operations are vertically integrated, and by effectively controlling all elements of the production process, we're able to realize efficiencies across all aspects of our supply chain, which you can see over the years through our continuous improvement strategy and process. As a result, we're able to ensure that we achieve appropriate production balance in our operations, which combined with operational excellence are keys to growing returns over time. I'd now like to make a few comments regarding our financial performance in FY '23. I'm very pleased to be able to report that we're well and truly putting the challenges of FY '22 behind us, with our operational and financial performance showing significant improvements over the past year. Our performance in FY '23 demonstrates the breadth and the momentum of the operational recovery underway across the business, underpinned by a progressive return to normal operating performance levels across farming and operations. Not only are these results very significant improvement on FY '22, they provide strong earnings run rate and platform for earnings growth. Our earnings and profit metrics have shown growth across the board. Total revenue grew by 12.2% on FY '22, reflecting the benefit of price increases applied during the year, and this was against a backdrop of slightly lower call poultry volumes during the period, reflecting the impact of some of the farming issues we had in Australia, labor shortages and CO2, or carbon dioxide, supply related processing constraints in New Zealand that affected both our primary and further processing activities. Earnings before interest tax depreciation and amortization pre-AASB16 increased by almost 36% to $183.6 million, and net profit after tax grew 72% to $60.4 million. I'd also like to note that our leverage level has also significantly improved, returning to the middle of our range. We achieved good price increases across all channels and customers during FY '23, with the increases we have achieved in New Zealand contributing to FY '23, while Australian price increases will make a meaningful contribution in the current financial year. In terms of our pricing, our average selling prices recovered strongly over the course of the calendar year of 2023, and broadly, we've been achieving increases that reflect our cost inflation environment, and discussions remain ongoing with all customers should we need to seek further increases. The cost environment is a challenging one for all businesses, and our costs remain elevated, mainly driven by feed and transport. Feed is one of our key costs, and while pricing of key feed ingredients stabilized during the prior part of FY '23, it is expected to remain elevated versus long-term levels due to tight global supply and geopolitical issues. A key area of focus for us is ensuring price levels appropriately reflect ongoing feed and general cost pressures, and we'll pass on further price increases as required. Our operational efficiency programs continue to deliver strong results, helping offset some of these pressures, and the program is expected to be an important ongoing contributor to our financial results. As a result of the significant and sustained improvement in our earnings, and reflecting our confidence in the outlook for the business, our dividends have more than doubled on the prior financial year, as we declared or paid a fully franked dividend of $0.145 per share in FY '23, which is at the upper end of our payout policy range. The scale and extent of the recovery in business profitability can be seen from the following chart. Pre-AASB16 earnings have increased 36% on FY '22, with impressive half-on-half growth, which highlights the sustained momentum of the recovery we are seeing. As you can also see, we're making progress on returning to performance levels of FY '19, FY '21, and the normalization of our operational performance, combined with strong earnings run rate, provides us with a solid platform for earnings growth. With the ongoing recovery underway across the business, both operationally and financially, our focus is on the future, particularly our network capacity and capability. We're in the process of making a series of new investments across our network, with a priority on automation, which will future-proof the business through improved efficiency and capability to meet current and future consumer requirements, ensuring we are strongly positioned for long-term and sustainable growth. The introduction of higher levels of automation has been a key strategy for Inghams as part of our network analysis and planning. The installation of the first of these new pieces of equipment is already taking place and will continue progressively into FY '25. Another significant investment in our network has been a new breeder farm we've been developing near Casino in northern New South Wales. This investment in our network will grow our capacity and enhance the overall resilience of our network. In November of 2022, the rearing farm became operational, followed by the first breeder farm in April this year. Works are currently underway on the second and final farm in the complex, which is expected to be operational in FY '24. We announced in February that we'd agreed to a conditional purchase of Bromley Park Hatcheries in New Zealand, which own and operate a number of breeder farms as well as a hatchery for approximately NZD 8.6 million. The acquisition of Bromley Park Hatcheries will increase our hatchery and breeder capacity and strengthen our New Zealand supply chain, while also providing for future business growth. Following the approval from both the New Zealand Commerce Commission and the Overseas Investment Office, the acquisition was settled just past October. We bought 2 new state-of-the-art temperature controlled distribution centers online in FY '23. In August 2022, we opened a new facility in Truganina, Victoria, followed in April this year with the commissioning of a facility in Edinburgh Parks, Adelaide. The Adelaide facility also enabled the consolidation of existing distribution operations, which is expected to generate significant transport and freight efficiency savings. We currently have a third distribution center under construction in Hazelmere near Perth in Western Australia, which is due to open in early 2024. In December, we commenced construction of a new water recycling and treatment plant at our Osborne Park WA primary processing facility. This plant is designed to provide capacity for future growth, strengthen our Western Australian supply chain and enhance sustainability outcomes. And in Tasmania, we have been awarded a federal government grant of $11 million to upgrade our Sorell primary processing facility. The grant will be invested in key plant upgrades as part of a landmark sustainability project, with works expected to commence in the fourth quarter of 2024 and completion in the second quarter of 2025. These upgrades will support future product innovation initiatives. By now, you'll be well aware of the importance Inghams places on sustainability and our long track record of embedding sustainability practices into our business. This sustained effort and focus has resulted in us becoming recognized industry leaders in water stewardship, sustainable agriculture and sustainable food production. I'm pleased to report that, we've made good progress in FY '23 against our key targets, with measures showing year-on-year improvements. Our safety focus and programs have seen our safety outcomes improve, with our total recordable injury frequency rate declining by 7%, as Helen noted earlier. On food safety, we're very pleased to have achieved A or AA global food safety initiative, British Retail Consortium ratings across all sites. We've made good progress in reducing our greenhouse gas emissions and further reduced our waste to landfill. In March, we submitted our science-based targets calculations to the Science-Based Targets Initiative for approval in FY '23. We reduced our Scope 1 and 2 greenhouse gas emissions by almost 10% versus the previous year. In FY '23, our waste management programs saw us divert 86% of generated waste from landfill. And you can find out more detailed information about ESG progress in our annual report. So moving now to an update on current training. As I'm sure many of you will have read an announcement released to the ASX on October 31, we provided an update on trading since the start of the new financial year, along with earnings guidance for the first half of FY '24. I am pleased to report that we've had a very positive start to FY '24. The pace and momentum of the operational and financial recovery during the second half of FY '23, having established a really solid platform as we move into FY '24. The performance of the business during the first half to-date reflects a combination of factors, including the overall strong demand for poultry, with some customers allocating more space to the category, continued improvement in operational performance metrics across farming and processing, further improvements in wholesale channel pricing, and an acceleration of our recovery in our New Zealand business. There is a degree of seasonality to the performance of the Inghams business, and as such, the second half of FY '24 result is expected to be lower than the first half. Continued inflationary headwinds across labor, feed, and other costs, including fuel, electricity and CO2, will be reflected in our overall FY '24 result. And I would note, we remain focused on ensuring our approach to pricing offsets these and other cost pressures. So, in closing, on behalf of the management team, I'd like to thank you all for your continued support and for joining us here today, and I'm going to hand back to Helen to conduct the formal business of the meeting. Thanks, Helen.

