Insignia Financial Ltd. (IFL) Earnings Call Transcript & Summary

November 22, 2023

Australian Securities Exchange AU Financials Capital Markets shareholder_meeting 48 min

Earnings Call Speaker Segments

Allan Griffiths

executive
#1

Good morning, everyone, and welcome to the Annual General Meeting of Insignia Financial Ltd. My name is Allan Griffiths, and I am the Chairman of Directors of Insignia Financial Ltd., and I will act as Chairman of this meeting. We have a quorum, so I'm pleased to declare the meeting open. I'm delighted to also extend a warm welcome to our shareholders who are participating through the webcast. The minutes of the 2022 Annual General Meeting are available for inspection by any shareholder by contacting the company secretary. The Notice of Meeting was distributed to all shareholders, and copies are also available on the company's website. I'll take the Notice of Meeting as read. Let me outline the proceedings of today's meeting. I will start off by presenting an overview of the year and a review of our performance. Our Chief Executive Officer will then follow with his address. Following that, I'll cover the financial reports and invite questions or comments. We will then have the reelection of directors, followed by a resolution to adopt the remuneration report for the year ended 30th of June 2023. As announced to the market on the 20th of October as a result of the CEO stepping down at the end of February 2024, resolution 4, to grant performance rights to the Chief Executive Officer, have been withdrawn and will not be subject to a shareholder vote today. At the conclusion of the meeting, please join the Board and Directors for refreshments. Let me begin by introducing your other directors. They are Renato Mota, our Chief Executive Officer; Andrew Bloore, Elizabeth Flynn, John Selak and Michelle Somerville. I'd also like to introduce Chris Wooden, who is representing the company's auditor, KPMG. Also from our share registry, Boardroom Pty Ltd, we have Sarah Jenkins and her team. Sarah will act as a returning officer for the poll to be held later in the meeting. Also present today, we have our Chief Financial Officer, David Chalmers; Adrianna Bisogni, the Group Company Secretary; and various other members of our executive team. I'll now move into my Chairman's address. And I would like to start by acknowledging the Traditional Custodians of Country on which we meet today and recognize their continuing connection to lands, waters and communities and how this enriches us all. Here in Melbourne, I acknowledge the Wurundjeri People of the Kulin Nation and pay my respects to Aboriginal and Torres Strait Islander people and their cultures and to elders, past and present. In the past 12 months since the last Annual General Meeting, we have stayed steadfast in executing and delivering our strategic agenda and laying the foundations of a business with a competitive advantage in a market which continues to experience systemic growth. Despite the challenging external environment, we have delivered numerous strategic initiatives during the year and have a clear focus on setting up the business to deliver sustainable ongoing returns. Notwithstanding this track record of execution, our share price provides reason for disappointment. And we, as a Board, have reflected on why the execution of our strategy has not translated to an increase in shareholder value. As a Board, this reflection has had us actively work with your management team, seeking input and advice from a range stakeholders as well as engagement with our shareholders. We are committed to exploring every avenue to deliver sustainable value creation for the benefit of shareholders. As we've worked through this process, there is important context to remember. The 2023 financial year was the second full year of ownership of MLC, in what has been since the proposed acquisition, a 3-year integration plan. We have remained disciplined in our desire to build a long-term competitive advantage by investing in the core capabilities of the business, which will provide growth over the next decade. Over the course of the year, we have made significant strides in integrating and simplifying Insignia Financial. This has resulted in the accelerated delivery of benefits aligned with our original 3-year plan post the acquisition of MLC. In financial year 2023, we completed our $218 million acquisition synergy program. Furthermore, we completed the separation of the pensions and investments business, exiting