Ricegrowers Limited (7H0.F) Earnings Call Transcript & Summary

Good morning, and welcome to today's Annual General Meeting. I'd like to begin by acknowledging the [indiscernible] People, traditional custodians of the land on which we meet today and pay respects to their Elders, past and present. I extend my -- I extend that respect to Aboriginal and Torres Strait Islanders People here today. It's 10:00 a.m. I have been advised by the Company Secretary that we have a quorum and declare the meeting open. Please note the important notice and disclaimer on the screen. This can also be found within the presentation lodged on the ASX and the SunRice Investor website. Today marks the 74th Annual General Meeting of Ricegrowers Limited. For those of you who haven't met me, my name is Laurie Arthur, your Chairman. It's wonderful to be here in Deniliquin today with growers and shareholders, and I also extend warm welcome to those watching via the live webcast. Centered at the head table today with me are: Paul Serra, our Group Chief Executive Officer and Director; Dimitri Courtelis, our Group Chief Financial Officer; and Kate Cooper, our Company Secretary. Our other directors are also here, and I ask them to stand as I mention their names. We have our Deputy Chair, John Bradford; we have Dr. Andrew Crane; Melissa De Bortoli, Julian Zanatta; and we have Ian Glasson joining us online. Also with us are the President of the RGA, Peter Herrmann; and Executive Director of -- Graeme Kruger. And somehow, I have [indiscernible] to miss yet. So Ian Mason, one of our Directors, my apologies. We also have Mark Dow, a partner at our auditing firm, PwC Australia. And Emily MacKay, a senior associate at Herbert Smith Freehills lawyers. Welcome. And I particularly welcome all our growers and shareholders. In terms of today's agenda, Kate will go through procedural matters next, before I give my Chairman's address. Paul will then deliver his group CEO presentation. After that, we will conduct the formal business of the AGM. We will consider the annual financial report, director's report and independent audit report for the year ended 30th of April 2024. During that item, shareholders as a whole, will be given a reasonable opportunity to ask questions or make a comment about the management of the company. We will then proceed to considering the resolutions set out in the Notice of Meeting, which includes the reelection of Dr. Andrew Crane, John Bradford and Ian Mason. The B Class meeting will follow either at 11:30 or immediately after the AGM, whichever is later. Once the results for today's meeting are known, they will be announced on the ASX and the Sunrise Investor website. I confirm that I'm holding undirected proxies in my capacity as Chairman of the meeting, and I will vote those proxies in favor of each resolution. I will vote all directed proxies in accordance with the directions provided by shareholders. I'd now like to hand over to Company Secretary, Kate Cooper, who will explain how to vote and ask questions during today's AGM. Thank you, Kate.

Thank you, Chairman. Voting today will be by way of poll. The resolutions in the Notice of Annual General meeting are only able to be voted on by A Class shareholders. The votes on all AGM resolutions today are by ordinary resolution, which require a 50% majority of votes cast to pass. In accordance with the constitution, if you are the registered holder of a shareholding of a First A class Share or multiple First A Class shares, you're entitled to 1 vote in respect of that shareholding. And if you are the registered holder of a Second A Class share, you are entitled to 1 additional vote. We will share with you the proxy and direct voting results of each resolution before you vote. Please note voting will close once Link Market Services has collected the voting cards at the end of today's AGM. As communicated in the Notice of Meeting, online proxy and other forms of voting ahead of the meeting closed at 10:00 a.m. on Sunday. A Class shareholders present at the meeting here today are, however, able to cast their votes using the voting card they received during registration this morning. Before we go any further, I need to check that everyone present today at the Annual General Meeting is holding either a voting or admission card. A Class shareholders and their proxies, attorneys and representatives will use the yellow voting cards for each resolution. A Class shareholders who are not voting at the general meeting, for example, in joint holdings should be holding a blue nonvoting admission card for this meeting. B Class shareholders who are not also A Class shareholders are not able to vote at today's AGM and should be holding blue nonvoting cards. And visitors have been issued with red admission cards and are not able to ask questions today. Does anyone not have a card? Right. A representative of Link Market Services will conduct the poll today as returning officer. At the end of today's meeting, the Link team will collect your voting card. If you have to leave after the poll is opened, but before the end of the meeting, please leave your voting card in the poll box on the registration table. I should note that if you have previously voted by proxy, your votes cast here today will override your previous proxy direction. As the Chairman noted, there will be time for questions from shareholders. However, as with all shareholder meetings, I ask you to confine your questions or comments to the matters under consideration today. If you have any general questions or comments, about the management of the company or any questions relating to the annual financial report, directors' report or independent audit report. Please ask your questions or make your comments during our discussion of those reports. If you have any questions or comments relating to the remuneration report or the reelection of our directors, Dr. Andrew Crane, John Bradford or Ian Mason, please ask those questions or make those comments during our discussion of the relevant resolution. [Operator Instructions] I note shareholders who are unable to attend today's meeting were able to submit questions in advance as outlined in the Notice of Meeting. These questions will be responded to first before we open the floor to questions from shareholders present with us in Deniliquin. For those shareholders who'd like to ask a question or comment at the right time, just a reminder to hold up your yellow or blue card and please wait for a microphone. Please also state your name for the room. Thank you, and I will now hand back to the Chairman.