Thank you, Andrew. I will now move to the formal items of business. The Notice of Meeting was lodged with the ASX on 6 October, and is also available on the Inghams website in the Investor Centre. I propose the Notice of Meeting be taken as read. Each resolution set out in the Notice of Meeting, other than Item 8, is to be considered as an ordinary resolution and to be approved by a simple majority of votes cast by shareholders entitled to vote. Item 8, as it relates to the company's constitution, is a special resolution and requires at least 75% of the votes to be cast in favor of the resolution. For all items of business, and in accordance with any voting exclusions that apply to each resolution, undirected proxies that have been given to the Chair or my fellow Directors will be voted in favor of these items. The results of today's meeting will be released to the ASX and published on the Inghams' Group Limited website later today. The first item of business is to receive and consider the financial report of the company and its controlled entities and the reports of the Directors and Auditor for the year ended 24 June, 2023. The Annual Financial Report, Directors' Report and Auditors' Report are contained in the company's 2023 Annual Report, which was released to the market on 6 October, and can be found on the Inghams Group website. As I noted earlier, KPMG partner Julie Cleary is with us today and available to respond to questions relevant to the conduct of the audit and the preparation and content of the Independent Auditors' Report and Independence Declaration. This item of business is for discussion only and the Corporation Act directs that there is no vote required.

I will now take questions on this item of business, starting with questions in the room. Are there any questions on this item?

[indiscernible]?

Thank you for your question. Feed is one of our largest costs. I might ask Andrew to make a comment and maybe pass to one of the Executive Management team as well.

Yes. I think it's probably best if I ask Gary to address that question. Sorry, Gary is our CFO.