all transitional services provided by ANZ in October 2022. With these milestones achieved, we refreshed the business strategy in July this year and are confident it will deliver on growth opportunities over the next 2 to 3 years. The strategy includes the delivery of several initiatives: the planned migration of MLC Wrap to Expand, migrating nearly $40 billion of funds under administration across approximately 100,000 member accounts. Delivery is on track for the second half of the financial year 2024. The execution of our future master trust platform solution, combining various foundational aspects of our wrap and master trust platforms under a shared technology ecosystem. This consolidation reduces duplication and minimizes the cost and risk of change. The foundational aspects are expected to be in place by mid-2025. The reset of our financial advice operating model, including the establishment of a new partnership ownership model for the self-employed licensees comprising RI Advice Group, Consultum and TenFifty. The proposed partnership model continues to generate a high level of interest and enthusiasm from advisers. A cost optimization program delivering a total of $175 million to $190 million of annualized benefits to be realized from the financial year 2024 to 2026 from further organizational design efficiencies and exit the MLC-related NAB transitional services and the restructure of the advice business. The cost of the reduction program has been mobilized and is on track to deliver between $60 million and $70 million in the year financial year 2024. This work sets the path for earnings growth in financial year 2025 and beyond. We are targeting a cost-to-income ratio in the mid-60% range within 3 years, and we believe there are further opportunities for simplification and improved efficiencies beyond. In line with the evolution of our business strategy, we are also evolving our environmental, social and governance agenda. We are refining our approach to meet emerging sustainability challenges and growing stakeholder expectations. This includes aligning to global practices in assessing materiality and significance of factors through the Global Reporting Initiative. We are proud to have our Reconciliation Action Plan approved by Reconciliation Australia. Our Reconciliation Action Plan is at the second level, Innovate, reflecting the work done to date across the company in developing relationships with Aboriginal and Torres Strait Islander stakeholders. Connection to the broader community is key, and we continue to provide assistance through initiatives such as workplace giving, volunteering and supporting not-for-profit organizations through our charitable foundation. In terms of our people, it's been almost 2 years since the organization has come together as Insignia Financial, and we are making good progress on cultural integration and ensuring our people feel like this is a company where we all belong. And according to our employee survey, more than 80% of our people feel they belong at work and 73% believe we live our purpose, "Understand me, look after me, secure my future" on a daily basis. For a business like ours, sound business governance and strong risk management is key. In the past 12 months, we have further bolstered our capabilities in this space. Importantly, we have strengthened our leadership capabilities with a new Chief Risk Officer, Anvij Saxena, joining the organization in March. We have also refreshed our 3 lines of accountability model, ensuring there is a clear responsibility in place for all parts of the business. And as I shared at last year's AGM, the Australian Prudential Regulation Authority, APRA, imposed additional license conditions on our registrable superannuation entity licenses of Insignia Financial's superannuation fund trustees. We are supporting the superannuation trustees to uplift their governance, risk management framework and practices to meet APRA's requirements. We are well progressed on a number of actions relating to the additional license conditions to ensure we meet the regulator's expectations of the trustees. Building a trusted business means we need to continue to manage our clients' and members' money with exemplary care and maintain our focus on delivering better outcomes. This extends to ensuring we are safeguarding the security, privacy and quality of their information. Accordingly, we are investing in areas such as cyber and data security. Turning to the Board itself. As announced on the 30th October, as