Qantas Airways Limited (QAN) Earnings Call Transcript & Summary

October 25, 2024

Australian Securities Exchange AU Industrials shareholder_meeting 130 min

Earnings Call Speaker Segments

Unknown Executive

executive
#1

Good morning, and welcome to the Crown Plaza Hobart. In the unlikely event of an emergency, please remain calm and listen to the instruction over the loud speaker. The closest emergency exit is behind the screen to the left of the stage. If it is not safe to exit this way, please head out the doors at the back of the room and turn to your left. At the end of the hallway, there are further fire exits, and our team will be able to guide you to these. The bathrooms are situated in the foyer area near registration. There are female, male and accessible toilets located here. This is a non-smoking hotel. For any guests who are wishing to smoke, you will need to group back down to the ground floor, turn left and across over Murray Street outside of the Hobart City Council's no smoking zone. On behalf of the Qantas Group, we would like to acknowledge the traditional Aboriginal custodians of the land on which we meet today. We pay or respects to elders past and present.

John Mullen

executive
#2

Great. Good morning. I am your Board Chair, John Mullen, and welcome to the 2024 Qantas Annual General Meeting. The AGM is an important event for Qantas and its shareholders. And on behalf of the Board, I'd like to thank all of you for participating, whether you're here in person or you are joining us online. Before we start, let me introduce your directors. From my far left at the end, we have Doug Parker; Antony Tyler, Chair of the Safety, Health, Environment and Security Committee; Dr. Heather Smith; our Chief Executive Officer, Vanessa Hudson; our General Counsel and Company Secretary, Andrew Finch; Belinda Hutchinson, Chair of the Audit Committee; Todd Sampson; and Dr. Nora Scheinkestel, who is Chair of the People and Remuneration Committee. All the directors up for election or reelection today will briefly address the meeting prior to the vote for their respective resolutions. Also here today are Julian McPherson and David Richards, the senior KPMG auditors, who are available to answer any specific questions that you may have about the conduct of the financial year 2024 audit. I'll start today's meeting with some opening remarks and then I'll hand over to Vanessa for some brief comments. After Vanessa, in turn, has spoken, we will move to the formal business of the meeting, including voting on the resolutions to be put to the meeting and answering your questions. I'm pleased to confirm that a quorum is present, and therefore, I can formally declare the 2024 Annual General Meeting as open. So it is a real honor for me to speak to you today for the first time as Chair of Qantas. As part of our commitment to take our AGM to capital cities around the country, it's great to be back in Hobart as well. By way of introduction, while I'm new to the company, I'm not entirely new to the industry. I've actually been around aviation most of my life, and I like to think that it's in my blood. Both of my parents were pilots. My father in the RAF and later Aer Lingus. My mother was a glider pilot in the war, quite an achievement for a young woman in those days. And my sister and brother-in-law are still glider pilots today. In my professional life, I worked for more than 25 years for TNT and DHL, and I've had the experience of operating a fleet of several hundred aircraft from small turboprops to wide-body freighters. So while I do not profess to have the deep airline knowledge as some of my fellow Board members, I do have extensive experience as the Board of Director and the Chair, and I know I love the industry. So there is no pretending that last year was anything other than a very difficult year for Qantas. I will not go through all the various challenges that the company experienced as they have been widely reported in the press and elsewhere. But what I can tell you with conviction is that, firstly, Qantas and Jetstar have always been and remain excellent airlines. The group's reputation for safety and operational excellence has remained first class throughout even the most difficult of times. And secondly, I can assure you that the issues that caused the difficulties and reputational damage last year have been and are being comprehensively addressed. An important part of strengthening the foundations, of course, was to understand what went wrong. Last year, my predecessor, Richard Goyder, instigated an independent Board governance review. This review, led by experienced business adviser Tom Saar, has been crucial to understanding how Qantas can improve and avoid making mistakes of the past. We were fully transparent as to the issues of the year, and we have committed to some 32 key changes in the governance of the airline. So while in no way shying away from the past, however, it is time now to put this period behind us and to move on, to look forward to the future and to focus on the exciting opportunities that lie ahead for Qantas. As evidence of the scale of change across your airline, I am speaking to you as a new Chairman. We have a Board with some new directors already and more to come. We have an outstanding new CEO, in Vanessa Hudson, and Vanessa has built a largely new senior management team as well. In the short time that I have known Vanessa, I have been deeply impressed not just with her professional capabilities stemming from her 30 years with the airline, but also with her style, humility, values and deep, deep commitment to the future success of Qantas. You can be assured that with Vanessa and her key management team around her, the airline is in good hands. And as a Board, we are deeply committed to ensuring that Qantas resumes its place as again being seen as one of the truly great airlines of the world, that we are again recognized as a leader in customer experience, and that we rebuild trust and pride with our outstanding employees all around the world. Qantas and Jetstar and the other parts of the group are exceptional companies with exceptional people. Without our pilots, our cabin crew, our engineers, our frontline back-office customer service staff and the many thousands of other unsung heroes working behind the scenes to keep Qantas running 24/7 and 365 days a year, there would be no airline, and I would not be standing here today. But what sets Qantas apart is that it is the national airline of Australia. And in some way, every Australian owns a little piece of the company, whether actually a shareholder or not. Qantas is part of Australia's identity, culture and history, and everyone that works at Qantas has an obligation to make all Australians proud of their national airline, whether they are our customers or not. While no industry is easy these days, the airline business is particularly difficult as there are so many external influences from fuel prices to geopolitics and others that can play havoc with an airline's profitability. And that is why Qantas needs an outstanding management team which I firmly believe we now have with Vanessa and her colleagues. And that is why Qantas needs to generate solid profits to be able to continually invest in our people and our customers including reinvesting in new aircraft, new systems and new opportunities. I can assure you that everybody from the Board down takes this responsibility very seriously. Will we get everything right going forward? No, we won't. Will we make mistakes in the future? Inevitably, we will. But you have our absolute commitment to learn from the past, correct mistakes quickly and ethically if they occur and ensure that we earn the trust and respect of all of our stakeholders from government to customers, to employees and to everyday Australians. With the progress that we have already made on restoring our reputation supported by a strong balance sheet, the outlook for Qantas and Jetstar and the rest of the group is really positive. Vanessa will provide more detail shortly, but we're making a very substantial investment in new aircraft, new facilities and better customer service. Our fleet renewal of course is key to realizing our long-term goals. We have a significant number of new aircraft arriving. These new aircraft will deliver more opportunities for our people, will deliver improved comfort for passengers and will deliver lower noise and lower emissions per seat. In addition to offering a better product for our customers and opening up more opportunities for our people, the new aircraft will also deliver improved returns for shareholders. And shareholders would be pleased to know that Qantas remains on track to reinstate fully franked dividends from the second half of this financial year. In closing, while it is understandable that attention has focused on the unfortunate events of the last year or so, I think it's appropriate that I thank both Richard Goyder and Alan Joyce for their tenure and their great contributions to the airline. Let us not forget that Alan was CEO for 15 years, and in that time, delivered many years of exceptional results to the benefit of shareholders and other stakeholders. And Richard and Alan steered Qantas through the dark and difficult days of COVID. During which, without their leadership, Qantas might well not have survived and we might not all be here today. I'll now hand over to Vanessa to say a few words.

Vanessa Hudson

executive
#3

Thank you, John. It is great to be here in Hobart today. Qantas' links to Tasmania go back before the airline even started 104 years ago. One of our founders, Sir Hudson Fysh was born in Launceston in 1895. He joined the army here and before serving in Gallipoli and transferring to the Royal Flying Corp. That was the start of his aviation career. Not long after returning to Australia following the war, he and fellow veteran, Paul McGinness, set about to establish an airline with the aim of connecting Australia to the world. That is something that remains our passion today. And to this very day, we will continue to pursue that. Qantas has been flying here for almost 80 years, and Hobart was one of the inaugural destinations for Jetstar when they began 20 years ago. Today, Qantas and Jetstar operate 240 flights to Tasmania each week. And we have been here in Hobart for a few days now. We've had the opportunity to visit our call center here and meet some of our stakeholders, including the state government. It has been great to discuss some of the tourism opportunities that exist here in Tasmania as well as to talk about how we will address some of the challenges that we are all facing, including the sustainability of air travel. Now turning to our recent performance. At last year's AGM, in my first address to you as shareholders as CEO, I said that I was determined to make Qantas a company that you could all be proud of. One that delivers value for stakeholders and gets the balance right for our customers, for our people and for you, our shareholders. As John remarked, we have started to make progress in the last 12 months, but there is more that can be done and will be done. We've increased investment in the things that matters most to our customers. We have seen that reflected in our operational performance across Qantas and Jetstar. That has driven a number of initiatives, including the investment in fleet health and changes to our boarding processes. We have improved our in-flight catering. We have overhauled our mobile app. We are putting more information and more control in the hands of our customers, but also, we are empowering our people with the right tools and the right policies to better support customers when things don't go to plan. And we are continuing to tackle the areas that customers tell us that are frustrating, including making flight credits more flexible. I acknowledge that we don't always get it right. But the feedback from customers in what we are hearing when we are traveling suggests that we have turned the corner. In April, we also announced a one-off, the biggest expansion in our loyalty program in its history, with the launch of Classic Plus reward seats. This has enabled more customers to use their points to book seats in the cabin they want, where they want to fly, when they want to fly. And since then, we have seen hundreds of thousands of Classic Plus seats booked, over 25 billion points redeemed across Qantas International flights. And today, I can announce that from the 12th of December, customers will be able to redeem points on Classic Plus reward seats on our domestic network. Once fully rolled of on the Qantas domestic network, members will have access to more than 20 million reward seats. A key part of improving our customer experience will be delivered through our historic fleet renewal program. By the end of this year, we will receive our fifth Airbus A220 fittingly named "Tasmanian Devil". It is one of 20 new passenger aircraft expected to arrive across the group this year, along with more than A321XLRs -- A321LRs for Jetstar, excuse me, the Qantas' first XLR, A321XLR will also arrive this year. Tasmania is a great case study in how these new aircraft are already benefiting customers, the wider community and improving the economics of our business. In 2025, around 90% of seats into and out of Hobart will be on one of our new A220s. For customers, it means a more comfortable flight. The aircraft also delivers 25% less emissions per seat, which dovetails nicely into Tasmania's focus on sustainable tourism. For shareholders, the 137 seat aircraft is a better fit for the size of this market while also lowering operating costs. By 2027, we expect almost half of Qantas and Jetstar's domestic flying to be on one of our next-generation aircraft. We are also investing in new Dreamliners, and the A350 for our international network and the first Project Sunrise aircraft is set to arrive in mid-2026, furthering our advantage in the ultra long-haul travel. We are also investing in our existing fleet. 10 of our A330s will undergo a cabin refurbishment from next year and will be fitted with our next-generation economy seats that have been designed for extra comfort for our Sunrise aircraft. These aircraft also represent a brighter future for our people. They offer new training, new promotional opportunities and the chance to fly on new routes to new destinations as we revamp our fleet and that takes shape. Last year, we welcomed 2,000 new team members. And this year, we will expect to hire another 2,000 more as we continue to grow. We know our people are central to rebuilding trust with our customers, and we are investing in their capability through a range of measures, including a $40 million investment to open new ground training facilities with state-of-the-art equipment to train pilots and cabin group. We are working with RMIT and Griffith universities to create a Safety Academy that will offer safety education credentials designed to upskill safety professionals and develop safety leaders across all industries. Next year, we will double the number of scholarships at our pilot academy to encourage more women and First Nations people to take up a career in aviation. And providing leadership and training to 6000 of our people on the frontline, including pilots, cabin crew, and airport personnel. Importantly, I want to say thank you to our people for their dedication and commitment during the year that we've just had. I hear stories of their can-do attitude every day. And today, we have also committed to providing an additional $1,000 payment to our non-executive employees to say thank you. Right across the business, they do a fantastic job caring for our customers, often in challenging circumstances. Their energy and innovative thinking will be essential to restoring our reputation. I said last year, I am committing -- committed to rebuilding the relationship with our employees and their union representatives. We have made progress on this front, but we recognize that rebuilding trust takes time. I acknowledge that sometimes we will not always agree, and with will not always meet everyone's expectations. But we are looking forward for solutions that deliver improvement in pay, in conditions for our people while ensuring that we can continue to invest and grow for the long term. We know that climate change is one of our biggest long-term challenges that is now facing us as a business. In response, we have set targets a few years ago that are ambitious, but achievable, and we have put in place actions to help us get there. This includes utilizing available sustainable aviation fuel in London and investing in projects in Australia and overseas to help increase supply. There is currently no supply of Sustainable Aviation Fuel in Australia, which is why we are partnering with government and industry to support local projects and to advocate for government policies, including mandates. We have always acknowledged that aviation is a hard-to-abate sector, and as the national carrier, we have a responsibility to help scale the technologies currently available to us. All of this investment comes at a time when the fundamentals of our business are strong. Our first quarter market update, which we released today shows that the group continues to perform in line with expectations with both Qantas and Jetstar seeing stable demand. Jetstar saw stronger-than-anticipated demand while Qantas domestic load factors and demand for corporate travel continues to improve year-on-year. The performance underlies the importance of the group's dual brand strategy supported by Qantas Loyalty. As anticipated, international unit revenue is expected to fall this half as market capacity continues to restore. Our non-stop flights from Perth to Europe continued to perform strongly, giving us the confidence that we have in Project Sunrise. This is a taste of the opportunities that are ahead for Qantas, as the investments in our customers, in fleet and people start to take shape. The resilience of the business and its strong foundations underpin these investments, which will help deliver improved shareholder returns over the long term. But we must also make sure that we get the basics right along the way. Our performance over the last 12 months shows we are taking the right approach, and we are getting the right outcomes. But we know that there needs to be more done and consistently deliver is what is at the core of our focus going forward because it is those moments that matter for our customers, for our people and for Australia more broadly to make sure that we deliver on the commitments that we have and I have given today. We are building a stronger group. We are going to be more sustainable over the time. One that gets the balance right for customers, for employees and for shareholders. So I do say thank you for being here today and look forward to answering your questions, but also hopefully, catching up after the meeting. Thank you.