Thank you, Kate. Welcome again, everyone. It's great to be here with you in Deniliquin, the heart of the Riverina rice-growing region. I also want to welcome those A and B Class shareholders and other valued stakeholders who are viewing today's Annual General Meeting via the webcast. A few weeks ago, many of us came together not far away from here in Moama to celebrate the Australian rice industry at Rice Connect, including the Rice Industry Gala Awards. The feeling in the room was one of positivity and celebration, which is a testament to our industry, especially in the face of the challenges that have come our way this year. Congratulations to the organizing committee comprising of the staff from Ricegrowers Association of Australia and SunRice for delivering such a great event. I'm proud to report another year of solid financial returns for the SunRice Group and our shareholders. As a group, we successfully navigated challenges for the business environment in financial year '24, characterized by inflationary pressures, increased competition and ongoing supply chain disruptions to deliver improved profitability and record revenue. The naturally-earned paddy price of $430 per tonne for medium-grain and total fully franked dividend of $0.60 per B class share for financial year 2024 reflected our ongoing focus to deliver value to both classes of shareholders. In particular, the business was able to realize this solid performance through continued market expansion including volume growth in key international markets. In financial year '24, more than half of our group revenue was realized outside of Australia and New Zealand, with the International Rice segment making the largest contribution to our results. I'm pleased that our performance on the international stage was recognized during the year by the Australian government through awarding SunRice, the Australian Export Award in the Agribusiness, Food and Beverage category. There is a certain irony that on the same night, the federal government passed the Restoring our Rivers Act, which mandates the removal of up to 450 gigaliters of water from productive use. The result across our group reflect the hard work of our 2,100-plus strong team, which is ably led by our group CEO, Paul Serra. Paul has made a significant impact in his first year with the group and has led the review of the growth strategy, which commenced in recent months to identify and pursue the next phase of our growth for our company. These results also demonstrate the strength of the group's brands, our team and our operational excellence in navigating a volatile business environment to deliver further growth globally. Helping to safeguard the Australian rice industry's long-term viability remains a priority of the Board. The role our Riverina rice growers play in SunRice's success and that of the Australian rice industry cannot be overstated. And we continue to support the efforts to improve grower yields and water productivity. Drill sowing increased across all regions for crop year '24. This is a positive outcome for the industry. Drill sowing has been shown to achieve the same grain yields potential as aerial sowing, but with better water use efficiency and reduced emissions, albeit with an impact on biodiversity within the crop. Our growers also continue to demonstrate the success of our research and development program with our new variety, VO71, producing record yields across both Southern and Northern growing regions. I'm pleased to say today that in line with voting feedback from our growers and employees that VO71 varietal has been named Matilda. So I'm sure you all get to remember that. Our ongoing commitment to the Riverina has also been demonstrated in financial '24 as we commenced a strategic capital expenditure to upgrade our Leeton manufacturing operations. When complete, this $20 million investment will bolster our capacity and productivity. It will also support the delivery of some of the group's commitments to transition to 100% recyclable, reusable and compostable packaging. Consistent themes of my recent Chairman's reports have included water reform and the New South Wales rice vesting arrangements, including our Sole and Exclusive Export License. The news on both fronts presents challenges. However, with respect to vesting, it also presents new opportunities for the Australian rice industry and our business. After many years of discussion with successive governments alongside other industry stakeholders for a more balanced outcome, the Federal Government's Restoring Our Rivers Act, which became law in December 2023 mandates further removal of water from productive agriculture. To provide some context about the same volume of water we now use to grow the Australian rice crop is targeted for water purchase for the environment. As forecast by the 2024 ABARES Report, this recovery will likely have a greater impact on annual crops like rice, pastures and cotton and place further pressure on allocation water markets. This water recovery in the Southern Murray Darling Basin comes in addition to the recent growth in permanent plannings, which require consistent water regardless of the weather patterns, and on a continent that has some of the most ephemeral rivers in the world. I fear the combination of the above factors will negatively impact the economic outcomes for farming communities right across the Southern Murray Darling Basin. Despite this poor policy outcome, SunRice will continue to advocate for a better understanding of the socioeconomic impacts of this reform, to better balance the long-term sustainability of the rice industry, communities and the environment. We have now commenced a consultative committee with the Federal government to help -- to try to help them understand and better mitigate the downstream supply chain impacts of water recovery. Further, after a number of recent vesting reviews over recent years, in April 2024, the New South Wales Government released the 2023 Independent Report into New South Wales rice vesting arrangements and the New South Wales Government response to that report. In essence, the New South Wales Government recommended a partial deregulation of New South Wales rice vesting arrangements, creating 2 sets of rules for growers in Southern New South Wales and Northern New South Wales. In addition, the New South Wales Government proposed additional regulatory compliance obligations over an indefinite period. Given the outcome on water reform, and the impacts of partial rice export deregulation, we believe that our Riverina rice industry would be better served by an end to rice vesting. We are now working with the New South Wales Government, our growers, the RGA and other industry partners to ensure a well-communicated and structured transition in the lead up to the 1st of July 2025 when it ends. New South Wales rice vesting arrangements have undoubtedly played an important part in the creation of the Australian rice industry over the last century. However, the world has changed, and I believe SunRice will go into a bigger and better future and continue to deliver value to our growers and shareholders in a deregulated operating environment through our proactive response. For our growers, we are now looking at ways to introduce greater flexibility and initiatives to continue to grow rice and maximize paddy returns. For our shareholders, we will look to continue the evolution of our global food company in an effort to drive strong returns and to continue the recent value growth of the business. There are a number of important items being considered at today's Annual General Meeting and the later B Class Meeting, which I will go into in more detail at the appropriate time. However, I would like to note that we are seeking A Class shareholder support to reelect 3 of our SunRice directors today: Non-Executive Director, Dr. Andrew Crane, is seeking a further term of 3 years; and Grower directors, John Bradford, and Ian Mason, are also seeking reelection to the Board for a term of 2 years. As you may recall, in June 2022 at a general meeting, both John and Ian were elected -- were both reelected to the Board for the same period as their term of office as elected Rice Marketing Board members, which is due to expire in 2026. Following the changes to vesting and the Rice Marketing Amendment Bill 2024 becoming law, John and Ian have now resigned from the Rice Marketing Board and stand for reelection at today's Annual General Meeting for a term of 2 years. If reelected, this means that John and Ian will be able to continue to serve the SunRice Board for the same 4-year period that they were elected for by A Class shareholders in 2022, being until 2026. While we will hear from each of them during the meeting, I'd like to reiterate the outstanding contribution John and Ian each make to the Board on behalf of our growers and shareholders. Their fellow directors and I recommend their reelection wholeheartedly. Finally, before I close, there are some acknowledgments that I would like to make. I want to thank the President of the Rice Growers Association of Australia, Peter Herrmann. Thank you, Peter. And the RGA for their efforts over the last 12 months. Likewise, the Chair of the Rice Marketing Board, which is coming to an end, Rowan McMonnies, has served very well in that position, and also her predecessor, Victoria Taylor and the Rice Marketing Board of Directors. Thank you also to SunRice's staff and management team, my fellow Board of Directors and to all our growers and shareholders for your support and belief in our great industry. I also want to thank my Deputy Chairman, John Bradford, for the guidance he provides to me and the Board, including in his role as Chairman of our subsidiary business Trukai. SunRice has had a long association with Papua New Guinea and Trukai continues to be an important part of our company. Since commencing in his role 12 months ago, Group CEO, Paul Serra, has made it his priority to focus on helping to support the continued growth of the group and long-term viability of the Australian rice industry. I now invite Paul to make his presentation and addressed as SunRice Group CEO. Thank you.