part of the Board renewal process, we have appointed Mrs. Gai McGrath to Insignia Financial's Board as an Independent Non-Executive Director effective the 4th of March 2024. Ms. McGrath has been appointed as part of the Board's succession planning given Mrs. Elizabeth Flynn will be stepping down from the Insignia Financial Board in 2024. Mrs. Flynn was appointed in 2015 and will step down before reaching her 9-year anniversary, in line with the company policy and good corporate governance practice for nonexecutive directors. Ms. McGrath is an experienced Non-Executive Director, with over 3 decades of experience in the financial services and legal industries in Australia, New Zealand and the U.K. In addition to having a number of Board appointments, Ms. McGrath has previously held a series of executive roles centered around retail banking and wealth management. Ms. McGrath was also a lawyer in a private practice and prior to her time at Westpac, worked at Perpetual Limited as General Counsel and Company Secretary. Ms. McGrath will be a welcome addition to the Board. As part of our governance approach, we continue to review the composition of the Board to ensure we have the right skill set and experience to guide the business during this time of change. The current 2024 financial year is a pivotal year in the context of positioning for growth of 2025 and beyond. Your Board remains firmly of the view that the business is in a strong position. The balance sheet is well capitalized to support change. The strategy is clear, delivering accountability and value creation. We are one of Australia's largest wealth management business in an industry where total superannuation assets are expected to grow from $3.4 trillion to over $9 trillion over the next 2 decades. As you are aware, we recently announced by mutual agreement, current CEO Renato Mota will be stepping down in February 2024 after delivering the half year results after more than 20 years of service. While we acknowledge the change of leadership at such a pivotal point in time creates uncertainty, we have confidence in the executive team's ability to deliver the necessary outcomes in 2024, allowing clarity and direction for 2025 and beyond. Over the past 5 years as CEO, Renato has been instrumental in transforming the business. He has created a purpose-led culture and executed a bold strategy in the face of numerous challenges, including a global pandemic. As the industry has changed over the past 20 years, Renato has been driven by the desire to position Insignia Financial, and IOOF before it, as an industry leader, delivering value to all stakeholders. Renato has always led with integrity and purpose, prioritizing the interest of the company above all. I and the Board thank Renato for his outstanding leadership qualities and commitment to being the best custodian possible of a business with more than 177 years of heritage, and we wish him well for his future endeavors. We have established a succession plan and commenced the search for a new CEO, and we'll keep you all informed of our progress. We have developed a clear vision for Insignia Financial and remain focused on delivering financial year 2024 outcomes whilst executing our strategic organizational priorities. Our focus, growth prospects and purpose remain unchanged. As I've outlined today, we have made strong progress in achieving our synergy commitments and strategic initiatives against a challenging external backdrop. Significant work has been done, but I acknowledge many of the benefits are yet to be seen. However, the initiatives we have delivered over the past year have provided a strong foundation for future growth and long-term value. I am confident we can deliver on our strategy based on our track record of execution, and we will continue to execute on the opportunities for market position and capabilities provide. I thank you, the shareholders, for your continued support and patience. Strengthening our business takes time. We have set solid foundations while continuing to deliver on our commitments. In closing, I'd also like to thank the Insignia Financial Board as well as the Board Members of the IOOF Foundation and our various subsidiary Boards for their expert guidance. I extend this thanks to Renato, the executive team and all the employees for their efforts in helping to transform, simplify and grow the business. I'll now hand over to Renato to share an update from the business and talk more about the refreshed strategy. Thank you, Renato.