John Mullen

executive
#4

Great. Thank you very much, Vanessa. So before turning to the formal business of the day, there have been a number of questions that have come in from multiple places and sources. So we thought we'll just try to address those upfront. The most common question that we've received from shareholders this year is why the Board has not been paying dividends despite 2 years of strong profits and when will dividends resume? Now this is something that has come up from both institutional and retail investors, and it's an understandable question. As I said earlier, the business is on track to resume paying dividends to shareholders from the second half of this financial year. The reason that we have not been paying dividends despite returning to profits is that we have been working through available tax losses accumulated during COVID, and we did not have sufficient franking credits to provide to shareholders. That meant that if we had paid dividends during this period, shareholders would not have received any benefit from franking credits, and that would not have been an efficient way of returning funds. While we haven't been paying dividends, though, we have been returning capital to shareholders in the form of share buybacks. Buybacks reduce the overall number of shares available, and all other things being equal, increase earnings per share. And by the time that the current buyback is completed, we will have bought back up to $2.3 billion shares since September 2022. And with the group resuming company tax payments last financial year, we have now also been accumulating franking credits. So we will provide an update on dividends to shareholders at the February earnings announcements. So we've also had a number of questions in advance of today's meeting about the changes to Australia's aviation landscape in recent months and what it means for the group and for competition more broadly. So this year, we've seen Bonza and Rex enter voluntary administration with Bonza ceasing operations and Rex suspending jet services, and that's a terrible impact on their staff and on the customers who relied on their services. But can I say how impressed I've been with the way that both Qantas and Jetstar, along with Virgin, has stepped in to offer free flights to impacted Rex and Bonza customers and jobs for their employees. Not every industry would lean in like that, and that response should be applauded. Bonza and Rex' challenges have also understandably increased commentary on competition within the aviation industry alongside wider cost of living concerns. Now we continue to be very mindful of the vital role that we play in connecting Australians with each other in the world. And through our dual-brand strategy, we are committed to serving and providing value to a wide range of customers. A concentrated domestic market does not equate to a lack of competition. Real airfares today are lower than they were 2 decades ago, and that's due in part to the rise of low-cost carriers, including Jetstar. In fact, since the Jetstar Group has started 20 years ago, it has sold 400 million fares with half of those costing less than $100. Another question we received is what is Qantas' reaction to the proposed investment in Virgin by Qatar Airways. Australia has one of the most liberal aviation industry policies in the world, with few restrictions on foreign companies and airlines investing in or setting up new airlines. Qantas is not opposed to foreign airlines' own stakes in Australian Airlines, and it is not opposed to Qatar buying into Virgin. This has been the case many times in the past, including several times in both Qantas and Virgin's history. The regulatory authorities, along with the federal government are the appropriate entities to consider foreign investment and competition, so it's ultimately a matter for them. It's also important to remember that internationally, we compete with more than 50 carriers, and we are constantly refining our product in terms of innovation and cost in the context of a robust international aviation market. Virgin is only one part of that. We're only privy to the limited information that has been released about the proposed transaction to date. As part of the regulatory examination of the proposed transaction, we would anticipate that the proposed deal will be assessed in the context of Australian jobs and employment, the effectiveness of Australia's air services framework and the appropriateness of wet-leasing arrangements over the medium to long term. Another topic that shareholders have been raising with the Board in recent months is the progress that we are making in implementing the actions in response to the recommendations made in the governance review. The review has recognized the decision making and governance processes of the Board that led to the loss of trust amongst stakeholders. When the report from the independent business adviser, Tom Saar was released, he noted though that many of the actions taken in response to the recommendations were already complete or well underway. These included changes implemented to increase more detailed reporting to the Board on customer metrics, employee engagement and key stakeholder relations, amendments made to the group's remuneration framework, and Nora will talk to these later in the remuneration section of the meeting; tightened protocols for the approval of share trading by the Group CEO and senior management; enhanced Board consultation and approval required for involvement in significant stakeholder and community issues. We are committed to implementing all 32 upon his recommendations. And since August, we have made further progress, including adding an employee engagement metric to the group's scorecard, which impacts executive remuneration, implementing balanced scorecards for the CEO and Senior Executives replacing the individual performance factor. And the Remuneration Committee Charter has been amended to include key people and culture oversight, including testing the application of the group's values across the suite, the policies, processes and systems. One further item that I'll touch on before we get to the first resolution is the outsourcing of ground handling back in 2020 during COVID. Earlier this week, the Federal Court determined compensation levels for affected employees. And as Vanessa said in the statement, finalizing compensation for these people is an important closure for them in what has been a drawn-out process. She also again apologize. We have sought the assistance of the TWU to speed of the process and finalize compensation for these individuals as quickly as possible so we can put it behind us for them and for the company. The last issue is one that several proxy advisers and others have read, and that is whether I'm too busy with other roles to properly fulfill my role as Chairman of Qantas. So this, let me say two things. Firstly, I have committed to reduce my workload next year, and I reiterate that I will do this. However, I cannot just walk out on existing commitments without proper succession and an orderly transition just because some external parties have processes and procedures to take. Secondly, with respect, I would observe that there seem to be many external views as to how many Board roles one should have according to this or that policy. But I'd like to point out that surely what is more important is, am I doing a good job? Do any of my fellow directors think that I'm not doing a good job? Have I missed any important meetings or not been available to discuss important issues? which I have not. And I can go on. But I would have thought that a better policy for public company director's tenure might be simply to ask, is the person doing a good job? If so, great. But if not, then they should be replaced, whether they're on 1 Board or 10 Boards. We'll now move to the next part of the meeting. And I think at this stage, will ask the media to wrap up. Thank you very much for all your assistance today. We pause for the camera operators to leave the room, and then we'll continue.

Unknown Attendee

attendee
#5

Mr. Chair?

John Mullen

executive
#6

Yes?

Unknown Attendee

attendee
#7

Will there be questions from the floor?

John Mullen

executive
#8

Yes, we will. Yes, yes.

Unknown Attendee

attendee
#9

And is the media around allowed to attend?

John Mullen

executive
#10

Well, media Still here. It's just filming.

Unknown Attendee

attendee
#11

[indiscernible].