So with the feed level of inventory, we both have inventory that we purchase and have on hand and then also under forward contract. So the main reason for the fall is that we had more in forward contracts and less on hand. The year before saw the opposite trend and that was really a liquidity question and making sure that -- and we purchased more directly from growers rather than traders. So it was more of a mix of how we buy. Our actual coverage that we have for feed is still about 3 to 9 months forward at any one time.

Will that actually normalize to the same extent that you said it would normally?

So I think it depends on the cost of feed. So as you pointed out, that could be higher. It's been elevated for some time now. So there is a function of the cost of feed. It was a little lower at June, but it was also a little higher at June '22 as well. So yes, it will normalize in that sort of 60 to 100 range.

I wanted to ask a question about the RAYBO factor loan. Is that included in the leverage calculations?

Yes, Gary, please go. It's a Gary question.

No. So that's an inventory procurement facility. It's treated as a trade creditor or a trade payable and it is excluded from the leverage calculation and that's how it's determined with our financial institutions. It would add 0.3x, 0.4x, 0.5x depending on the level it is.

I just have one last question. I noticed in the provisions there was a provision for an onerous contract for $7.9 million.

Would you like to take that one as well, Gary?

Yes. Is that what the prospect? I'm just asking what does that relate to?

It was a provision policy raised during the year of $7.9 million and it's just for an onerous contract.

I'm going to have to come back to you before you leave today.

My last question is on the mythical leased assets and liabilities. What's the discount rate you use there in the calculations?

So, with AASB 16 and the leased liability, it's taken out when you measure the liability. It's in that 3%, 4% type range.

Thank you very much and congratulations. The company is in great shape.

Thank you for your questions. Are there any other questions in the room? Well done, Gary. Brett, are there any questions online?

The first one is from Mr. Kevin Daly is for the auditor. To what extent are the changes to the accounting standards embodied in AASB 16 already operating in North American and European accounting jurisdictions?

Julie, are you happy to make a comment?

Thanks for that. So through Europe and the U.S., they apply a similar accounting standard in relation to leases and lease obligations are recorded on the balance sheet. This is mainly for listed entities though and the U.S. does apply U.S. GAAP versus IFRS, which is applied here in Australia.

Thank you, Julie. Brett, are there other questions?

Chair, the second question from Mr. Kevin Daly is why does Inghams continue to use pre-AASB 16 data as its primary profit reporting metric?

Thank you, Brett. I might direct that question to our group CFO, Gary.

So we do use both. So we show prominence to the post-AASB 16 results. So our financial statements are all done on that basis and our other market materials, the first prominence is AASB 16 post numbers. But a number of our stakeholders and shareholders value the pre-AASB 16 results. So we provide that information as supplementary and in addition to that, we provide a very transparent reconciliation between the 2, so you can tell what the difference is and what that's made up of. But we do follow accounting standards and that is our primary measure.

Thanks, Gary. Brett, are there further questions online?

Chair, the final question online in relation to this item is from Mr. Kevin Daly again is does Inghams have a payout ratio policy for the dividend? If so, is the payout ratio expressed in terms of the pre-AASB 16 NPAT or the actual NPAT?

Thank you. Yes, we do. Again, Gary, I might get you to comment on that specific question.

So Andrew mentioned before the payout ratio is between 60% and 80% of our underlying NPAT post-AASB 16. So in answer to that question, yes, it is post-AASB 16 that is used for that calculation.

Thank you, Gary. Brett, no further questions online?

Chair, no further questions online.

Okay. Thank you. I will now move to the resolutions. So Item 2 is the election of Margie Haseltine as a Non-Executive Director. Margie was appointed as a Non-Executive Director of the company with effect from 1 September, 2023, joining both the Risk and Sustainability Committee and the Nominations Committee. Margie has more than 30 years of relevant business experience across supply chain and logistics, product and brand, strategy, risk, change management and governance from a range of sectors, including fast-moving consumer goods. Her significant experience includes 20 years with Mars, including 5 years as the CEO of Mars Food Australia. Pursuant to the ASX listing rules and the company's constitution, Margie will retire at the conclusion of this meeting and being eligible is nominated for election as a director at the meeting. The Board unanimously supports her election. As I mentioned earlier in the meeting, Margie had a commitment that was well in place before her appointment to the Board, which meant she was unable to join us today. Margie has recorded some brief comments in support of her election, which we would like to play for you now.