Renato Mota

executive
#2

Thank you, Allan, and thank you all for attending our 2023 Annual General Meeting. As Allan referenced in his address, we've been transforming the business over the last 2 years since the acquisition of MLC. This has seen a tremendous amount of change and a deliberate effort to challenge ourselves to better outcomes for you, our shareholders as well as for our clients, our members and our people. We've made good progress. However, we acknowledge there's still more to do as is reflected in the current share price. Although we're disappointed with our share price performance, I'd like us to focus on a long-term competitive advantage we're building through the investment in our core capabilities and our unique market position across advice, platforms and asset management. The execution of our strategy has led to many achievements and set the foundation for sustainable growth as we position ourselves as one of Australia's leading financial well-being organizations. Turning to the results. It was through a disciplined management action that we reached important milestones in 2023 and set up the business for future success. I'll reflect on these achievements in 2 ways. Firstly, we delivered on our promises, doing what we said we would do across the business. This was demonstrated by our net funds flow improvement, business simplification achievements through the integration of MLC as well as other product improvements, which were recognized by several industry awards. Secondly, we're 2 years into our strategy of creating Australia's leading financial wellbeing organization. It's our achievements to date, such as the accelerated delivery of acquisition synergies, that have created the opportunity for us to refresh our strategy and drive greater focus and momentum towards our ambition. Revisiting some of the key financial highlights. We produced a solid result across the board with net profit after tax at $51 million, up 39% on the prior year, and underlying net profit after tax of $191 million for the year. Operating expenses were down 5% on the prior year, with our $218 million synergy program completed ahead of schedule. Total dividends of $0.198 per share were delivered for the year, including the final ordinary dividend of $0.093 per share. Turning to business unit performance. With the Platforms business, there's been extensive investment in technology and enhancements to our offering, delivering more competitive products, greater functionality and choice, and providing increased flexibility around our managed accounts. All of this has helped deliver improved funds flow during the year. In Asset Management, the bringing together of the investment teams across IOOF and MLC combined the best ideas and investment strategies from both, accelerating the growth prospects of this business. We've deepened our investment expertise, which combined with increased scale is delivering award-winning performance. Within Advice, we've continued to simplify and enhance our offering, helping advisers to deliver more efficient and engaging ways. Technology and innovation play an ongoing role in supporting the advice continuum, from help and guidance all the way through to holistic advice. We firmly believe financial advice can be available and accessible to all Australians under the recommendations of the Quality of Advice review. In reshaping our advice services offering, we've established a new ownership model for our self-employed licensees, creating what is expected to become one of Australia's largest adviser-owned licensee groups. This will provide Insignia Financial with greater opportunity to focus on our professional services advice businesses such as Shadforth Financial Group and Bridges Financial Services. As I mentioned our refreshed strategy earlier, I would like to take a few moments just to expand on this. The current 2024 financial year marks the final year of the original 3-year MLC acquisition program. And over this period, we've delivered key strategic benefits, as I've mentioned, including the accelerated synergy benefits and a $4 billion improvement in net funds flow, ahead of the original 3-year plan. Because of this accelerated business momentum, we've taken the opportunity to refresh our strategy for the next 3 years to concentrate on key areas of competitive advantage. Our refreshed strategy focuses on 4 key strategic pillars: firstly, improving our clients' financial wellbeing; secondly, deepening our partnerships with advisers and employers; thirdly, simplifying our business; and lastly, building a safe and trusted business together. As I mentioned at our full year results, to support the strategy, we've created a new Client Wellbeing division. This will enable greater focus on opportunities to expand the provision of advice, help, guidance through all stages of life, improving client engagement, retirement outcomes and overall growth of the business. Simplification remains a key priority for us and is central to unlocking the benefits of scale, reducing risk, complexity and cost to serve. We've made a lot of progress in simplifying our business and setting it up for sustainable growth for the future. As you're aware, a critical step in simplifying our business is concluding our separation from NAB, having successfully completed the separation of the pensions and investments business from ANZ last year. This in itself was no small feat. It was the first time an organization had completed the separation of a superannuation business from a big 4 Australian bank ever. We've also continued to simplify and enhance the client experience through technology with our robotics and workforce automation steadily increasing, reducing costs and improving operational efficiencies. Innovation and technology are key to providing affordable and accessible advice. We continue to explore opportunities to deliver advice and guidance in a scalable way, allowing us to reach and serve more Australians. I'd like to reiterate Allan's comments in relation to the license conditions imposed by APRA. Our plans to transform the business have always been built on the premise of upholding the right standards of governance and delivering better outcomes to our members. We're actively supporting our superannuation trustees to uplift their governance and risk management frameworks and practices to meet APRA's expectations. And looking ahead, despite a challenging external environment, we continue to deliver on our strategic commitments and remain excited by the opportunities derived from creating financial well-being for all Australians. We serve almost 10% of the Australian population. That's nearly 2 million people. That kind of reach puts us in a privileged position, one with the ability to improve the retirement outcomes and lives of Australians. As one of the largest superannuation providers in Australia, our scale, expertise and unique combination of advice, platforms and asset management is a source of competitive advantage. I'm confident we're building a business that is more relevant than it has ever been and is well positioned to take advantage of opportunities ahead of us as we continue to focus on creating sustainable value for our shareholders. Before I pass the meeting back to Allan, I'd like to take a few moments to acknowledge that it is my final AGM after 20 years with the company and 5 as CEO. It's been a privilege to lead this company on your behalf and for the benefit of all stakeholders, both current generation and future. I'd like to thank my executive team and all our people for their belief and commitment to the strategy and for their tireless efforts in delivering outcomes for our clients and our shareholders. I'd also like to thank Allan and the Board for their ongoing support, counsel and challenge in what's been a transformative period for our industry and the company. Finally, I'd like to thank you all, our shareholders, for your years of support. While I'll be finishing up as your CEO, I look forward to continuing the journey both as a shareholder and a client and enjoying our future successes together. So with that, thank you, and I'll hand back to you, Allan.