John Mullen

executive
#12

I believe it was. I actually ask that myself. It's been consistent every year apparently. To be quite honest, I'm not exactly sure why, but we will look at all of those processes and procedures going forward. That said also, the whole day is being recorded and will be available on the website. So all of that, you'll be able to see as well. Okay? Okay. All right. So thank you. Now we'll turn to the formal business of the meeting, and I'll first outline the procedural matters for the meeting. And as this is a meeting of Qantas shareholders, only shareholders, their appointed proxies or authorized representatives are entitled to make comments, ask questions or vote. The notice of meeting dated 20th September 2024 was circulated to members and made available on Qantas' investor site, and I will take it as being read. Item 6 in the notice of meeting, the spill resolution is a conditional ordinary resolution and is required to be put to this meeting only if at least 25% of the votes cast on item 4 are against the adoption of the remuneration report. Following consideration of the reports, I will turn to general questions. Shareholders with questions relating to specific resolutions, I request to raise them at the time that resolution is being considered. If a shareholder has a specific customer-related issue, we have with us today dedicated customer care representatives from both Qantas and Jetstar who will be available at the customer care desk in the foyer after the meeting. For any employee, an ex-employee or shareholder, which is to raise an employment-related issue, we also have representatives from our remuneration and benefits team as well as our industrial relations team here available after the meeting to follow up on your specific questions. Those in the room who would like to ask a question are asked to move to one of the microphones located throughout the auditorium. And after providing your shareholder details to the attendant, please wait to be invited to ask your question. Only those with a handset and blue non-voting shareholder card are allowed to ask questions. Shareholders who are attending online are able to ask questions via the online meeting platform. [Operator Instructions]. And in order to allow as many shareholders as possible to participate, please keep your questions as concise as you can and a limit of two questions per shareholder, please. Questions that are relevant to the business of the meeting will be read aloud to me by a Qantas staff member, and we may amalgamate questions if there are multiple questions on the same topic. I will save answering questions specific to the resolutions until the relevant time. However, those online are able to start submitting their questions now. At the time each resolution is considered, I will invite any questions specific to that resolution from the room and from online attendees to ensure that all shareholders are given a fair opportunity to ask questions. Next, I'll then summarize now the voting procedures. So all items of business will be voted on by poll, which I now declare open. If you did not cast your vote prior to the meeting and have not appointed a proxy to attend on your behalf, you may cast a direct vote using the online platform or via the handset you were given if you are here in the room with us today. You may cast your vote at any time during the meeting. Voting on the platform will close 5 minutes after the close of the meeting, and I'll give you a warning when that 5-minute period starts. For those using the online platform, please click on the voting icon and follow the prompts. To cast your vote, simply select one of the options. Your vote is automatically recorded, and there is no need to press a submit or enter button. For those in the room, please cast your vote for each resolution using the handset. Use the trackball to highlight the resolution you wish to vote on and press the green square to confirm. You can vote by pressing 1 to vote For, 2 to vote Against or 3 to Abstain. Press the green square to move to the next resolution or the red triangle to go back, and you can change your vote at any time up until the time I declare voting closed. Other than for Item 6, I confirm that where undirected proxies have been given to me as Board Chair, I will vote in favor of the resolution to the extent permitted. If item 6 is put to a vote today, I confirm that any undirected proxies have been given to me as Board Chair will be voted against that resolution, again, to the extent permit. During the meeting, we will display the votes received prior to the meeting on each resolution, but only after discussion on the resolution if there is any has occurred. I know that some disagree with that practice and want the votes received as played ahead of any discussion, but our view has always been that shareholders should not be discouraged from asking questions on any resolution for a concern that their contribution or concerns will be moved or futile having already learned of the voting outcome. The final results will then be lodged with the ASX as soon as they are available following the conclusion of the meeting. If you experience any difficulties using the online platform, the help line number is displayed at the bottom of the online platforms' home page, along with other instructions on how to watch, how to vote and how to ask questions. Link Market Services and LUMI Technologies are acting jointly as the returning officer, for this meeting. Now turning to the first item of formal business for this meeting, which is to consider the reports contained in the 2024 Qantas Annual Report. The annual report was made available to shareholders in September. It contains the financial report of Qantas Airways Limited and its controlled entities, the directors' report and the independent auditor's report. The financial report has been approved by the directors and audited by Qantas' independent auditor, KPMG. As required by Section 317 of the Corporations Act, I now lay before this meeting the Financial Report, the Directors' Report and the Independent Auditor's Report for the Financial Year ended 30th of June 2024. Shortly, I will take any general questions or comments about the reports or any other general matters. As stated earlier, our auditors from KPMG are available to answer any specific questions you may have about the conduct of the audit. So I will now take questions from shareholders on the Financial Statements, the Qantas Group's performance over the past year, the Directors' Report or the Auditor's Report. We'll start with a few questions from those in the room and then from those attending online. Those attending online who wish to ask a question who have not yet submitted one, please do so now. And then those in the room who wish to ask a question, please move to the microphones. And we will also start with some pre-submitted questions, which we have received a number from shareholders. So I'll just go through those quickly and then we'll move to the room.

John Mullen

executive
#13

So the first question was from an anonymous shareholder. Would the Board consider the option of having an employee relations committee that has access to directly report to the Board, executive management that is staffed by non-management staff such as operational employees, a cabin crew, engineers, airport staff. I think on that, let's say, from the Board's perspective, I don't think that, that is an appropriate body for the Board to put in place, but management may well consider that. So perhaps, Vanessa, you'd like to answer that from management's to perspective?

Vanessa Hudson

executive
#14

Yes. Thanks, John, and thank you for the question. We're well progressed this year in really redefining the way in which we listen and listen to our customers but also listen to our people. We know that our people, particularly our pilots and our cabin crew and our airport staff, they know our customers better in many instances that we do. So we've actually put in place many listening tools, including Customer Champion Councils, which is a cross-section of our employee base, engineers, pilots, cabin crew, airport staff that meets regularly. And we will drive ideas that come through that into in-flight experience, but also our systems and our policies. And that is something that we're going to keep doing on a regular basis. We also have regular feedback sessions and research sessions with customers directly, including a majority of those listening to customers that are detractors, as we feel that it is the greatest learning is listening to those customers that have had a bad experience. And we do that. And as a leadership team, we also regularly spend time with those customers as well. So we're going to keep doing that. We're going to keep listening, and it is going to be a very important part of how we evolve our culture over the coming years and years beyond.

John Mullen

executive
#15

Thanks, Vanessa. The next question comes from shareholder, [ Anthony Emerson ]. Thank you, Anthony. Can you confirm that any future Qantas' corporate posturing on divisive social issues will first be put to a discrete shareholder vote before being trumpeted to the media? Well, firstly, I'd say that we have already changed the threshold for Board consultation and approval that will be required for involvement in any significant stakeholder community issue in the future. It is important sometimes that businesses do take part in some policy debates, particularly where there's an issue that is going to have a big impact on employees, customers or shareholders, but obviously, we need to ensure that we're not inadvertently looking like we're telling people what they should or shouldn't do or be putting sections of the community or other stakeholders offside in the process. There are obviously risks involved in any of these issues. So it's very important that the issues are taken to the Board for full and appropriate consideration. So there will be full board involvement in the future, but we won't be bringing those issues to a vote of shareholders. The next question is from the Australian Shareholders' Association. May I say thank you. We note the considerable buyback program that has occurred over the past year. While we acknowledge that this is generally held to be an effective way of improving shareholder perceptions of the company, we also note that there is considerable CapEx requirement to fund fleet upgrades. What is the Board's strategy going forward either buyback and funding the fleet renewal? So capital management is guided by our financial framework, which balances investing in the business and returns to shareholders. We'll continue to return capital to shareholders in the most tax effective way that we can. And given the group's previous accumulated tax losses, buybacks were, as I mentioned before, preferred over unfranked dividends. I'm pleased that we remain on the path to be able to restore a fully franked dividend in the second half of this financial year. And we're confident that we can continue not just to pay dividend, but also to invest in our fleet, invest in customers and invest in people as well as delivering those returns to shareholders. There's a question from Robert Coppinger. Will the A321XLRs replace Boeing 737s on a one-for-one basis?

Vanessa Hudson

executive
#16

I think a really exciting thing about the new fleet that is coming, the 220s, the LRs, 321LRs for Jetstar and also the XLRs that are coming, these aircraft are significantly better than the aircraft that they are replacing. They are more capable aircraft in terms of their payload. They can fly further. So the 220s, the XLRs and the LRs will progressively retire our older 737s, our 717s and also our CO aircraft in Jetstar, but they will enable us to transform our customer experience, our network but also reducing our emissions because they are all more efficient than the aircraft that they are replacing. So we are going to be able to have a fleet that flies further, flies longer, greater utilization, deliver better outcomes for customers, deliver promotional opportunities for our people and also deliver better returns for you, our shareholders.

John Mullen

executive
#17

Thanks, Vanessa. Next question is from Peter and Aaron Robino. Why does the Board still give a long-term incentive plans and shares instead of remuneration, i.e., cash? Giving out shares only in negates the buyback scheme in our view. Well, best practice in executive remuneration is to deliver total packages as a mix of cash, salary and short term and long-term bonuses, and that's by no means unique to Qantas. And there are a few reasons why this is appropriate. Firstly, it means that executives are aligned with shareholder interests. So they, too, benefit, obviously, then from a rising share price and capital returns. And secondly, shares can be subject to minimum shareholding guidelines to ensure alignment with investors and additional trading restrictions that prevent executives from trading them even after they're awarded, which enables boards to claw them back if warranted. Companies can either issue these as new shares or buy the shares for executives on market, which Qantas has done in recent years, and that does not dilute existing shareholders. We did an extensive review of the remuneration framework as part of the recent governance review and implemented a range of changes, which Nora will talk to in more detail later in the meeting. Okay. We've got a few more, but we will switch to some questions from the floor. Please, from the floor.

Unknown Executive

executive
#18

Chairman, may I please introduce to you, [ Chris Maxworthy ].

Unknown Shareholder

shareholder
#19

Good morning, Mr. Chairman. Good morning, Board. I stood in a similar position in Melbourne last year, and I had my microphone switched off. I think it was #2 that was switched off at the direction of Mr. Goyder. So hopefully you'll indulge me allow me one extra question given that I didn't get to ask last year. Okay. I've read the governance report by Mr. Saar. In fact, I've read it several times over, and I'd have to say that of the 5 Board members that are still here, plus the General Counsel, I think Mr. Saar was exceedingly generous and kind to all of you. And I note the Chairman's comments that you'd like to move on but I think there's still a need for some atonement by the Board. And the reason I raised that is that as I look around here, I feel the ghost of Alan Joyce in the room, okay? And I say that because Qantas has a very proud reputation, 85 years of great service and then a period under Joyce, where we progressed from progression and reform. We got through COVID. Okay, I'll give you that. But the airline became the personal play thing of that CEO. And unfortunately, the Board was missing in action, okay? I note in the press, someone wrote it very well in the Fin Review. It wasn't me, but they said, what is a Board for if it's not there to govern and provide direction and oversight? So I'd be very interested, and I think as part of the atonement, it would be helpful to hear, particularly from Mr. Sampson, who didn't do very well in the last vote, to be returned in his position or from one of the other directors, particularly those directors that are seeking reelection. What is it that happened with this Board such that you couldn't see what was going on and you couldn't intervene, okay? So Chair, through you. I'd be really, really interested in hearing the comments of Mr. Sampson or when we get to the reelection of the directors, their input because we can't gloss over this. There's been brand damage to a level where people like me are almost cheering for Qatar to become a viable competitor to Qantas and yet we all want to love Qantas, and I would also add that I was talking to the young lady here, the Qantas staff are not the problem. It was senior management and the Board that were sleep at the wheel or allowed someone to, as I said, use Qantas as their personal plaything. And one other comment there. Alan Joyce had 2 months working for the company, 300 -- during the last financial year before Ms. Hudson took over. So I would suggest that of that $3.4 million, of which $3 million are long-term, short-term incentives, that should be rescinded. It's not enough to do what it's done so far. Alan Joyce deserves only base salary in my view. Thank you.