Thank you, Laurie, and good morning, everyone, who has joined us in Deniliquin and online. It is 12 months since I was formally appointed CEO of the SunRice Group at the conclusion of last year's AGM and it's been a privilege to have been part of the year in which the group delivered another strong performance. Our results demonstrate the strength of the group's brands, our growers, our talented team as well as our operational excellence in navigating an unstable business environment to deliver growth globally. As Laurie shared, they also demonstrate our continued focus on delivering for both A and B Class shareholders. As you can see on the screen, we delivered the highest group revenue and the highest total fully franked dividend in the company's 74-year history. The strong growth in earnings for the full year was underpinned by a 15% increase in top line revenue to $1.88 billion. The group's EBITDA was $143.9 million, and net profit after tax was $68.2 million. This represents a 23% and 24% increase on prior financial year, respectively. We continued to maintain a disciplined approach to capital management and declared a fully franked dividend of $0.40 per B Class share and a fully franked special dividend of $0.05 per B Class share. This brought the total dividend for financial year '24 to a record $0.60 per B Class share, fully franked. Based on our closing price for the year of $6.51, this represented a total dividend yield of 9.2%. Despite external impacts that weighed on the pool, we also delivered a naturally determined paddy price of $430 per tonne for medium-grain rice. Our success was illustrated by our capacity to drive growth in our core businesses, leverage our previous portfolio acquisitions, make key strategic operational choices, as well as pursue new opportunities during the year. The team exhibited discipline and agility in navigating challenging conditions and turning them into advantages. Some of these included: being nimble and overcoming supply chain challenges; adapting to volatile market dynamics; seizing opportunities for diversifying sourcing models to meet consumer demands in our global markets; and the strong connection between our brands and our integrated supply chain, which is at the heart and underpins our resilient business model. As a result, over half of the group's revenue was generated outside of Australia and New Zealand in financial year '24 demonstrating our successful international market expansion. I'll provide further detail on the key factors influencing our financial performance shortly. However, before we move on, I'd like to note the Board's decision in June to suspend the Dividend Reinvestment program. This was based on the consideration of several factors, including the group's strong balance sheet, the repayment of all core debt during the year and the result delivered in financial year '24. Sustainability remains an important part of how we create value for our employees, growers, shareholders and stakeholders. In financial year '24, we undertook a number of programs that assist with meeting our sustainability objectives domestically and internationally. These sustainability objectives include our commitment to Net Zero by 2050 and supporting community development in the countries where we operate. There were multiple highlights as shared in our annual report and on screen. However, I'd like to highlight a few in more detail. In collaboration with the Deakin University, we supported on-farm trials at our research facility, RRAPL, using the rice variety VO71, as we heard today, Matilda, to assess the impact of various sowing and irrigation techniques to reduce greenhouse gases and increased water efficiencies. These pilot trials have indicated that there is significant potential for reducing the methane gas emissions from rice grown by transitioning from aerial-sown to drill sown or drill sown with delayed permanent water methods. We also submitted our emission reduction targets for validation to the Science Based Target initiative and started to draft our Net Zero road map for the group. Our emissions reductions include a Scope 3 Forestry, Land and Agriculture or FLAG target, making SunRice one of the first companies in Australia to submit a FLAG target to the initiatives. We also continue to evolve our approach to managing modern slavery risks in our supply chain by introducing new Supplier Assessment Questionnaires, integrating human rights into our Procurement Policies and enhancing our approach in supply screening and due diligence. Turning back to our financial results. If we look at our performance drivers, we achieved both volume and value growth in our revenue this year. Approximately 70% of the group's sales related to branded products in financial year '24. Our robust brand portfolio and the discipline in balancing our product mix to maximize returns and operational efficiencies and allowed us to grow volume during the year. These factors drove both the success of our Australian Rice Pool Business and the International Rice segment. The strength of the group's brands also supported revenue growth despite challenges in inflation, which sought to address -- which we sought to address via sales price strategies. Turning to profit drivers. The profitability was driven by revenue growth and cost saving measures. We were successful in achieving operational and manufacturing efficiencies across the business, and our strategic actions continue to improve the margins. Our extensive supply chain network also allowed us to source competitively and respond efficiently to changes in supply and demand dynamics despite disruptions. However, the group's overall performance in financial year '24 was affected by consumers cutting discretionary spending and trading down to lower price offerings in some categories. This trend was especially notable in our Riviana Foods. Nonetheless, the impact was mitigated by product innovation and a broader, more diverse and stronger portfolio of brands resulting from previous acquisitions. During financial year '24, the stronger U.S. dollar also put pressure on the margins of our import business. As you can see on the screen, our business segment -- all of our business segments across the group improved their metrics at revenue and EBITDA level. Firstly, in our Australian Rice Pool Business. Volume growth in key international retail and tender markets, together with favorable foreign exchange and exports drove an uplift in revenue. Revenue grew by 15% to $385 million on prior year. Performance was boosted by increased sales in consumer and tender markets, favorable exchange rates and supported -- that supported export cost-saving initiatives and slightly improved shipping conditions for a large part of the year. Disruption in the Red Sea and industrial actions at some Australian ports partially offset the favorable conditions. The return of supply in the Northern Hemisphere also resulted in downward pressure on pricing into our global tender markets as the year progressed, which further weighed on the valuation of the healthy amount of residual crop carried over into financial year '25. Accordingly, the Australian Rice Pool Business delivered a naturally determined CY '23 paddy price of $430 per tonne for medium grain. In our International Rice segment, revenue increased by 22% on the prior year to $893.8 million. This was driven by growth in the Middle East market, which saw us diversify our portfolio with a lower-priced product offering and broadening our relevance to different consumers. Following the return of the Californian supply after the breaking of the drought, our SunFoods business in the U.S. offset a downturn in domestic market due to increased competition by expanding its government tender