Allan Griffiths

executive
#3

Thank you, Renato. Before I move to the first item of business, let me cover some procedural matters. If you're eligible to vote, when you registered this morning, you would have been provided a handset and a white plastic smart card. Your name should be displayed across the top of the screen on your handset. Your name should be displayed across the top of the screen. And if you are voting and you do not have a handset or your name is not displayed, please raise your hand now and one of the assistants will help you. In a few minutes' time, I will open the poll on all items of business. At this time, your handset will activate, and you'll see the resolutions displayed on the device screen. Press the green button to open the first resolution. Then press the green button again to vote. Select 1 to vote for the resolution. Select 2 to vote against the resolution and 3 if you wish to abstain from voting. Any third-party proxies should vote using the same process. This will cast open votes you have available. You'll receive a confirmation that your vote has been cast. You can change your vote prior to the closing of votes by simply selecting one of the other voting options. To cancel your vote, press the X button. Once your vote has been cast, press the green button to advance to the next resolution. To return to the list of all resolutions, you can press the red triangle at any time. As outlined in the Notice of Meeting, Insignia Financial is determined that where the Chairman is appointed as a proxy, unless restricted from voting on a resolution, I will vote in accordance with the shareholders' directions. In the absence of a direction, I will vote in favor of the resolution. The Corporations Act requires resolutions to be passed by a majority greater than 50% for an ordinary resolution. For the purpose of ensuring that all the votes are accurately recorded, I will call a poll in relation to all items of business, giving all shareholders the opportunity to vote rather than go to a show of hands. Voting is now open. Your handsets will activate, displaying today's items of business. I will leave the polling open while we discuss the resolutions, and we'll provide you with a warning before we cast close voting. Please feel free to vote at any point during the Q&A, the question-and-answer session. I will also report on the number of proxies received by 9:30 a.m. on the 21st of November at the conclusion of the discussion of each item. We will now proceed to the first item on the agenda, the receipt of financial statements. The first item of business is the tabling of the financial reports and the directors' and auditor's reports. The financial statements for the year ended 30th of June 2023 and the directors' report and the auditor's report were included in the 2023 annual report. They are also available on the Insignia Financial website. There is no vote required on this item of business. Shareholders will have the opportunity to raise questions on these reports or any aspect of the company's operations. Shareholders may also ask questions of the company's auditor. Such questions need to be relevant to the conduct of the audit and the preparation and the content of the audit report, the accounting policies adopted by the company and the independence of the auditor. No questions for the auditor were submitted prior to the meeting. If you have any questions today for the auditor, please ask it through me. I may refer questions on operational or accounting details to management. We have not received any questions in advance from shareholders. I now open the matter, item 1, receipt of financial statements, for discussion. If you wish to ask questions, please raise your hand, and someone will hand you a microphone. Please identify yourself as a shareholder or proxy and state your name. If you have a question on the remuneration report, please hold on to the question until we reach item 3. Please note that only shareholders holding a Lumi handset or a blue nonvoting shareholder card are entitled to ask questions at today's meeting. In the interest of time, I ask you, please ask no more than 1 or 2 questions, please. I'm now happy to take questions from the floor.