John Mullen

executive
#20

Thank you for the question. And look, I don't think anybody is shying away from the issues that happened in the past, but I do think it is appropriate that at some stage you draw a line under these things and move on. Otherwise, we will spend the rest of our time looking backwards rather than forwards. I think in answer to your question about atonement, for one of a better word, I don't think you could see much more significant change in the senior line up of a company than that has happened at Qantas as a result of the issues that you mentioned. I'm addressing you as a new Chair. We have new Board members, and we're working on fully refreshing the Board over the coming months with new members as well. We have a new CEO in Vanessa, and we have a largely new management team under Vanessa as well. So there has been more dramatic change as a result of those issues that I think would have occurred in any other public company that I can think of in recent time. I don't think it's appropriate to ask Todd or anybody else individually what they think went wrong. It's clear in the report what went wrong. It's been spelled out. We've taken full accountability for that. You will have a chance to talk to, obviously, to hear from directors up for election or reelection, but I think the lesson is clear. There was no -- there were no, I think one thing you saw in the report was there are no instances of deliberate wrongdoing or mistakes made. A lot of mistakes, serious mistakes, and that is fully acknowledged. And if we implement as we will, all of the 32 recommendations with the new Board and the new management team, I think then we should be able to move on and put the past behind us. Lastly, I think you also referred to Alan's remuneration. We took what we thought was the most severe measure we could at the time, reducing his remuneration by some $9 million, I think is the largest such recession in Australian corporate history, but Nora when she speaks to the remuneration report will give you a bit more detail on all of that. So in summary, I hear you. I understand why you would feel aggrieved as you do, but believe me, there's a new team now that's going to take the company forward. and hopefully right the wrongs of the past. Thank you. Number two, please.

Unknown Executive

executive
#21

Chairman, may I please introduce Mr. [indiscernible].

Unknown Shareholder

shareholder
#22

Good morning, retail shareholders. Good morning institutional shareholders. Good morning to all the Board. Firstly, welcome. A big welcome to John Mullen. John, I had the privilege of speaking to a number of shareholders and customers, who particularly shareholders who know you from Telstra and Treasury Wine Estates, and it was refreshing to hear from them that they are so thankful and grateful that you are the Chairman with Qantas. So congratulations, and it's wonderful to hear this from outside of Qantas. I'd also like to thank Vanessa Hudson for an outstanding job in the last 12 months. There's been much that Vanessa's had to deal with, and one of those things I think we've all got to acknowledge is that we've got to have patience over the time to iron out the issues. And all issues aren't sorted out yet, but they will be given the patience and giving Vanessa at the time. And I think that we will see one of Qantas' greatest CEOs in the making. Where we stand right now in relation to customer service? I think we definitely need a paradigm shift to go beyond whatever we've done before in customer service, and it will be a protection for us in the future for if there is 1 or 2 other airlines that set up in Australia, when our customer service is outstanding, that will keep coming back to us at Qantas. I think that if we can agree on that process equally with customers and also with our staff, from our pilots, our cabin crew, our check-in counter staff, our corporate staff, everybody gets treated like a family. If there's any issues for our staff, not to have any fear in coming forward to share the problems that can be resolved so that they don't feel that their jobs are threatened if they step forward, if we can agree on that. Secondly, I would like to ask in -- for the future in relation to our progress forward, which I can probably give somebody else a chance for a question and come back to that later, but I'd like to cover the fuels and the carbon credits later, Mr. Chairman, if I may. Thank you.

John Mullen

executive
#23

Thank you very much, both for your kind words for both of us and for your support of the company. We greatly appreciate it, and we will indeed come back to those questions in an appropriate moment. Thank you. Do we have any more questions in the room? Yes, number four, please.

Unknown Executive

executive
#24

Chairman, may I introduce Mr. Roy Armstrong.

Unknown Shareholder

shareholder
#25

Thank you, Mr. Chairman. The opportunity to speak at the AGM. Just wanted to comment on both your own and Vanessa's addresses, you touched on building trust and pride with your employees around the world, a commitment to rebuild the trust with our people. You also summarized fleet renewals. We have new aircraft, refurbishments of existing aircraft, the introductions of the A220, [ A320XLR ] and A350, et cetera. I've got two questions. My first, Qantas has drawn a link between executive remuneration and in Qantas performance. It's broadly accepted the better the pay, the higher the performance. Why then have Qantas kept the wages of its workforce at 3%? The second question, a new fleet of aircraft set to arrive and into service over the next few years, is a key investment made by Qantas to improve service to its customers and rebuild trust in the brand. How can Qantas guarantee the maintenance and continued service of this important investment if they continue to pay the lowest industry wage in Australia for Australian aircraft maintenance workers? Thank you.

John Mullen

executive
#26

Thank you. Thank you for the question. Obviously, I don't think the AGM is the place to resolve a wage negotiation, but we absolutely acknowledge the sacrifices and the support that union members made across the company during difficult times. Everybody wants to recognize and reward this. So we are on the same page. But we also have to rebuild the finances of the corporation, and so we need some balanced outcomes. If you look back at the last 15 years, we went over the profits and losses of Qantas over 15 years, it's been barely profitable. And we're facing continual challenges from the fuel and COVID and things, but also the capital commitments that we're going to need to make in renewal of the fleet and fighting international competition. We've got some 52, 50 international competitors who don't always play by the same rules as us or pay Australia terms and conditions. So we have to earn profits if we're going to buy new aircraft, which is critical to the future of the company. But you have my commitment, and I know Vanessa's as well that the Qantas team will sit down in good faith and work on reaching a compromise here that is reasonable to everybody concerned. If you want to go further into it, Vanessa and I very happy to meet you afterwards and have a chat outside. Do you want to add anything?

Vanessa Hudson

executive
#27

No. I thank you for your question, and I echo what John has said in that. We want to spend a lot of time with union representatives and our people to understand how we get that balance. There is a wages policy, and that applies to executives as well. But we also know that through those negotiations that there's opportunities to have conversations around productivity and how we can come together to get the best outcome for all of our employees. So I look forward to that, and I would love to have a conversation after this session to understand more.

John Mullen

executive
#28

Thank you. I think we have a question online, James or...

Unknown Executive

executive
#29

[indiscernible] has asked former AFR Rear Window columnist, Joe Aston, has done enormous damage to the Qantas brand over the past couple of years with this multiple scoops about our company and searing commentary. Tomorrow, the AFR, The Age and The Sydney Morning Herald will be running extracts from Aston's soon-to-be published book, the Chairman's Club at the inside story of how Qantas sold us out, which will be launched in Sydney next week. Were we too combative in the way we managed Aston, such as the strategy of temporarily banning the AFR from Qantas Lounges? Have any of our directors or senior executive met Aston? And how are we going to manage him going forward? Have we been given an opportunity to review the book? Have we cooperated in any way? And what is our strategy in dealing with it once it's launched next week?

John Mullen

executive
#30

Yes. Thank you. Yes, look, I actually know Joe Aston quite well, and I have met with him together with some of my colleagues, and we've heard his concerns. We've not had a chance to review the book. We haven't been given an advanced copy of it. But Joe is a great story teller, so I'm sure it will be a compelling reading. I think the governance review referred to the combative approach that the company took to stakeholders, including, as Steven mentions, removing the AFR from lounges and things. And we've committed to the recommendations from the review that we will take a much more cooperative approach to engaging with stakeholders, including media in the future. And rebuilding those relationships with media is already underway, both with our wonderful professional help of Danielle, sitting there in front of me, but also myself, Vanessa and everybody else in the company. Those days, we really hope will soon behind us. We're never going to agree on everything, but I'm sure we can find a good way to work together in the future with Joe and others. Anything else in the room? Okay. I think there's another question from Steven Mayne coming.

Unknown Executive

executive
#31

Yes. Chair, a further question from Steven Mayne. Does new Chair, John Mullen, thinks it meets broader community expectations and even shareholder expectations that the adult children aged 26 or under of Qantas Board members can fly to London and back in first class 3 times every year for free? The market value of those tickets is around $60,000. They can also fly return between the East Coast and Perth in business class 9 times each year, every year for free. The market value of that benefit is around $45,000. That's per child. Is there an FBT liability for this Qantas Director family perk, and who pays it? And would it be a breach of contract to abolish this perk without compensation? And why isn't this entitlement disclosed in the annual report or the remuneration report?

John Mullen

executive
#32

Okay. Firstly, I don't have any children under 26. But that's beside the point. You will notice, Steven, in the governance report, there was a particular reference to this area. The company did a detailed review of policies for international airlines all around the world. And Qantas came out sort of in the middle or even slightly lower, perhaps, than comparative airlines around the world. So it's a very consistent benefit. It doesn't necessarily actually cost the company anything other than the FBT, which is paid for by the company. If somebody has it contractually, then yes, it is a breach of contract to remove it. But I don't think that's necessary. We've, as I said, we've reviewed it. It's standard in the industry. Directors' compensation, you'll probably notice is actually lower than other companies of this size, which takes into account the fact that those benefits come in on top of their straight salary remuneration. Okay. Yes. Number two, please.

Unknown Executive

executive
#33

Chairman, may I please reintroduce Mr. [indiscernible].

Unknown Shareholder

shareholder
#34

Thank you, Mr. Chairman. I didn't get a chance before to complement the team that put the annual report together, it was outstanding, a very well comprehensive report and thank you to the team and to KPMG. Listening to the shareholder online regarding Joe Aston's the Chairman's Lounge. I think that we've also got to look at transparency from wherever it comes from. I think we need to listen people's concerns. And if those concerns are deep seated from previous management, let's learn from that. Now whether Joe was a great storyteller, I'm aware that he did work for Qantas 12 or 14 years ago, yes, he did work or does work for the Australian Financial Review, I think that we can only learn from everybody who may have something to contribute to make Qantas great again. And that's what we'd like to do, make Qantas great again. And I think having the ability to listen and implement those actions, if you see that they are worthwhile, can only make our airline better. Thank you.

John Mullen

executive
#35

Again, I agree with you entirely, 100%. I don't think if there any descending views here. So yes, look, we don't know what Joe is going to say, as I said, and we may not agree with everything, but we will certainly listen to everything. And I'm sure there will be lessons in there that -- further lessons that we can learn and act from. And we'll make sure that we listen to all stakeholders across the community in business and elsewhere and make sure that we're constantly keeping a close watch and understanding of how we do things as well as what we do and the pub test and public sentiment, which is critically important part, I think, of the success of any company. So thank you, again. Excellent questions.

Unknown Executive

executive
#36

Chair. We have another question from the Australian Shareholders' Association. Qatar's recent proposal for a 25% purchase of Virgin and the provision of 28 additional international flights will strengthen Virgin Australia and provide significant competition for Qantas. Can you comment on how this may impact profit and capital investment going forward?

John Mullen

executive
#37

You want a crack at that one?