Hello everyone. My name is Margaret Haseltine, and I'm offering myself up for election as an Independent Non-Executive Director of your company's company Inghams. Regrettably, due to a long-standing commitment, I'm not able to be there in person today. My apologies. I recognize that this role is both a privilege and a responsibility, and today I'd like to share with you a little bit about my skills, experience, and expertise that I will seek to continue to bring to the Board, and in particular, what I'm most passionate about and why I'm excited that I joined the Inghams Board. I was appointed to the Inghams board on 1st of September, 2023, and I'm a member of the Risk and Sustainability Committee and the Nominations Committee. My executive career is 20 years with Mars Incorporated, working across the 3 segments of pet, snack, and food. My strong discipline was, and still is to this day, end-to-end supply chain covering everything from paddock to plate, from procurement through to manufacturing to logistics and warehousing. In my last 5 years at Mars, I was the CEO of the food business. As CEO, I had full P&L responsibility, and I'm very driven by doing better, what matters most, and by great governance. I bring with this a strong experience in FMCG and consumer goods, a deep knowledge of manufacturing, food service, and quick service supply, and my passion is all things agriculture, having grown up on a dairy farm in New Zealand, and I'm very motivated about animal welfare and doing the right thing in everything we do, always. I stepped out of executive roles over 12 years ago and specialized as a full-time director. I am currently the chair of Bapcor, an ASX 150 automotive aftermarkets parts supplier. I'm on the Metcash board, where I chair the PMM Committee, and on the Technology Committee, I'm a director of Real Pet Food in Kennards Hire business. Now, this may sound very busy, but I assure you that I have the capacity, the capability, and the passion to support our executive team and fellow board colleagues to continue to deliver value to our shareholders. Thank you.

Thank you, Margie. I will now take questions on this item, starting with questions in the room. Are there any questions? As there are no questions in the room, Brett, are there any questions online?

Chair, there are no questions online for this item.

Thank you, Brett. Moving to the proxy results. The proxy results are now shown on the screen. I will pause briefly while you cast your vote. Yes, I can. So, the percentages are on the screen. For 92.99%, open board 0.23%, open other 0.07%, against 6.71%, and abstaining 0.08%. Moving to Item 3. As I have a personal interest in this resolution, I will hand over the Chair and conduct of this item to Timothy Longstaff, Chair of the People and Remuneration Committee. Thanks, Tim.

Thank you, Helen, and good morning, everyone. As Helen noted, this resolution relates to re-election as a non-executive director of the company. Helen joined the board in May 2017, becoming Chair in August 2022. Helen is also Chair of the Nomination Committee. Helen has extensive experience across FMCG, Media, Wholesaling, and QSR. Helen was Senior Vice President and Chief Marketing Officer for McDonald's Australia New Zealand. She was then Chief Operating Officer for McDonald's Australia between 2010 and 2013. Helen is an experienced non-executive director, also sitting on the boards of Metcash and Southern Cross Media, and she's previously sat on the boards of Blackmores and Pacific Brands. Pursuant to the ASX listing rules and the company's constitution, Helen will retire at the conclusion of the meeting and, being eligible, is nominated for re-election as a director at this meeting. Helen's re-election has the unanimous support of her fellow directors, and I would like now to invite Helen to say a few words in support of her re-election.

Thank you, Tim. Today I am offering myself for re-election. It would be my honor to serve another term on the board of Inghams. My experience in both C-suite roles and 10 years as a public company non-executive director equips me to serve Inghams well. Before being asked to Chair the Board, I chaired people in remuneration for 5 years. I have really enjoyed my first year as Chair of the Board, and I would like to sincerely thank my board colleagues for their support. But I do not believe that my job is done yet. We have more work to do, and I have the energy, commitment and capacity to devote to Inghams. Our company has a rich history, spanning over 100 years, but it is my firm belief that our best years are ahead of us. The business has prevailed through some very challenging times to return to growth, which is just reward for our team of highly talented and committed employees. As the largest fully integrated poultry producer across Australia and New Zealand, Inghams has many areas of competitive advantage. We have a long list of growth opportunities, and I would relish the opportunity to continue to work with the rest of the board and our highly talented management team to develop that pathway to future growth. And it would be my honor to have your support for a further term. Thank you.

Thank you, Helen. I'll now take questions on this item, starting with any questions in the room. No questions in the room. Are there any questions online or via the phone line?

Chair, there are no questions online for this item.

Thank you, Brett. Moving on to the proxy results, they are displayed on the screen. And, so, I'll have to ask someone else to read those out, Gary. Can you maybe get a microphone?