Meena Wahi

shareholder
#4

I am Meena Wahi, representing the Australian Shareholders' Association as a voluntary company monitor. My question is there have been some high-profile data breaches in recent times, with Medicare and Optus both the targets of hackers. What has IFL done to improve your cybersecurity posture and protect your customer information?

Allan Griffiths

executive
#5

Yes, a good question. Cybersecurity does exercise a lot of the directors' minds, particularly with the recent events that you've just described. Some of the things we have done in more recent time to reflect our size of the business and the status of the business we hold out there and those events you outlined, we do have a general manager of cyber, whose sole responsibility is to take carriage of all the issues around that. And you can probably classify cyber -- there are 2 clear areas these days. There's obviously the work that needs to go on continuously to prevent cyberattacks. And that's a never-ending journey that just keeps moving out all the time. But you also have to recognize that no matter what you build, you can never say with 100% certainty you'll never be attacked. So the second line of work that needs to go on continuously is how do you react when you find out that you have been hacked. So just as much work needs to go into that so that you can get your systems operating again in very quick time. So there's probably, I'd say, more that goes into that these days because it's an ongoing process to prevent hacks, but more work has to go into preparing a business for when you're hacked. So the mindset has changed and this is now not if you will be hacked but when you will be hacked, how are you going to handle it. And so as a Board and as a management team, we're constantly exercising ourselves on doing what we need to do. We participate in many industry forums that are provided on this subject because, as you can imagine, it moves every day in terms of the information.

Meena Wahi

shareholder
#6

Thank you, Allan. I have one more question. How is the company ensuring that the Board is being provided with accurate and up-to-date information from independent sources? What sources are executives relying on to provide the Board with relevant advice?

Allan Griffiths

executive
#7

Yes. Well, obviously, at our regular Board meetings, we do get updates at every Board meeting. Plus there are what we call deep dive sessions that the Board has from time to time on various subjects. Board members also independently -- as you're aware, Board members need to do a minimum amount of personal education themselves, so Board members independently are regularly attending sessions that are put on out there in the marketplace. The big 4 accounting firms, for example, do plenty of these activities. The Australian Company Directors' Association plus the government also has numerous forums to attend as well. In relation to getting independent assessment, I thought I might get a question along these lines, so I wrote down the names of the people that actually provide some of the independent work for us, but we do work with a group called Battleground Group, SecureWorks, CyberCX and Willis Towers Watson. Effectively, part of their role is to make sure that our systems are up to date and also continually attacking systems, too, to try and find weaknesses in the system. So there's proactive work going on in that regard all the time. And as I said, this is probably the single biggest issue that probably occupies the director's mind at meetings. Equally, you're getting a lot of scrutiny, quite rightly so from the 2 main regulators that regulate our industry being ASIC and APRA, and there's a lot of work that we need to do to comply with their requirements as well. So I hope I've given you the assurance there's a lot that goes on.

Unknown Shareholder

shareholder
#8

It's [ Pat Quinn ]. A couple of questions. Would you like to comment on why it is that given the advanced state of the integration that you now have, the development of all the computer systems that you've been spending major funds on and the cost cutting that you've discussed, that analysts are continuing to forecast reduction in earnings per share both for 2024 and even in 2025 just getting back to the current year?

Allan Griffiths

executive
#9

Yes. I'll make a comment. Then I might ask Renato to elaborate a little bit further from an operational perspective. But as I pointed out during my address, we're 2 years into 3-year integration. So the large part of the cash spend in the business is going in 2 areas, finalizing remediation issues that came out of the Royal Commission, so that is still being finalized; and secondly is the huge IT spend coming off, first of all, the ANZ systems, the ANZ transitional service agreement and also the National Australia Bank that we need to come off. So that is a large cash drain and we've always forecast that for the 2024 results but also mentioned that largely starts to run off plus also the program that we have in -- to reduce further costs of between $175 million and $190 million. That's going on at the same time. And from 2025, those numbers start to fall into the company results. Renato, do you want to add any more color and light to that?