Vanessa Hudson

executive
#38

Absolutely. John mentioned earlier comments about our position with regard to that investment, so I'm not going to repeat that. And we don't have a specific figure to share with you today. But what I can say is we're feeling really confident that we are in a great place to compete on the international stage with Qatar and Virgin but also 50 other airlines that we compete with. And how we're going to do that? That's going to be about focusing on delivering our customer experience. Absolutely, it is going to be at the core of everything that we do, that we deliver to what customers expect of us but also make sure that we retain their loyalty, every moment matters and you have to win a customer in every moment, and that's the focus that our leadership team is going to have. But in addition to that, it's going to be about making sure that we have, which we do, the best engineers, the best cabin crew, the best pilots to continue to deliver the superb safety reputation that we have but also that experience. And then the last thing that I would say, which is linking back to our investment that is coming in new aircraft, we will have A350-1,000 aircraft that we'll be able to fly over the Middle East, connecting Sydney or Melbourne to London directly and also New York. Also, that's coupled with new A350s and other 787s that will enable us to diversify our network and fly more point to point, particularly using what will be a next generation hub for us in Perth, connecting more points in Europe. We've got Perth. We've got Rome that are doing incredibly well. So we feel that we are well positioned to compete, and we welcome competition. And so if we look forward, we're actually feeling really excited about what's coming and in a great position to compete on that stage.

Unknown Executive

executive
#39

Chair, our next question is from shareholder, Wayne Spears. The dismissal of Qantas and Jetstar Ground Services employees was deemed illegal. Qantas policies advised that any illegal activities will result in the disciplinary action of those involved in such activities. Have Qantas policies been applied to those who made such decisions that are ultimately deemed illegal? Have they all been terminated as per Qantas policy?

John Mullen

executive
#40

Thank you for the question, Wayne. I think I've largely answered that already, even question from gentlemen over there. The fact that you're looking at -- I'm speaking to you as a new Chairman, but we have a Board in well a number of directors have already left, and will be retired, and will be bringing on new directors. We have a new CEO and largely a new management team sitting here in front of me, I think, reflects the scale of change that has taken place in response to that particular issue and the other issues that occurred. As I also mentioned, we did deduct $9 million of earnings from Mr. Joyce, and the remaining directors who are here also took a reduction in salary in recognition of the events that happened. So yes, I think we can -- I can put my hand on my heart and say that the company, the Board has done what is entirely appropriate in respect of those decisions that went wrong last year.

Unknown Executive

executive
#41

Chair, our next question is from shareholder [indiscernible]. With the discontinuation of Qantas' direct flights to China, what implications or strategic direction does the company foresee given that China is one of Australia's largest import markets?

John Mullen

executive
#42

Vanessa?

Vanessa Hudson

executive
#43

We were really, really disappointed to have to make the decision to suspend our services to China. And the reason why we did that was there was not sufficient demand, and there was too much capacity in the market for those services to be viable. And I think the one thing that I would say to you as shareholders is that as a leadership team, we see our aircraft as mobile assets. We will deploy them to maximize the return on that asset. And in this instance, the suspension of China was absolutely that. We redeployed those aircraft into India, further into Singapore, and we are generating much better returns on those aircraft. But clearly, we will always reassess China as a market. It is a very important market for us, and it's fantastic that we have also the partner with Cathay to enable us to access mainline China through Hong Kong, and we're continuing to see customers support that.

Unknown Executive

executive
#44

Chair, shareholder, [ Henrik Kay ] has asked, what improvements are you going to bring in for passengers with disabilities?

John Mullen

executive
#45

Maybe you want to, again?

Vanessa Hudson

executive
#46

We are really focused on making sure that customers with disabilities when they are in our care, we look after them better going forward. So that is both physical disabilities, but also disabilities that are not obvious to us. And we have recently launched a new program, which is called the Sunflower program, which if a customer is wearing a specific sunflower badge, our people have been trained to recognize that, that customer has disabilities that are hidden from us, and that is the signal and the opportunity for our people to reach out to say can they help. But also, customers with wheelchair needs or other needs, we will be doing more to enable that our aircraft and our airport experience is better and more accessible than it has in the past. That will take time. Some of that will require infrastructure that we need to collaborate on with airports, but we will do that, and we are very committed to make sure. And we'll take feedback as well from customers, and we've got an internal team that is focused on disability and understanding and working with customers. So it's going to be a continual process that we drive over the coming years.

Unknown Executive

executive
#47

Chair, shareholder exit management has asked, how much longer will Finnair be facilitating the Bangkok-Sydney journey, the Vikings may have been okay at sea travel, but they are not my choice of airline.

John Mullen

executive
#48

Lovely question. I think it's a -- well, you can answer.

Vanessa Hudson

executive
#49

Yes, well. So Finnair was a wet-lease that we entered into because when we came out of COVID, we saw that there was significant demand that we needed some bridging capacity to be able to access. So Finnair are flying for us on the Bangkok but also the daily morning flight into Singapore. And what that has enabled us to do is to redeploy capacity into Japan, for Qantas, particularly into Haneda, which has been a market that has significantly increased demand. So it is net beneficial for us, and so I think that's important. The second thing is that we will be transitioning that wet-lease to a dry-lease. And so those aircraft will become a part of the Qantas fleet at the end of next year. And that will also include more cabin crew and also more pilots, Qantas pilots that will fly that service. So that is what we think is appropriate for wet-leasing is that it is a bridging capacity to more permanent scheduled services that are under the Qantas brand.

Unknown Executive

executive
#50

Chair, there are no further questions at this time.

John Mullen

executive
#51

Thank you. I think we have another question from the floor, #2.

Unknown Executive

executive
#52

Chairman, may I please introduce Mr. [indiscernible].

Unknown Shareholder

shareholder
#53

Thank you. That was excellent. Thank you. Mr. Chairman, just a question, and we've all seen the news last night and this morning. How quickly can we resolve the issue and pay dispute with our engineers and LAMEs who are such a vital component for our Qantas fleets of 337 or 340 aircraft? I know that Vanessa is doing a great job. How quickly can we resolve that and get that put to bed, so that everybody is happy and we can move on?

John Mullen

executive
#54

You want to answer that?

Vanessa Hudson

executive
#55

Some of the comments that I'd like to make is absolutely we value our engineers, particularly LAMEs and also AMEs, and I want to thank them, as I thanked everyone today for their contribution to what we've achieved over the last 12 months. I think it's really important to say is that we want to see pay increases for our metal workers that are taking industrial action. We also want to give pay rises for apprentices. We also want to invest in training, and there are other benefits that we want to talk. So the one thing that I would say is that we're keen to get back to the table. We'd really like to do that. At the moment, the union and many of their members have chosen to take industrial action rather than do that. But we're really hopeful. We think that there is a pathway to get a resolution. We want that because that's going to put more money in the hands of our people, but we also want to find that way of working better with union. So I really welcome it for those that are here. I'd really like and thank you for being here. I'd really like to have the opportunity outside of this forum to engage and to really understand how we can do that together. Because to get an outcome, there's got to be a mutual resolution, and that's what I'm saying here today is that we're prepared to do.

Unknown Shareholder

shareholder
#56

That's wonderful, Vanessa. Thank you. Mr. Chairman, coming back to the fuel question. In relation to our biofuels, biodiesel and the manufacturing and production of the literage and tonnage that we require, it doesn't seem that we'll be able to achieve that in the short future. When we look at our JET A-1 aviation fuel, which is the biggest component, we've got to find ways on how to purchase and be engaged with that because that's a very large cost for us. And so I have a few suggestions that maybe I can share with you after the AGM. The next part is in relation to the carbon emissions. If I, if you could just bear with me a moment, what are the net emission targets or benchmarks for Qantas for that by 2030, as an example, which will come back to the carbon program? What are the carbon credit policies of Qantas to meet emission offsets of the next 6 years to 2030? And from which market does Qantas buy carbon credits, and how many have you purchased this year?

John Mullen

executive
#57

Okay. Good question again. Thank you very much. Let me provide perhaps a few high-level comments and then ask Vanessa to provide some of the specific detail on credits this year, et cetera. I think the sustainable aviation fuel issue, you've highlighted is probably the biggest issue facing the aviation industry, full stop. The commitments that have been made largely by people who won't have to be there to deliver them, I would add, but commitments that have been made at sort of IATA level of net zero by 2050, et cetera, are very unlikely to happen unless there is substantial buy-in from governments and industry around the world. I think Qantas has set a more realistic target, which is still very ambitious, but it's more realistic than some others. And you've probably seen, some others are really walking back from some of the commitments being made. And while I'm new to the company, I've seen sort of more activity going on at Qantas. I've seen many other companies by far. I think we've got a $100 million fund committed. We have investments directly in New Zealand in producing SAF. We have arrangements with Airbus to access fuel from them. But your point is valid, I think we need a 600 million liters to meet our 10% goal. That's a lot of fuel. So I think we're going to have to work really closely with governments to get them to incentivize and encourage the production of sustainable aviation fuel across the country. Otherwise, we're not going to get there.

Unknown Shareholder

shareholder
#58

Is there the opportunity to see how we can expand, with our kerosene JET A-1 fuel on how to purchase that better, whether it's buying into oil companies, having better manufacturing systems, a better system than hedging, which is an outdated but still current in many ways. But we can find better ways that we can buy the fuel bulk globally. And I think that there are, or there has been one opportunity staring at us quite blatently, which I will share with you later. But coming back to the carbon credits and carbon offsets, your purchasing and your volume, what have you actually achieved this year?

Vanessa Hudson

executive
#59

So a couple of things. So 2030, we have some ambitious targets, which is reducing our emissions by 25% compared to an FY '19 baseline. And to get there, we have a pathway. So every year, we have a targeted emission reduction that is a combination of a number of things. It's a combination of being more efficient with the way we fly. And we've got one of the best flight systems in the world called Constellation that enables us to create the most efficient path for an aircraft to track to minimize the amount of fuel that we consume. We also look at the weight of our aircraft. We also look at the way in which we taxi. And the new aircraft that are coming are going to enable us to reduce emissions. So all of that is about using less. The second part of that is about sustainable aviation fuel. And this is going to be hard. And we've always said that abating emissions in aviation is a very hard thing to do. But sustainable aviation fuel will be 10% of that 2030 target. It's gradually stepping of year-on-year as we source more around the world. So we're sourcing from London. We're turning on San Francisco next year. Hopefully, we will see production in Australia in the next couple of years, and working with the government is going to be really important. And we have identified 70% of that 10% target in 2030 already. So we're really feeling confident that we have a pathway to get there. And then carbon offsetting, as you say, is always going to be, and we've been very up-front from the outset that carbon offsets are an incredibly important part for aviation to deliver their targets. And so the remaining part of the 2030 target will be delivered by offsets. I will loop back with you in terms of what the specific emission offsets have been this year. But offsetting, we've got a very, very defined policy around the offsets that we buy because not all offsets are equal. So high integrity offsets are very important that can be audited to make sure that the emission reductions that they achieve are actually what is achieved, we will do that. We do purchase high-quality offsets here in Australia. We've got a number with First Nations people in Northern Territory, but we do also access offsets globally. So in our sustainability report, we'll be more and more transparency of that over time.