exports to Japan and Korea. These strong results were delivered while navigating some challenges during FY '24. These included long grain price increasing considerably due to, in part, a ban of Indian exports on non-Basmati rice, as well as demand increase in Vietnam and Thailand as suppliers pivoted to alternate sources. Overall, the International Rice segment achieved great results with EBITDA increasing by 42% against the prior year to $56.7 million and net profit before tax increasing by 53% to $42.5 million. We also welcome Weatherman Capital as the interim trustees of the Pacific Balance Fund, minority shareholder of Trukai. We will provide an update on the status of Weatherman's appointment when available. Turning to our Rice Foods segment. Revenue was $121 million, up 7% from $113 million in financial year '23. EBITDA increased from $11.1 million to $14 million, and net profit before tax was up 31% from $9 million to $11.8 million. The uplift in revenue was driven by a focus on new product development opportunities and sale pricing strategies to help absorb inflationary impacts across several product categories as well as cost optimization. The segment also benefited from more optimum sourcing of raw material and the slightly improved shipping conditions and costs. Rice Food's results was partially impacted by ongoing inflationary impacts affecting consumer behavior. We'll continue our focus on innovation and new product initiatives to help build consumer interest in our brands and portfolios. Now to Riviana Food business. While Riviana achieved record revenue in financial year '24, there are a number of factors that impacted the profit margins. Top line revenue grew 3% on the prior year to $221.8 million. This growth was driven by product innovation, including momentum in the Toscano brand and sales price strategies to help absorb the inflationary pressures. However, the segment encountered several challenges, which prevented the revenue growth converting to further profit. These included the Red Sea disruption and industrial actions at the ports, operational challenges, inflationary impacting consumer behavior and a weak Australian dollar impacting imports. These challenges were counted in part by procurement saving initiatives. As a result, EBITDA increased 13% from $6.3 million in financial year '24 to $7.1 million in -- sorry, in financial year '23 to $7.1 million in financial year '24. And net profit before tax increased 11% to $5.2 million from $4.7 million last year. Turning to our CopRice business. The business continued its growth and recovery and delivered a record $252.7 million in financial year '24, up from $236.1 million in the prior year, representing a 7% increase. CopRice's EBITDA and net profit before tax also improved from financial year '23 as a result of ongoing execution of the turnaround activities? EBITDA was $17.2 million, up 39% on the prior year, and net profit before tax was $11 million, up 98% on the prior year. CopRice's strong profitability was driven by continued momentum in the Australian and New Zealand companion animal portfolio, which benefited from growth in CopRice's branded dog food sales. This offset an increase in commodity price and distribution costs and a contraction in the New Zealand stockfeed market. CopRice's positive gains in revenue and profitability were also delivered despite climatic conditions impacting ruminant stockfeed domestically in Australia. And finally, our corporate segment. This segment captures the cost of holding and financing assets that are utilized by both the Australian Rice Pool business and the Profit businesses. It also includes cross-segment charges for the use of SunRice's brands and access to milling and storage assets. EBITDA for the period was $48.9 million, up from $47.3 million in the prior year, while net profit before tax was down from $22.7 million to $16.3 million. The increase in EBITDA reflects the high levels of brand and asset finance charges that we received from the Australian Rice Pool business during financial year '24. The combined asset and finance and brand charges were $32.2 million, which were up from $29.4 million in the prior year. These were driven by the abundance of rice -- of Riverina Rice and its impact on the net working capital position of the Rice Pool business throughout financial year '24 together with high branded sales of Riverina rice during that period of time. The receipt of proceeds associated with the disposal of a number of noncore assets across the group were largely offset by nonrecurring costs associated with the refresh of our growth strategy and risks of doing business across some of our markets. The ongoing review of the group's noncore assets led to a sale of properties, which generated $12.2 million of income as well as the impairment of a number of nonstrategic and underutilized assets for a combined $10 million, both of which are reflected in the corporate results. So looking back through the cycles demonstrates our solid track record of performance. In particular, the first 2 charts on the screen show the Australian rice crop and the group revenue from financial year '17 to financial year '24 and demonstrates a robust business model. This demonstrates how the group has been able to maintain and build overall performance even in years of low Riverina rice production. We've also delivered consistently strong dividends throughout this period of time. And since 2017, we have invested $309 million into the business, including $115 million in strategic acquisitions and $194 million in capital expenditure. We continue to actively pursue value-accretive growth opportunities. Looking at where we experienced shifts in EBITDA, you'll see all segments are up on the prior year with significant improvement in the International Rice segment and the continued momentum in the CopRice business. There has also been an increase on the return on capital employed. In 2024, we achieved a ROCE of 12.7%, which is an increase from the 9.8% in financial year '23. This reflects the company's ability to generate returns on our investments. We continue to exercise discipline in our capital management. Net debt and gearing reduced from $224 million and 27%, respectively. We have continued to maintain our balance sheet flexibility. Our core debt was fully repaid at the 30th of April 2024. And our seasonal debt, including bank overdrafts and lease liabilities increased slightly to $224 million. All remaining debt drawdown on our seasonal facility relates to net working capital funding, with this net working capital being primarily made up of near-term marketable inventory for our captured markets. This healthy balance sheet places us in a position to look at further opportunities in financial year '25. Opportunities such as our recent acquisition of the SavourLife business, which I'll talk to further in a moment. It also allows us to consolidate our strong market position, pursue further innovation and diversify our earnings. Now looking ahead, the strong performance of the group in financial year '24 demonstrates the resilience and effectiveness of our business model and our growth strategy. We have successfully delivered for our A Class shareholders for the year, while again increasing dividends for our B Class shareholders. As we mentioned at the half year mark, work has been undertaken to refresh our growth strategy to identify new opportunities as we look to continue the momentum that we've achieved to date. As part of this work, aspirational targets and strategies are being finalized for future growth. This work is well progressed and will be finalized later this year. However, I can share that the 2030 growth strategy is founded on our established global presence and