Renato Mota

executive
#10

Yes. The only thing I'd add -- I agree and tally with your comments, Allan, the only thing I'd add is, I think, over the last couple of years, it's also important to recognize that a lot of our revenue is linked to market, so the level of the investable market. And we've suffered from reductions in revenue because of that. Now -- so we -- depending on what you assume as to the markets will actually impact our revenue line, but certainly, our position is that we expect our earnings to grow. So without commenting directly around the brokers' forecasts, our expectation is that we do see our revenue and our earnings growing into the future.

Unknown Shareholder

shareholder
#11

Just a follow-up question on that. In one item, capital and therefore nothing to do with earnings per share or do you expense all of your expenditure on computer systems as you go?

Allan Griffiths

executive
#12

I'll ask CFO. I'll get him to answer that directly.

David Chalmers

executive
#13

Thank you. So a vast majority of all of our spend is expensed rather than sitting as capitalized items, and that's subject to the normal sort of checks on the accounting standards. But the vast majority of our spend on computer systems and the like has been expensed. And you see that set out in the investor presentation where we stepped through a number of adjustments between statutory NPAT and underlying net profit after tax.

Allan Griffiths

executive
#14

Thank you, Dave. Any more questions? If there are no further questions, I declare that the financial statements and reports have been tabled at the meeting and have been duly received and considered. The remaining items on the agenda require resolutions from the meeting. Following discussion on each item of business, I will display details of proxies received on the screen behind me. The next item is the reelection of Elizabeth Flynn as Director. Elizabeth has been a Director of the company since October 2019. Elizabeth is Chair of the Group Risk and Compliance Committee and a member of the Group Audit, Group People and Remuneration Committee, and Group Noms Committee. In accordance with the company's constitution, Elizabeth holds office until this meeting, and being eligible, she offers herself for reelection. Elizabeth has more than 40 years' experience in the financial services industry, including roles within law and corporate governance as well as executive responsibilities. From 1998 to 2010, Elizabeth was the Chief Legal Counsel, Group Compliance Manager and Group Company Secretary of financial services group Aviva Australia and a Director of Aviva Australia's superannuation trustee company. Prior to her time at Aviva, Elizabeth spent 18 years as a commercial lawyer with Minter Ellison, including 8 years as a partner, specializing in managed funds, banking and securitization and superannuation. Elizabeth has acted as a director of a number of Boards and is a Non-Executive Director of AIA Australia Limited and Chair of AIA Health Insurance Pty Ltd. Elizabeth will be stepping down from the IFL Board in 2024 having joined the Board in 2015 and before reaching her 9-year anniversary, in line with company policy and good corporate practice for non-executive directors. As part of the Board renewal process, the Board has appointed Mrs. Gai McGrath to IFL's Board as an Independent Non-Executive Director effective the 4th of March 2024. Gai has been appointed as part of the Board's succession plan given that Elizabeth will be stepping down. Gai was identified as the most appropriate replacement for Elizabeth and will be a natural successor to Elizabeth as Chair of the Group Risk and Compliance Committee. The overlap of the reappointment of Elizabeth and the appointment of Gai will permit the orderly transition of Elizabeth's Board responsibilities. Your Board endorses and recommends the reelection of Elizabeth as a Director. Is there any discussion or questions on this motion? The company has received the proxies displayed on the slide in relation to this resolution. I intend to vote any open proxies that I hold in favor of the resolution. The next item 2(b) is the reelection of Andrew Bloore as Director. Andrew was appointed as Director of the company in September 2019. In accordance with the company's constitution, Andrew holds office until this meeting, and being eligible, he offers himself for reelection. Andrew is Chair of the Group Noms Committee and a member of the Group Audit, Group Risk and Compliance, Group People, and Rem Committees. Andrew is an experienced Non-Executive Director, entrepreneur and farmer. He has designed, built and sold a number of businesses focused on the development of key disruptive technologies and distribution services in traditional markets to create business efficiencies. Andrew has been actively involved both as an executive and as a director in investment funding, development and leadership companies, including Smartsuper, SuperIQ and Class Super. Andrew has worked on a range of Senate and Treasury committees and with the Australian Taxation Office Regulations Committee on regulations for the superannuation industry. In 2016, Andrew sold his superannuation administration business to AMP, stepped down from the Senate and Treasury Committees and is now focused on contributing to organizations as a Non-Executive Director. Andrew is a Non-Executive Director of Meridian Lawyers Limited; Simonds Group Limited, Simonds Family Office Pty Limited, Guild Group Holdings Limited, Guild Insurance Limited and Steadfast Group Limited. Your Board endorses and recommends the election of Andrew as a Director. Is there any discussion or questions on this motion?