Unknown Shareholder

shareholder
#60

Thank you, Vanessa. Thank you, John. Doug, you're looking well. Thank you.

John Mullen

executive
#61

We would be delighted to catch up outside afterwards and talk further. Very good. Are there any other questions in the room? I don't think we have any more online. So if there are no more questions, then I will now move on to the next item of ordinary business. Now the second item of formal business for the meeting is the election and reelection of your directors. In addition to myself, Dr. Nora Scheinkestel offers herself for election at today's meeting. Pursuant to the Qantas Constitution and the ASX Listing Rules, it is necessary for each non-executive director to seek reelection by shareholders at least every 3 years. And in accordance with these requirements today, Antony Tyler will also be offering himself for reelection. The notice of meeting and the 2024 annual report contains details of the background and experience of those up for election or reelection, and each director will address you shortly in turn ahead of the voting on each resolution. Item 2a of today's meeting relates to my election. As it's not appropriate for me to move my own election. I've asked one for my follow directors, Belinda Hutchinson, who is Chair of our Audit Committee, to chair the meeting for this item.

Belinda Hutchinson

executive
#62

Thank you, John. I have the pleasure in -- I'm offering John, up for election as our new Board Chair, and I'm very pleased to be able to do that. John was appointed to the Qantas Board in April 24, 2024, as our Non-Executive Director and Chair Elect and took up the Board chair role in September. He is also Chair of the Nominations Committee. The Board believes Mr. Mullen brings a wealth of experience as director and chair of simply large and complex organizations to Qantas as well as great depth from his long executive career in the transport sector both in Australia and overseas. The Board is confident that he is the right choice to lead the national carrier into its next phase. And it's now my pleasure to ask John to say a few words.

John Mullen

executive
#63

Thank you. Thank you very much, Belinda. It really is an enormous privilege to be asked to chair the Qantas Board of Directors. Qantas has a unique role in being the national flag carrier of Australia, and it plays a special part in connecting Australia and Australians to the world as well as being a fundamental part of our country's international image and reputation. As I mentioned in my opening address, and I'll go through it all again, but I've grown up with aviation. My dad was a pilot, and I had a long career in aviation-related businesses starting in Ansett Airlines many, many years ago and then 10 years with TNT Limted and 15 years at DHL. Throughout those years, I was responsible for the air freight and aviation sides of the businesses. At DHL, I was the Global CEO of DHL Express for 5 years. During which time, we operated some 300 aircraft around the world in all the continents from small turboprops to wide-body freighters. I've been responsible directly for aviation businesses in Asia, Africa, Europe and North and South America. I've also lived and worked in 13 countries during my life, and I'm very familiar with and enjoy the demands of international businesses, cultures and ways of living. My non-executive Board career has spanned over 15 years culminating in 6 years as Chairman of Telstra, Australia's largest telco and a company with many similarities actually in terms of to Qantas in terms of its role in society and the complexity of its business. And I really hope that my background, together with a deep commitment to making Qantas a better and more successful group of businesses will equip me for my role of Chairman of Qantas Board, should I be so elected. Thank you.

Belinda Hutchinson

executive
#64

Thank you, John, and I now formally propose the following ordinary resolution, that John Mullen as a Non-Executive Director be appointed by the Directors with effect from 22 April 2024, pursuant to clause 6.5a of the Qantas Constitution and retiring in accordance with the constitution and the ASX Listing Rules being eligible, is elected as Non-Executive Director of Qantas Airlines Limited. The Directors, with Mr. Mullen abstaining, recommend that you vote in favor of this resolution. I'll now take questions on John's election, starting with those in the room. Would any shareholder who has a question on the proposed resolution, please move to one of the microphones now. Doesn't look like we have any John in the room. So I might move to you now, James, and see if there's any questions online. Thank you.

Unknown Executive

executive
#65

Yes. We have a question on line from Steven Mayne. Thanks to new Chair, John Mullen, for continuing the voluntary practice at Treasury Wine Estates of putting all directors up for election each year since he assumed the top job at that company in 2023, complying with the best practice governance rules for public companies in the U.K. and the U.S. As part of the governance repair program at Qantas and to lift Board accountability to shareholders, is he prepared to attempt to persuade his colleagues to do the same at Qantas starting in 2025? What do the candidates up for election today, think about also subjecting themselves for shareholder approval at next year's AGM? The sky hasn't fallen in at TWE or BHP, where directors simply average 95% plus support every year rather than every third year. Some of us love voting in favor of public company directors, so please let us do it more often.

John Mullen

executive
#66

Okay. I'll have a go at it. Thank you, thank you, Steven. Good questions as always. Look, as you know, I think in the U.S. and in the U.K. in particular, it's the usual practice to have annual elections. It's not in Australia. It's actually very, very rare. I inherited it at TWE, and I'm fine with that. No problem at all. We are continuing with that. I think we've been through an enormous amount of change here over the last year. So if you give us a little more time, as we review all of our governance practices, et cetera, going forward and try to rebuild stability, that will be one of the issues we will definitely look at. I'm not sure how much value it actually adds, but we're more than willing to have a look at it and consider it properly before reaching a decision before the next AGM.

Belinda Hutchinson

executive
#67

James, are there any further questions?

Unknown Executive

executive
#68

There are no further questions.

Belinda Hutchinson

executive
#69

Thank you. So if there are no further questions, I'm now going to move to the details of the proxy votes received prior to the meeting. On the screen are details of the proxy votes. They're coming up now, yes received in respect of John's election. For those voting today, please cast your votes now if you haven't already done so. [Voting].

Belinda Hutchinson

executive
#70

I think it's looking pretty clear. So I think I'd like to congratulate John and say thank you very much for joining the Board.

John Mullen

executive
#71

Thank you very much to everybody. Thank you. Very grateful. Thank you, Belinda. So the second election is that of Dr. Nora Scheinkestel, being Item 2b of the Notice of Meeting. Nora was appointed by the directors as a Non-executive Director on the 1st of March 2024. She is Chair of the People and Remuneration Committee and member of the Nominations Committee. The Board believes that Nora's more than 30 years' experience on numerous Boards across leading utilities, finance and logistics firms as well as a deep knowledge of regulatory matters complements and adds considerable strength to the Board's existing skills and experience. With that, I'd now like to ask Nora to say a few words.

Nora Scheinkestel

executive
#72

Thank you, John, and good morning, ladies and gentlemen. It's been just on 7 months since I joined the Qantas Board, and it's been pretty full on. I was humbled and honored to be approached. As John has already said, Qantas holds a unique place not just in our economy or in our society, but indeed in the Australian psyche. And when my appointment was announced, I was struck by the enormous residue of goodwill that was evident in the calls and messages that I received. People want to be proud of Qantas and for us to do well. I became Chair of our Remuneration Committee on joining as well as now serving on the Audit and Nominations Committees. The Remuneration Committee had a big job ahead of it, and I will talk a little bit more about that later in the meeting. But I bring to that role, as well as to the Board more generally, more than 30 years experience serving as a Non-executive Director on many of Australia's large companies as well as a diverse range of organizations across pretty much every sector of the economy. I've worked in heavily regulated, capital-intensive industries, companies facing increased public scrutiny and reputational challenges and sectors facing profound technological disruption. In those roles, I've chaired the full range of Board committees, worked with leadership teams on major transformation programs, faced into significant structural changes in our markets, our competitors and what's happening in our customers' lives. I've also been deeply involved with companies facing into the challenges of climate change and the energy transition, including in hard-to-abate sectors. So I'm conscious both of the imperative to address the issues we face as well as the challenges involved in doing so. We know that we deeply disappointed many of our key stakeholders last year, but I was very encouraged on joining to see how much work the Board and the leadership team, led by Vanessa, had already done and how committed or were to rebuilding trust. I believe that those 30 years of experience that I bring to Qantas will help the Board and the executive team deliver on our promise to restore Qantas' reputation, continue to deliver appropriate returns to our shareholders and meet the needs and expectations of our people and our customers. Thank you for considering me for the role.

John Mullen

executive
#73

Thank you, Nora. So I now formally propose the following ordinary resolution, that Dr. Nora Scheinkestel, a Non-Executive Director, appointed by the Directors with effect from the first of March 2024, pursuant Clause 65A of the Qantas Constitution and retiring in accordance with the Qantas Constitution and ASX Listing Rules, being eligible, is elected as a Non-Executive Director of Qantas Airways Limited. The directors with Dr. Scheinkestel abstaining, unanimously support her election and recommend that you vote in favor of this resolution. And I will now take questions on Nora's election starting with those in the room. It looks like we have no questions from the room. In that case, James, do we have any online?

Unknown Executive

executive
#74

Chair, there are no questions on this resolution.

John Mullen

executive
#75

Thank you very much. So if there are no further questions, I will turn to the details of the votes received prior to the meeting. And on the screen now, details of those votes received in respect of Nora's election. For those voting today, please cast your vote now if you haven't already done so. [Voting].

John Mullen

executive
#76

That looks like a pretty overwhelming majority. So congratulations, Nora.

Nora Scheinkestel

executive
#77

Thank you, ladies and gentlemen.

John Mullen

executive
#78

The director up for reelection this year is Antony Tyler being Item 2C of the Notice of Meeting. Antony was appointed to the Qantas Board in October 2018. He is Chair of the Safety, Health, Environment and Security Committee and is a member of the Nominations Committee. The Board believes that Mr. Tyler's extensive international aviation experience, strong industry relationships, together with this commercial and management experience, enable them to continue to add very significant benefit to the deliberations of the Board. With that, I'd now like to invite Tony to say a few words.

Antony Nigel Tyler

executive
#79

Thank you, Chair, for the opportunity to say a few words. It's an honor to be in Hobart today seeking reelection to the Board of this great company. Even though a veteran of the airline industry like myself, the events of the past few years have been unprecedented. As has already been acknowledged, the Board didn't always get everything right, and we didn't adequately challenge management on some of the decisions that were made through this period. But the Board governance review has been an important part of examining those issues, ensuring that we learn from them and ultimately becoming a better organization. And I can say with confidence that the report's recommendations have made the business and the Board stronger. The Board and management have made significant progress in the last 12 months, and we are acutely aware of the magnitude of the task in front of us. As Chair of the Safety, Health, Environment and Security Committee, I'm committed to careful oversight of those areas in particular and ensuring that we maintain our unwavering focus on safety as we continue to grow, and we continue to integrate new aircraft into the group. I believe my deep aviation experience, including a 30-plus year career at Cathay Pacific Airways and current directorships at Bombardier, BOC Aviation and Trans Maldivian Airways give me different perspectives on the challenges facing the global industry. Alongside my fellow Board members, I'm committed to restoring the Qantas brand and ensuring that the company delivers for all its stakeholders. Thank you very much for considering my nomination.