vertically integrated business model that will evolve even further. It centers on a new purpose and a new vision that builds on our heritage but also positions us for the future. Our 2030 growth strategy is designed around 6 commercial principles: placing consumers at the core of everything that we do; building our innovation capabilities; implementing operational excellence in sourcing and manufacturing; demonstrating leadership in branding and marketing; enhancing sales and distribution excellence; and importantly, investing in our talent and our culture. Our priorities: to work to secure a long-term viable Australian rice industry; seek to double our sales in Australia, New Zealand and the Middle East and to further grow our position in the U.S.; building our snacking businesses and enhancing growth of Riviana and CopRice businesses. As always, our growth strategy will be focused on delivering for both A and B Class shareholders with aspirational targets for each as well as our employees, our communities and our broader stakeholders. Specifically, these aspirational targets include: To grow our revenue to $3 billion; to achieve improved profit margins for investors, and improved paddy prices for our growers. As a business, we are both excited and energized by the task ahead, and we look forward to sharing more detail on our 2030 growth strategy once work is more advanced. An example of our priority to enhance the growth of our CopRice and Riviana businesses is the recent acquisition of SavourLife. This acquisition will increase the scale of CopRice business, support diversification into high-value branded companion animal segments and also provides an opportunity to utilize our existing assets. The SavourLife business has very strong branded sales with revenue of $33.4 million to the 30th of April 2024. Just over half of this will be incremental to the group after netting off the contract manufacturing revenue, which the SunRice Group already receives for the production of SavourLife dry dog food in our Leeton facility. The business importantly has a very strong social mission to save and rehome abandoned dogs by donating 50% of its profit to help save rescue docs. Since inception, SavourLife has donated more than $8 million to Australian dog rescue organizations and supported the rehoming of more than 63,000 dogs. This is an [ agreement ] SunRice is proud to support. Not only is it a great cause, but we also believe it differentiates this brand versus competition on an otherwise very crowded premium pet food shelf. The strategic acquisition of SavourLife have provided CopRice with; a high-quality branded earnings and increased share in high-value premium pet food and treat categories, with a brand that has established loyal customer relationships and a platform to grow in Australia and over time internationally. A further shift in mix from ruminant stockfeed to higher-growth, higher-margin companion animals; and the potential to further utilize existing CopRice assets via manufacturing. And finally, the SavourLife acquisition is expected to be earnings per share accretive for SunRice in the first financial year of ownership. Turning to paddy pricing and our crop outlook. The CY24 Riverina harvest was another large crop around 618,000 paddy tonnes. However, several factors, including the disruption to global shipping industries, particularly in the Red Sea and the prevalence of lower quality scores from the CY '23 crop to date have the potential to impact anticipated returns. As a result, the CY '24 paddy price range remains unchanged at this time at $370 to $430 per tonne for medium grain. With respect to the CY '25 crop, the Australian rice industry finds itself in a unique situation that is unparalleled in the last decade. Due to the favorable growing conditions, over the past 3 years, our Riverina growers have grown on average a crop size at or above our optimal milling and storage systems, resulting in a healthy but full effective carryover position. In addition, a number of factors continue to weigh on our anticipated paddy returns, including increased medium grain supply from Northern Hemisphere markets returning after drought conditions and the disruption to global shipping industries. We are seeking to balance this combination of factors, including the managing our AGS storage networks and optimizing our milling program to align the demand in our premium markets to help maximize the grower returns. As a result, we have put in place a 2-pool system for CY '25. We're targeting a total of 500 paddy tonnes -- 500,000 paddy tonnes, comprising 450,000 paddy tonnes of medium grain and 50,000 tonnes of specialty varietals in Pool 1, with any remaining volume to be in Pool 2. I've met with a large number of our Riverina growers in recent weeks, and we have worked through the detail of the 2-pool systems. And I thank you all for your contributions and support as we navigate these circumstances together, to look to maximize returns for growers. As Laurie mentioned in his address, rice vesting in New South Wales will end by the 1st of July 2025. Without the constraints of vesting, we'll now be able to work more directly with growers to help the industry achieve long-term viability. This is especially important as the industry navigates new challenges, such as the impacts of the Federal government's water reforms. We're actively considering new contracting and pricing options for growers with the aim of better aligning our supply and demand for premium markets to drive paddy price. Our intent is to ensure these new structures enable both large and small rice growers to participate in industry in a way that better suits their individual circumstances, while ensuring a more consistent supply, which is in the best interest of the business and both section of shareholders. We'll target new contracting and paddy price options that align with our growers' needs and aspirations, and our growth strategy takes this into consideration. Riverina rice has always been at the heart and will continue to play a very important part into our future. Following a strong year of growth in financial year '24, the SunRice Group will seek to repeat the exceptional performance at both top and the bottom line in financial year '25. Against this backdrop, we're preparing navigate through challenges. These include: softening sale prices; increasing competition; unfavorable foreign exchange conditions; as well as cost pressures. Through this, we'll continue to focus on our branded product sales. However, implementing effective pricing strategies and pressure from lower priced offerings across our business portfolio in financial year '25 will be challenging. Particularly in markets where consumers are facing an increased cost of living pressures impacting discretionary spending and driving more trading down to lower-priced products. We also remain focused on integrating sustainability into our business, driving cost and procurement savings as well as other operational and manufacturing improvement initiatives across the group in financial year '25. In closing, and as I mentioned at the offset, it's been a privilege to lead the SunRice Group over the past year. In particular, I'd like to thank the Board for their support and the SunRice team for their expertise, passion and their commitment to this business. I'm proud of everything our talented team has accomplished for our shareholders, growers, employees, customers and the rice industry more general. The business is well positioned with a capable Board and management team in place. And this is reflected in the quality of the results we announced in June and in the foundations we have laid for the group's future. Thank you, all, and I'll hand back to Laurie.