Christine Haydon

shareholder
#15

Chair. I'm Christine Haydon, the volunteer monitor for the Australian Shareholders' Association. And we believe, as Australian shareholders, that directors should have, as colloquially named, skin in the game. That means that we believe a director should hold a minimum of 1 year's fees in shares in the company. As Mr. Bloore is up for reelection, we would like to see an increase in his shareholding. And we realized through you, Mr. Chair, if Mr. Bloore could give us a commitment that he would review the purchasing of shares at the appropriate time.

Allan Griffiths

executive
#16

Thank you, Christine, and I'll ask Andrew if he'd like to respond directly.

Andrew Bloore

executive
#17

Thank you, Christine. Just to sort of clarify as to where the position is and where my current position is, one thing I note is that for the period that I've been a Director up until December last year, I sat on the regulation of superannuation entities. And from -- one of the key things that I've seen as a trustee and sitting in that position is a matter that as a trustee, you need to be primarily concerned about members' best financial interest. That's both a legal and APRA requirement clearly. And one of the things that is sort of most concern to APRA is conflict. So holding shares during that period was a difficult conflict. So my position to date has been only to take up the shares which we had available to us in the -- when we raised capital. Apart from that, I'm not holding any other shares to manage that conflict. And you'll be aware that since that date, since we're standing off, though, the Board, I have taken up shares in the company. It's my intention to do so and continue to do so. I do note within the appropriate trading windows and also when I'm not aware of any information, which precludes me from doing that. So it is my intention to do so. I am a firm believer in the strategy of the company. And from the skin in the game point of view, it is something that I desire to have that holding. So it's a matter now of taking the appropriate time to go through that process. But I can -- certain that I am wishing to do so.

Allan Griffiths

executive
#18

Thank you. The company has received the proxies displayed on the slide in relation to this resolution. I intend to vote any open proxies that I hold in favor of the resolution. The next item of business is the adoption of the remuneration report. The Corporation Act provides that the vote on the rem report is advisory only and does not bind the company. The rem report format includes a snapshot of our policies and practices and aims to effectively communicate our rem arrangements to shareholders. The company's rem report for the period ended 30th of June 2023 is included at Page 71 of the annual report. Are there any questions in relation to this report? The company has received the proxies displayed on the slide in relation to this resolution. I intend to vote any open proxies that I hold in favor of the resolution. As previously advised, resolution 4, to grant performance rights to the Chief Executive Officer, has been withdrawn and will not be the subject of a shareholder vote today. As all items have now been discussed, I will shortly close the voting. Please now ensure that you have entered your selection for each resolution. If you require any assistance, please raise your hand and an assistant will be happy to assist. Can someone help here? There's a lady. Sarah Jenkins from Boardroom is appointed to act as the returning officer for the purpose of the poll. The results of the poll will be announced on the ASX announcement platform and placed on the Insignia Financial website later today. I can advise that based on proxies received and the votes available on the floor that it is likely that each of the resolutions put forth today will be carried. Ladies and gentlemen, the business of the meeting is now concluded. I thank you for your attendance and declare the meeting closed. The directors, senior management, and I would be pleased if you'd join us for refreshments at the back. Thank you.

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