John Mullen

executive
#80

Thank you, Tony. So I now formally propose the following ordinary resolution that Antony Tyler, a Non-Executive Director retiring in accordance with Qantas constitution and ASX Listing Rules and being eligible, is reelected as a Non-Executive Director of Qantas Airways Limited. The directors, with Tony abstaining, unanimously support his reelection and recommend that you vote in favor of this resolution. I will now take questions on Tony's election, starting with those in the room. I think that's number 4.

Unknown Executive

executive
#81

Mr. Chairman, I'd like to reintroduce Chris Maxworthy.

Unknown Shareholder

shareholder
#82

Thank you. Mr. Chair, can I direct questions to the candidate? Or do I do it through you?

John Mullen

executive
#83

Well, maybe start with me, and we'll see where we go from there.

Unknown Shareholder

shareholder
#84

Okay. My observation is that of the 3 directors for election, Mr. Tyler is the only one who was actually there at the Board since, I believe, 2018. Is that correct?

John Mullen

executive
#85

Of those up for election today, he is.

Unknown Shareholder

shareholder
#86

Yes. Okay. And previously, Mr. Tyler was CEO of Cathay Pacific. During that 30-year career in aviation from a period of, I don't know, up to about 2012, something like that. Okay. So my question is based on his extensive experience and his prominence on the Board since 2018, did he raise any issues that were occurring at the time of the previous CEO's management? And if he did, why was he unable to convince his fellow directors or to curtail the destructive direction of the Board?

John Mullen

executive
#87

Look, Chris, thank you for the question. I don't think it's appropriate to direct that to Tony directly. I think we've covered...

Unknown Shareholder

shareholder
#88

I think the gentleman needs to defend himself because he's standing for reelection, and the question from where the onus is, how did you let this happen? What part did you play in trying to prevent what's going on?

John Mullen

executive
#89

You're attributing blame for things that happened to 1 person, which I do not think is appropriate. As I said before, the company has taken collective accountability for everything that happened last year and the year before. Tony is an outstanding director. And certainly as an incoming Chairman. I would be devastated if I thought that he was not there to bring firstly his directorship skills, which are considerable in his aviation experience. Secondly, we do need some corporate memory around the board. We don't want everybody brand new with no memory of what happened in the past. And last and overwhelmingly, most importantly, Tony chairs our CHESS Safety Committee, and I don't think there can be a single part or initiative of everything that the company does and the Board is responsible for than airline safety. The fact that we have an enviable record around the world have been one of the, if not the safest airlines, having the best safety systems in the world is not an accident. It's because of the hard work of a lot of people and that Committee is chaired by Tony. And I would hate to think that he was not going to be elected to continue that role for us for another few years.

Unknown Shareholder

shareholder
#90

Mr. Chair, if I may, if I may. Mr. Tyler is the one standing for reelection. And he's not a child and you're not his parent. So I'd like to hear from Mr. Tyler, at least some explanation or mitigation because he's standing for reelection and we, as shareholders, particularly the retail shareholders have a lot of questions. You might deal with the institutions. There may be other briefings, but institution -- sorry, retail shareholders, we want to know, please, Mr. Tyler.

John Mullen

executive
#91

Well, you're not going to get it, Chris, as I'm very happy for Tony to talk to any -- please let me finish this time. I'm very happy for Tony to answer any questions about his capabilities, the things he brings, et cetera, but I'm not going to allow further inquest into the events of last year and trying to apportion blame to one individual or other it's just not appropriate.

Unknown Shareholder

shareholder
#92

I'm not in the blame game. I'm trying to understand, but just Mr. Chair, one question, will the Board attend the refreshments on completion of the meeting because last year, none of you did, which I saw as an act of cowardice.

John Mullen

executive
#93

Look, great. There's something we can agree on that. Yes, we will. And we'll be very happy to talk further about that, and I'm sure Tony will be very happy to speak to you at that time as well.

Unknown Shareholder

shareholder
#94

I'm satisfied.

John Mullen

executive
#95

Good. Thank you. Good. Are we -- any other questions? James, anything online?

Unknown Executive

executive
#96

No online questions for this resolution.

John Mullen

executive
#97

Fantastic. Okay. Well, in that case, I will again turn to the details of the votes received prior to the meeting. On the screen are details of the votes received in respect of Tony's reelection. For those voting today, please cast your vote now if you haven't already done so. [Voting]

John Mullen

executive
#98

Again, I think there's an overwhelming response there from shareholders for the reelection of Tony Tyler. So congratulations, Tony. Good. So before considering the remuneration-related resolutions, we will hear a few remarks from Dr. Nora Scheinkestel, who is our Chair of People and Remuneration Committee on Qantas' approach to remuneration and this year's remuneration report. During her address, Nora will specifically deal with the remuneration-related themes emerging from discussions with shareholders and the questions submitted in advance of this meeting. So I'd now like to invite Nora to address the meeting.

Nora Scheinkestel

executive
#99

Thank you, John, and good day again to you all. As you've heard today, this year has been one of challenge, change and recovery for Qantas. The operational and reputational issues of last year led to shareholders voting strongly against our 2023 remuneration report. So when I joined earlier this year, I made it a priority to meet with and hear the feedback of our shareholders and their advisers to understand what led to the strike. It's fair to say, the messages were clear and consistent. Many of our shareholders and their advisers considered that the 2023 remuneration outcomes were inappropriate in light of the operational performance, governance issues and the reputational impacts of the actions and decisions leading to the ACCC proceedings and the ground handlers high court outcome. In addition, there were aspects of our remuneration framework, which were not aligned with market practice. The Board last year took some preliminary steps towards addressing these issues. They deferred final determination of remuneration outcomes for 2023, implemented some changes to our remuneration framework and appointed Vanessa as CEO. The executive leadership team is now renewed, and under Vanessa's leadership, has set about rebuilding trust with our customers and people. We've done this while also delivering strong financial performance and maintaining a strong balance sheet. As John outlined earlier, this has also been considerable change on the Board. On my joining in March, there were 3 key tasks for the Remuneration Committee and for the Board more broadly to follow through with, resolving the outstanding remuneration issues from last year, addressing aspects of the framework that we're out of keeping with market practice and then determining the remuneration outcomes for this financial year. So I'll start first with the remuneration outcomes for 2023. We reported last year that the Board had made a preliminary determination to make a 20% downwards adjustment to the short-term incentive outcomes in recognition of the known customer and brand issues at the time. However, given commencement of the ACCC proceedings in late August and the high court findings against the company in mid-September on the ground handlers matter, the Board then decided to defer final determination of those remuneration outcomes until more information was obtained. In August this year, after detailed consideration of last year's events, we did finalize the remuneration outcomes for the former CEO and relevant executives as follows: The 2023 short-term incentive plan outcomes for the former CEO and accountable executives were reduced by 33%, inclusive of the 20% that had previously been announced, resulting in a total adjustment of just over $4 million. Further, all shares held on behalf of the former CEO in relation to the 2021 to '23 long-term incentive plan, totaling $8.36 million at last year's share price were forfeited, reflecting his higher level of accountability as CEO of the overall group. Further, in recognition of a shared accountability for the events of last year, current ongoing Non-Executive Directors who were on the Board at the time will take a 33% reduction in Directors' base fees in this year. In reaching these decisions, the Board did consider both the individual and the collective accountability of members of the group leadership team. The Board also took into account their performance in bringing Qantas through the pandemic and the challenges of standing up the airline again after that period. Turning to the second task I referred to earlier was benchmarking our remuneration framework against contemporary market practice as well as taking feedback from investors and their advisers. As a result, a number of changes were made and were already implemented for the year just ended. We tightened governance on share trading and minimum shareholding requirements for the CEO and executive management. We've amended the terms and conditions of the long-term incentive plan, consistent with similar conditions in the short-term plan to provide for greater exercise of board discretion. This is now effective commencing with the long-term plan granted last year. We increased the weighting of the customer component in the group's short-term scorecard from 20% to 30%. And we introduced an equally weighted third performance measure into the long-term incentive plan focused on reputation. Commencing with the grant that was made at the end of last year for this component of the plan to vest, the group is required to restore its reputation under the RepTrak survey, to a strong to excellent rating by the end of the 3-year performance period. And to give you some context of how that measure works, Qantas previously used to attract an excellent rating in the RepTrak surveys. Last year, we fell to poor. We are at the moment sitting today in the average rank, but unless we get back into the strong to excellent. Nothing will vest and it certainly won't fully vest until we're back into excellent. We also increased transparency and disclosure in our remuneration report, including full transparency on the group's scorecard performance measures, targets and outcomes. In addition to these measures, which are already in place for this last year, we will make the following changes for the year ahead. We're removing the Individual Performance Factor, the IPF, which has, to date, modified a short-term incentive scorecard. Shareholders told us that they found it opaque and that it had not been used well to differentiate performance. Going forward, we will use a more transparent, balanced scorecard, incorporating both group and individual objectives to assess CEO and executive management performance. We will increase the proportion of the short-term incentive plan delivered in shares to create greater alignment with shareholders from 1/3 to 50% with the vesting of the shares deferred for 2 years. And as John mentioned earlier, we've also expanded the charter of the Remuneration Committee to now become a People and Remuneration Committee, which will allow us to dedicate time to issues such as employee engagement, talent attraction and retention and frameworks designed to reinforce desired culture, principles and values. We believe that these changes are important and appropriate and will help us get the balance right with our people, customers and investors. Turning finally to the remuneration outcomes for this year. As John and Vanessa outlined earlier, we achieved an underlying profit before tax of $2.08 billion, just below target but still a strong result only exceeded in our history by last year's outcome. Beyond the financial results, significant effort was dedicated to restoring trust with customers and employees. And this was evident in both higher NPS and on-time performance results. We maintained our operational safety record, which we continue to hold as our highest priority. But disappointingly, we did not reach our challenging workplace safety improvement targets. We progressed against our climate goals, exceeding our emissions reductions target and reducing the amount of waste sent to landfill. The overall scorecard result was just over 99% out of a possible 175%. However, even though there was outperformance against the customer metrics, the Board exercised a downwards discretion to adjust the overall scorecard result to 95% of target or just over 50% of maximum opportunity to reflect that while much has been achieved, much remains to be done. The '22 to '24 long-term incentive plan was tested against the equally weighted two total shareholder return or TSR metrics. We achieved a partial vesting of 86.11%, reflecting an overall TSR performance of 22% for the period. This represented a relative ranking of third out of 17 airlines in the global airline peer group and a ranking of 36 against the ASX 100 peer group. We will continue to maintain an open and active dialogue with our shareholders to ensure that we are striking the right balance of performance and rewards. As I said at the start, this has been a year of challenge, change and recovery. We've listened to feedback and made substantial change. Thank you for your support and attention.