Yes, it's working. So for is 98.53%, open 0.23%, other 0.7%, and against 1.17%, with abstain 0.8%.

Thank you very much. I'll pause briefly while you cast your vote. As voting on the resolution is now being completed, I would like to hand back to the Chair to conduct the rest of the meeting. Helen, over to you.

Thank you, Tim. Moving to Item 4. Item 4 is for the re-election of Mike Ihlein as a Non-Executive Director of the company. Mike was appointed as a Non-Executive Director of the company in April 2020. Mike Chairs the Finance and Audit Committee and is also a member of both the Nominations Committee and the People and Remuneration Committee. Mike has significant corporate and finance experience following a long career with Coca-Cola Amatil Limited, where he was Managing Director, Poland, and then Chief Financial Officer and Executive Director. Mike joined Brambles as CFO and Executive Director in March 2004 and held the position of Chief Executive Officer from July 2007 until his retirement in November 2009. Pursuant to the ASX listing rules and the company's constitution, Mike will retire at the conclusion of this meeting and, being eligible, is nominated for re-election as a director at the meeting. Mike's re-election has the full support of his fellow directors, and I would now like to invite Mike to say a few words in support of his re-election.

Thank you very much. Good morning, fellow shareholders -- 3 years went. It's gone in a flash. I'm very pleased to present myself today for re-election to the Inghams board. I found it a rewarding experience to be part of your Board and contributing to the development of Inghams as a leading poultry company in Australia and New Zealand. My background, as you probably know, is originally in finance, and I very much enjoyed being chair of Inghams Finance and Audit Committee. Who would figure, right, that you enjoy Finance and Audit Committee? I've also had extensive experience as a senior executive of major Australian listed companies, with periods as Chief Executive Officer and Chief Financial Officer. My membership of other boards provides me with additional perspectives that assist my insights in my role on your board. I will continue to devote my energy, commitment, and passion to our company. I present myself today for re-election, and it would be an honor to have your support for my ongoing role as a director. Inghams has a wonderful future and is a key part of Australia's food security, and New Zealand's, I guess, food security. And I would welcome the opportunity to continue being part of that future. Thank you very much for your consideration.

Thank you, Mike. I will now take questions on this item, starting with questions in the room. Are there any questions in the room? As there are no questions in the room, Brett, are there any questions online?

Chair, there are no questions online.

Thank you, Brett. Moving to the proxy results, which I will read out. So, for 96.77%, open 0.23%, open other 0.07%, against 2.93%, abstain 0.09%. I will pause briefly while you cast your vote. Item 5 deals with the adoption of the remuneration report for the year ended 24th of June, 2023. The remuneration report is contained on Pages 67 to 90 of the Annual Report, and sets out the remuneration policies of the company, and reports on the remuneration arrangements in place for the company's executive KMP during the 2023 financial year. We are committed to ensuring the remuneration strategy reflects good governance, consultation with key stakeholders, and is transparent in its design to support the business strategy and design sustainable outperformance for shareholders over the short, medium, and long term. Earlier this year, I met with a number of key stakeholders with Robyn Stubbs or Tim Longstaff to discuss the company's current remuneration plans, and update ourselves on the key issues for investors. These meetings are always very informative, and a valuable input into the Board's decisions regarding the company's executive remuneration approach and structures. While the vote on the remuneration report is a non-binding one, it is a valuable source of feedback, and the Board takes the discussion and actions held during this part of the meeting and the outcome of the vote into account when setting remuneration policy for future years. I will now take questions on this item, starting with questions in the room. Are there any questions on this item? As there are no questions in the room, Brett, I'll ask you if there are any questions online.

Chair, there are no questions online for this item.

Thank you, Brett. Moving now to the proxy results, which again I will read out. So, for 98.39%, open 0.23%, open other 0.07%, against 1.31%, and abstain 0.04%. I will pause briefly while you cast your vote. Moving to Item #6. The company's LTIP schemes are designed to align the interests of the CEO, Managing Director, with the interests of shareholders by providing the opportunity to receive an equity interest in the company through the granting of performance rights. Each performance right entitles the CEO, Managing Director, to receive one fully paid ordinary share in the company, subject to meeting specified performance conditions. As outlined at the 2022 AGM, in the context of the business challenges that the company was facing at the time, the Board did not put forward an FY '23 to FY '25 LTIP for the CEO, MD for shareholder approval, giving the Board the time to undertake a detailed review of appropriate incentive structures to ensure alignment with shareholders' interests to create value over the short, medium, and long-term. This review included seeking input from key stakeholders, and the detailed results of this review can be found in our annual report. As we advised at the time, it was intended that we would seek approval of the FY '23 to FY '25 LTIP at this AGM. For this and the future LTI plans, it is proposed that they will be based on underlying pre-AASB 16 based return on invested capital and relative total shareholder return, TSR, as the 2 performance measures consistent with prior years. Each measure has a 50% weighting. The performance conditions for this plan can be found in the annual report and the notice of meeting. I will now take questions on this item, starting with questions in the room. Are there any questions in the room? As there are no questions in the room, Brett, are there any questions online or on the phone?