Thanks very much, Paul. As the formal proceedings are about to commence, I will declare the poll on each of the resolutions open. As Kate has just mentioned for the purpose of voting, each A Class shareholder or their proxy, attorney or representative will have received 1 yellow voting card. If you are the registered holder of a shareholding of a First A Class share or multiple First A Class shares, you are entitled to vote 1 vote in respect of that shareholding. If you are the registered holder of a Second A Class share, you're entitled to vote 1 additional vote. You will see that this voting card includes a space for voting on each of the resolutions. A Class shareholders may use the yellow voting card and place an X in the relevant for or against or abstain boxes for each resolution. All members have been provided with the annual report, including the financial report, directors' report and the independent audit report for the year ending 30th of April 2024. As I mentioned earlier, Mark Dow, partner for our auditing firm, PwC Australia, is here with us today. He's in the corner here, and he's available to answer any questions. You have heard from both Paul and myself.

Kate, are there any comments or questions in relation to these documents or any general comments or questions about the management of the company submitted by shareholders in advance of today's meeting?

Yes, Chairman. We have received a question from shareholders, Peter O'Connor and Kimberly O'Connor and the question is as follows: Why is SunRice selling imported rice from Thailand, Vietnam and Pakistan in Australian supermarkets in the premium package SunRice range? Why is SunRice selling imported Asian rice in Australian supermarkets and not selling Australian produced rice we have in storage into this market? And why is SunRice selling imported rice from Thailand and Vietnam in the high-value ready-to-eat food range and not using Australian rice for value-adding in the sales area?

Thank you. Thanks, Kate. And thanks, Peter, for that question and Kimberly. I'll get Paul to answer that question.

Thank you. Good question. So many parts to this question. I think the first part is really 1 of supply and demand and consumer preference. So from a supply perspective, we know the Riverina District is a fantastic district to grow Japonica-style medium-grain rice. It's what the industry was founded on and now over 92% of the rice produced from this region is medium grain rice. And so whilst we do produce some varietals, those varietals that we produce, which is predominantly from Basmati rice, the fragrant rice or the long grain rices. We don't produce enough satisfy Australian demand for those products. And so whilst we do have some varietals that we can sell to satisfy that demand, the majority of what we do, we have to actually import. The second part of that has got to do with consumer preference. So in the same way that we grow the best medium grain rice in the world, we're not climatically suited to grow some of the best Basmati rice in the world. And so consumers have a preference for Basmati rice, for example, from Pakistan or from India. So that sort of really explains why we try to sell as much varietals from produced here in Australia, but we don't have enough basically. And there's also that consumer preference side of it. From an overall medium-grain perspective, we try to sell Australia's medium grain rice into the most premium markets globally. So again, with some of our product that we do into microwave and into cups, we get a better premium for selling Australian rice into other markets around the world. And so with some of those products, we use product from other countries. And then finally, with things like microwave cups, we don't have the technology to do those here in Australia. So we manufacture those overseas and import them. So hopefully, that answers the question.