John Mullen

executive
#100

Thank you very much, Nora. Okay. The next item of formal business for the meeting is to consider the proposed award of rights to your CEO, Vanessa Hudson, under the group's long-term incentive plan. The award is explained in the Notice of Meeting However, I'd like to clarify a typographical error in the explanatory notes for the CEO LTIP resolution on Page 12 of the notice of meeting. As detailed in the opening paragraphs and elsewhere in the resolution 3 explanatory note, and the shareholders will be well aware, Qantas' LTIP is a full year plan with a 3-year performance period. I'd like to clarify that under the LTIP performance period section, the correct end date of the 3-year performance period of the plan is 30th of June 2027 and instead of 30th of June 2026, as stated. I'd also like to reiterate an important point on the operation of the plan being that the rights awarded will only vest and convert to shares if the respective performance conditions are fully achieved, as Nora mentioned. For the long-term incentive plan, rights divest in full at the end of the 3-year performance period, our total shareholder return needs to outperform 75% of the companies in the ASX 100 as well as 75% of the global airlines peer group and Qantas' reputation performance score needs to be above excellent under the RepTrak methodology, as explained by Nora. Should all 3 performance conditions be achieved, the rights will vest and convert to Qantas shares on a one-for-one basis. These shares would then be subject to an additional 1-year holding lock. If the performance conditions are not achieved, the rights lapse and no shares are awarded. So I now formally propose the following ordinary resolution: that Vanessa Hudson, the Chief Executive Officer of Qantas Airways Limited, is permitted to participate in the long-term incentive plan as contemplated by the explanatory notes accompanying the 2024 Notice of Meeting. The Directors, with Vanessa abstaining, recommend that you vote in favor of this ordinary resolution. I'll now take any questions on this item. Are there any questions in the room? Doesn't look like it. James, any questions online?

Unknown Executive

executive
#101

Chair, shareholder, Steven Mayne has asked. Did any of the 5 main proxy advisers, ACSI, Ownership Matters, Glass Lewis, ISS and ASA recommend to vote against any of today's resolutions, including this proposed LTI grant to the CEO? If so, what reasons do they give, and has this translated into a material protest on this item or any of the other items of business. Also, why not disclose the proxy position to the ASX with the formal addresses to offer more timely disclosure to the market? Many other issuers now do this and such disclosure will reduce the need for questions like this at next year's AGM.

John Mullen

executive
#102

Thanks, Steven. So yes, I think ISS was the only proxy adviser to vote against Board recommendations. There are a whole lot of reasons I don't propose to summarize their full report now, which is available to their subscribers. Then in terms of your question about advising the proxy results in advance, I think I covered that in my address, but we think it's important that shareholders will be allowed to make their own mind up here in the room and vote without thinking that their vote is ineffective because there's already a large percentage going one way or the other. So we intend to continue that process.

Unknown Executive

executive
#103

Chair, shareholder, [ Paul Lindwall ], has asked if Ms. Hudson is on an attractive defined benefit superannuation scheme which presumably is based on her final salary? Surely, that is more than sufficient to not warrant an additional long-term incentive plan?

John Mullen

executive
#104

Look, I think long-term programs like our LTIP program are completely standard across the industry. I would also point out that Vanessa, as I'm sure you're aware, is on a significantly lower compensation package than her predecessor. And if you want to see good results with shareholders and move this company forward, we need to motivate and reward an outstanding CEO like Vanessa appropriately and properly and to participate in the LTIP is critical to that.

Unknown Executive

executive
#105

And Chair, a question from the Australian Shareholders Association. Does the Board have any lingering concerns for the appointment of Ms. Hudson to the CEO MD role given the length of time spent effectively in the employee of Mr. Joyce? If no, what examples justification can the Board provide that this was a good decision?

John Mullen

executive
#106

Well, I can categorically say it was a good decision. I haven't known Vanessa all that long, but I think I mentioned in my opening remarks that I have now got to know her, and of course, I can understand if she's been at the company that long, somebody might say, well, she was part of the old regime or whatever, but I can absolutely assure you, she is her own person. She makes her own decisions. She has her own values, own ethics and is driving the company in a very different way than has happened in the past. And both I and all of my Board colleagues are unanimously delighted with the performance that she is delivering and the way that she is leading the company.

Unknown Executive

executive
#107

Shareholder, Steven Mayne has asked a further question. Could CEO, Vanessa Hudson summarize her past LTI grants as to whether they're vested or lapsed and what she thought about the Board's intervention to cut executive bonuses this year? Also, has Vanessa ever sold any shares in the company or bought any on market without relying on the incentive scheme to build our equity position in the company? Please don't say look it up in the annual report and through ASX announcements. It's complicated over Vanessa's 30-year stretch with Qantas, and the CEO could factually summarize the situation in 60 seconds.

John Mullen

executive
#108

30 years in 60 seconds. Good luck.

Vanessa Hudson

executive
#109

You're going to be relying on my memory as well over 30 years, and I am very grateful for the participation that I've had as an executive over that time, whether that be in short-term incentives or long-term incentives. Yes, over that period of time, I have sold shares to what has been important to help me pay off my mortgage, as I am a Sydney house owner and have bear the burden of that over many years. And I have not bought any shares outside of being awarded that through the incentive programs. And since I have been CEO, I have retained all shares that I have been issued. In terms of the other comment to make is I feel really satisfied that the Board went through a robust process in review the STIP outcomes for FY '23. And I think it was very fair and appropriate that there was a collective accountability, and I feel that they did the right process and the right outcome was achieved.

Unknown Executive

executive
#110

We have no further questions from online.

John Mullen

executive
#111

No Further? Good. Anything more in the room? I don't think so. Excellent. So in that case, I will turn to the details of the votes received prior to the meeting. So again, on the screen, are details of the votes received in respect to the allocation of rights to the CEO under the long-term incentive plan. As outlined in the notice of meeting, Qantas will disregard any votes cast on this resolution by or on behalf of Vanessa, her associates and her closely related parties, except as directed by any proxies. Proxy votes cast by key management personnel and their closely related parties will also be regarded where the votes are undirected. As Chair of this meeting, I intend to vote all undirected proxies in favor of the resolution. For those voting today, please cast your vote now if you haven't already done so. [Voting].

John Mullen

executive
#112

Okay. The next item is to consider an advisory resolution to approve the Remuneration Report. The remuneration decisions made by the Board during the year were just outlined by Nora and are detailed in the remuneration report. So I now formally propose the following advisory resolution, that the Remuneration Report for the year ended 30th of June 2024, as set out in the Directors' report is adopted. The Directors recommend that you vote in favor of this advisory resolution, but I will now take any further questions on this item. Do we have any questions in the room? Looks like no. James, anything online?

Unknown Executive

executive
#113

Chair, we do have a question from shareholder, Mark Randall. He dropped off the line. It was an audio question. His question was how much is it going to cost Qantas for Mr. Joyce's ongoing travel?

John Mullen

executive
#114

Look, I think we covered the entitlement to travel already. Obviously, I have an idea of what amount of travel, Mr. Joyce will do, if any, in the future. But I think we've exhausted that subject. Any other?

Unknown Executive

executive
#115

We have a question from the Australian Shareholders' Association. Chairman, in previous AGMs, the then Chair was presented with questions on the gap between staff and executive pay? Could the Board comment on how it's looking at this and more generally on how it benchmarks pay?

John Mullen

executive
#116

Well, we have some, I think, 52 EBAs or something, some huge number like that, looking at Catherine. And all of those are obviously the result of interaction between employees, unions and the company. And in respect of all of our remuneration, particularly executive remuneration, we carry out annual benchmarking with advisers to make sure that we pay adequately, and we pay generously, but we don't pay excessively. It's a complicated business in a big company like Qantas, but I think it's a very well administered practice, and I don't think we're outside the norms of businesses like ours.

Unknown Executive

executive
#117

Chair, we have no further questions online.

John Mullen

executive
#118

Very good. Okay. Then I will turn to the details of the votes received prior to the meeting. On the screen are details of the votes received in advance of the meeting in respect of this resolution. Again, Qantas will disregard any votes cast on this resolution by or on behalf of key management personnel, whose remuneration is detailed in the Remuneration Report, as well as their closely related parties, except if cast as a proxy and the votes are directed. As Chair of this meeting, I intend to vote all undirected proxies in favor of this advisory resolution. For those voting today, please cast your vote now if you haven't already done so. [Voting]

John Mullen

executive
#119

Next, as can be seen from the votes displayed on the screen, more than 75% of the votes cast are in favor of the adoption of the Remuneration Report. As the votes cast today are unlikely to result in a 25% of total votes cast being against Item 4, conditional Item 6, the spill resolution will not be put to vote today. Any votes cast on resolution 6 will be disregarded. The fifth item of formal business for this meeting is to consider a special resolution to renew the Proportional Takeover Provisions in the Qantas Constitution. This item is explained in the Notice of Meeting. However, I'd like to reiterate that the proportional takeover provisions, which were inserted into the Qantas constitution following a shareholder vote at the November 2021 AGM will cease to have effect in November this year being 3 years after they were inserted in the constitution if they are not renewed today. So I now formally propose the following special resolution that the Proportional Takeover Provisions contained in Part 16 of the Qantas Constitution be renewed for a period of 3 years from the date of the meeting. As a special resolution, at least 75% of the votes cast must be in favor of this item for it to pass. The Directors recommend that you vote in favor of the special resolution, and as Chair of this meeting, I intend to vote all undirected proxies in favor of this special resolution. I'll now take any questions on this item. Any questions in the room? Doesn't look like it. James, anything online?

Unknown Executive

executive
#120

Chair, there are no online questions for the this resolution.

John Mullen

executive
#121

Thank you. If there are therefore no questions, I will turn to the details of the votes received prior to the meeting. And on the screen are the details of the votes received in advance of the meeting in respect of this special resolution. For those voting today, please cast your vote now if you haven't already done so. [Voting].

John Mullen

executive
#122

All resolutions having now been dealt with, this concludes the formal business of the meeting, and I therefore declare this meeting closed. Shareholders and proxyholders will have 5 minutes from now to complete their voting via the online platform. Once all of the votes have been accounted for and verified by the share registry, the results of the AGM will be lodged with the ASX as soon as possible, which we expect will be later this afternoon. Just before closing proceedings, though, I would like to acknowledge that after 12 years and 12 AGMs, today is the last official function for Andrew Finch, our Group General Counsel and Company Secretary. And on behalf of the Board, and if I may, shareholders, I would like to sincerely thank Andrew for his service to the Board, to shareholders and to the organization and to wish him very well in the next chapter of his career. So on behalf of the Board, I thank you all again for your ongoing support and for joining us today at Qantas' 2024 Annual General Meeting. For those of you here in person, I hope that you will join us for some light refreshments and engage in conversation out in the foyer. Thank you.

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