Chair, there are no questions online for this item.

Thank you, Brett. Moving to the proxy results, which, again, I'll read out, for 87.44%, open board 0.23%, open other 0.06%, against 12.27%, and abstain 0.04%. I will pause briefly whilst you cast your vote. I'll now move to Item 7, which is the FY '24 to '26 LTIP grant for the CEO. In this resolution, the company is also seeking shareholder approval for the FY '24 to '26 LTIP to the CEO, MD Andrew Reeves. The structure of this plan is the same as the FY '23 to '25 plan outlined in the previous resolution, and the performance conditions for this plan can be found in the Notice of Meeting. I will now take questions on this item, starting with questions in the room. Are there any questions? As there are no questions in the room, Brett, are there any questions online or on the phone?

Chair, there are no questions for this item.

Thank you, Brett. Moving to the proxy results. For 87.43%, open board 0.23%, open other 0.06%, against 12.28%, and abstain 0.04%. I will pause briefly whilst you cast your vote. Moving to Item 8, which is the resolution and renewal of the proportional takeover provision. The Corporation Act permits a company's constitution to include a provision that enables it to refuse to register shares acquired under a proportional takeover bid unless shareholders approve that bid. Rule 6 of the company's constitution was last approved by shareholders in 2019, but that approval and therefore the rule ceased to have effect in October 2022. The directors consider it in the interests of shareholders to continue to have a proportional takeover provision in the constitution, and accordingly, shareholders are being asked to reinsert the proportional takeover provisions contained in Rule 6 of the constitution with effect from the date of this meeting for a further period of 3 years. A copy of the company's constitution can be found on the company's website. I will now take questions on this item, starting with questions in the room. Are there any questions? As there are no questions in the room, Brett, are there any questions on this item online or on the phone?

Chair, we have no questions for this item.

Thank you, Brett. Moving to the proxy results. For, 99.18%, open board 0.23%, open other 0.07%, against 0.52%, and abstained 0.06%. I think we will make all of those bigger next year. I will pause briefly whilst you cast your vote. Before we move to general business, I would like to advise that at the conclusion of that discussion, voting will close. If you've not already done so, can I please ask that you now complete your votes for all resolutions. Thank you. Moving now to general business. Shareholders are now invited to ask general questions regarding the company. I will now take general business questions starting with questions in the room. Are there any questions? Yes, we have a question here. We will just get you a microphone.

Trevor Simpson.

Hello, Trevor.

I'm a celiac. I'm intolerant to gluten. I must thank you for some gluten-free food on the pre-bus line. Is Inghams planning or have they planned to introduce gluten-free food in your range of products?

Thank you for your question. I think it's a really pertinent question and something that sits at the core of our strategy is innovation and product innovation. I will ask Andrew to directly address your question.

Yes, we do have gluten-free offerings in our portfolio of products. I might just ask Seb Brandt, who is our Head of Strategy and innovation, just to talk about how we think about that and what we might be doing in the future.

Yes. Hi, thanks for your question. Yes, so we make a range of gluten-free products, both under the Inghams brand, which you can buy in customers like Woolworths and Coles, and then also for private-label, so nuggets, tenders and whatnot. So that's in the finished products, in the further processed products. And then, obviously, base chicken doesn't have -- is gluten-free. We are very mindful also when we put marinades and flavors on to make sure that we're meeting as many needs as we can for consumers. So that's at the forefront of our minds and we know that that's the case.

I'm just going to look hard at that one.

Yes.

Check the packaging.

Yes, in the freezer, all the supermarket, have a look, gluten-free.

Thanks, Seb. Are there any other questions in the room? As there are no more questions in the room, Brett, are there any general business questions online?

Chair, we have no questions for this item online.

Thank you, Brett. As there are no further questions, voting is now closed, and I declare the Annual General Meeting of the Inghams Group Limited closed. On behalf of the Board, thank you very much for joining us today. Have a good day. Thank you.