Thanks, Paul. Kate, are there any further questions submitted in advance for this particular agenda item?

No, Chairman.

Thank you. I'd now like to invite comments or questions from shareholders present with us today in Deniliquin on the annual financial report, directors' report and independent audit report. This will also be an opportunity -- there will also be an opportunity during the AGM to ask any general questions or comments about the management of the company. Do we have any questions? We've got a roving microphone as well. Any further questions? If not, we'll -- thank you, we will move on to the next item of business. All members have been provided with the remuneration report for the year ended 30th of April 2024. As outlined in the Notice of Meeting, the remuneration report forms part of the directors' report and vote -- and the vote on this resolution is advisory only and will not bind the directors or the company. However, the Board will take the outcome of the vote into consideration when reviewing the remuneration practices and policies of the company. As described in the Notice of Meeting, a voting exclusion statement applies to this resolution, which means anybody that benefits from the remuneration doesn't get to vote on it. I'd like to clarify that the intention of this resolution is to endorse the remuneration report for the previous financial year. I'd now like to invite the Chairman of the People and Remuneration Committee, Independent Director, Ian Glasson, to introduce the remuneration report. Ian at the moment is in Spain. So we hope -- yes, we do. We have been online crop is looking very good in the background.

I wish the sun was up as well, Laurie.

Very good.

Well, thank you, first, apologies for not being there in person, in Deniliquin this year, but I look forward to being back in Riverina very shortly. I'm pleased to present this year's remuneration report in the context of another year of strong growth in financial year '24, delivering improved profitability and record revenue while continuing to navigate a challenging inflationary environment. The group's ongoing focus to deliver value to both classes of shareholders is evident in the naturally earned paddy price of $430 per tonne for medium-grain and a total fully franked dividend of $0.60 per B Class share, which included a special dividend of $0.05 per B Class share. This strong financial performance was underpinned by a smooth leadership transition during the year. Our new group CEO, Paul Serra, joined in July '23 and took over as CEO in August, following a substantial handover with outgoing Group CEO, Rob Gordon, who built a resilient business model during his 11-year tenure. Rob received his contracted remuneration package prorated up until his retirement date. This included a prorated short-term incentive and a payout target. We'll pay out at target. He did not receive any further termination benefits upon his retirement. Short-term incentive payments were also made to the majority of eligible employees across the group in FY '24. These outcomes reflect our management team's strong performance in delivering against agreed objectives and in progressing the company's growth strategy. As outlined in the remuneration report, the Board has also reflected on the significant progress that Paul Serra has made since commencing as CEO. In a short period of time, Paul has delivered substantial results, while developing a strategy refresh for meaningful future growth. In line with the market, executive and employee remuneration is structured to include both fixed remuneration and at-risk incentives that reflect the delivery of financial, operating and strategic objectives. Considering this and to ensure remuneration consistent with industry benchmarks, a higher-than-average fixed salary increase at least when compared to our remuneration budget and the average group increase has been awarded to Paul going into FY '25. The CEO's STI stretch opportunity has also been aligned with the group's plan. These changes only came into effect at the commencement of FY '25 remuneration period. Paul's remuneration for FY '24 as reflected in the annual report, was based on his partial year service being 10 months. The People and Remuneration Committee continues to review our Non-Executive Director, NED, fees to ensure the attraction and retention of high-caliber Board members, whilst balancing the spend due to the quantum of directors included in the fee pool. The number of directors on the Board has been reduced over time, but the Board remains large by peer standards, putting pressure on the total fee utilization rate, particularly given we are still addressing the historical lower than average individual fees. Whilst we're still within the overall cap on the pool of $1.5 million, it is likely we'll seek an increase to the pool in FY '25. This timing aligns with the original commitment of maintaining the pool for 5 years since last increase. It's also worth noting that the independent directors are continuing where possible to build their B Class share portfolio by buying B Class shares using their own fees in line with our minimum shareholding policy, which illustrates the alignment of their interest with that of our shareholders. Last year, the company introduced an employee share sale plan or ESSP, under which employees could sell their unrestricted B Class shares to the trustee, the Employee Share Trust. Given the successful take-up rate by employees, the company intends to run the ESSP again during this trading window. B Class shares acquired under the ESSP are held as unallocated B Class shares by the employee share plan trustee. They can then be subsequently reallocated under offers made to employees in various SunRice equity incentive plans. This avoids the need for new B Class shares to be issued and helps reduce dilution of shareholdings. I therefore, commend the remuneration report, and thank you, Chairman. Back to you.

Kate, are there any comments or questions from shareholders submitted in advance?

Yes, Chairman. We have received a question from Peter O'Connor, and his question is as follows: the number of shares issued by SunRice is 64,753,679. Does the Board really consider it reasonable to issue 793,166 shares to KMP executives in 1 financial year at no cost to the recipients when this represents an amount equivalent to 1.22% of total shareholdings in SunRice.

Thanks, Kate. And I see we've got Peter here today, welcome. I'm going to ask the Chair of our Remuneration Committee, Ian Glasson, to answer this question. Ian?

Thanks, again, Peter, let me unpack a couple of things in this, and then I'll get to the thrust of the question, which is about the impact of the executive plan on shareholders. I think firstly, a couple of corrections. These are share rights. They actually don't vest and are not transferred to the employees, unless, of course, employees meet the hurdles and goals that we set. The second part is that these are sourced out of the trust and the trust actually acquired these shares some time ago. And as I mentioned, the trust not only issues, but also buys back shares to minimize the impact on the market. But importantly, too, these are not at no cost to the employees. They're very much part of the employees' remuneration. You might recall, Peter, 7 years ago, we had an entirely cash offer for our CEO and executives. And remember the components are a fixed remuneration and annual or short-term incentive, and both of those are cash. And then a component that is based again on long-term performance, and that's the one for which we're allocating shares, but they're allocated as a proportion of the employee salary and it's benchmarked against the market. So very much the employee's remuneration we're talking about here, and it's very much at risk and dependent on performance. So then coming to the [ trust ] of your question about the impact on the shareholders. During the time -- in fact, I think just since April last year, the total shareholder return, and that's a measure of both the increase in share price and on the dividends has, I think, been something like 50%. It's been 3x to 4x that of the ASX 300 equivalent. And if you take it back to the time we started this, I think it's an even greater return. So we're very convinced that not only is it best practice to ensure there's alignment between the executives remuneration and the shareholders but we believe that that's actually been very effective in delivering the shareholder return. So I'm very supportive to continue to do this until at least someone comes up with a better or more productive system of managing that, but we're very much in line with the market and current best practice. Thank you, Chairman. Hopefully, Peter, that addresses it.

Thanks, Kate. Any further questions submitted in advance for Resolution 1?

No, Chairman.

I'd now like to invite comments or questions relating to the remuneration report from shareholders present with us today in Deniliquin. Do we have any questions? I've got a roving microphone here. Any further questions on the rem report? Thank you. We'll now move on to the vote for this resolution by way of a poll. A Class shareholders, if you haven't already done so, please cast your votes on resolution 1 of your yellow voting card. [Voting]

Thank you. And we -- you can see there we have the -- currently, what's been coming online up there on the screen. Thank you. I think everybody has filled those in. So if you just fill those in now, that's good. I think everybody has done that. Thank you. The second item of business relates to the reelection of Independent Director, Dr. Andrew Crane, for a further term of 3 years. Andy has been a Nonexecutive Independent Director since 2018, and is the Chair of the Safety, Health and Sustainability Committee, a member of the Finance Risk and Audit Committee and a member of the Independent Committee. Andy has had more than 30 years of experience in agriculture, food processing, supply chains and international trade and has held executive positions in the marketing, trading, manufacturing strategy and business development roles. And more recently, he was the CEO of CBH, the big Western Australian grain handler. The Board, with the assistance of the Nomination Committee has reviewed Andy's performance with a particular focus on the skills, knowledge and experience that he brings to the Board, and also his excellent contribution to Board discussions. Accordingly, my fellow directors and I, with Andy abstaining, unanimously recommend his reelection. I'd now like to invite Andy to say a few words ahead of the vote. Thank you, Andy.

Thank you, Chair, and good morning, everybody. It's been a real privilege to serve so far on your Board and get to know both the business and your growers. As a full-time Nonexecutive Director, I hope I can continue to bring good practice governance informed by sitting on a range of agriculture and non-agricultural Boards. I also hope to bring my executive experience running CBH's storage processing and grain trading businesses through those years of growing marketing deregulation, where we ensured a focus on both grower returns and competitive commercial outcomes, which I believe may be very relevant to the changes and opportunities ahead of us. So thank you for your support.

Thanks, Andy. Kate, are there any comments or questions from shareholders submitted in advance?

Nothing in advance, Chairman.

Okay. I'd now like to invite comments or questions related to Andy's reelection from shareholders present with us here in Deniliquin today. Do we have any comments or questions? Stephen Ball. Thanks, Steve, and we've got the microphone coming to you.

Yes, Stephen Ball from Berriquin. I just think Andrew brings an enormous amount of experience and knowledge to the Board, and I think he is an incredible asset to the SunRice Board. That's my comment.

Thanks, Steve, and we absolutely agree with you. Thanks. I will now move on to the vote for this resolution by way of a poll. The valid proxy and direct votes for this resolution are on the screen. A Class shareholders, if you haven't already done so, please cast your votes on resolution 2 of your yellow voting card. I'll give you a chance to fill those in. [Voting]

Looks like everybody has done it. Now we'll now move on to Resolution 3. The final 2 items of business relate to the reelection of John Bradford and Ian Mason to the SunRice Board as Grower directors. As set out in the notice of meeting, John and Ian were last reelected in June 2002 for the same period as their term of office as elected RMB members, which was due to expire in 2026. As previously announced, following the passage of the Rice Marketing Amendment Act to end statutory rice export marketing arrangements, John and Ian have resigned from the RMB and have continued to serve as directors of SunRice by resolution of the Board. Today, John and Ian are seeking reelection as Grower directors for a 2-year term -- for a further 2-year term. If reelected, this means that they will be able to continue to serve on the SunRice Board for the same period as they were elected for the RMB by RMB members until 2026. Resolution 3 relates to the reelection of John Bradford, who is well known to A Class shareholders. John has been a director since 2015. He's a member of the Finance, Risk and Audit team, and a remuneration -- sorry, People and Remuneration, the Nomination and Grower Services Committee. John is also the Deputy Chair of our company, Trukai industries in Papua New Guinea, and he does a great job there. He is a fifth-generation farmer whose family has been farming the Riverina for over 100 years. He operates multiple properties, producing food and fiber in the Riverina and in Western Victoria, and has a long history of involvement with irrigation and rice industry bodies. The Board, with the assistance of the Nomination Committee has reviewed John's performance with a particular focus on the skills, knowledge and knowledge he brings and also his experience to the Board and his contribution to Board discussions. Accordingly, my fellow directors and I with John abstaining, unanimously recommend his reelection. I'd now like to invite John to say a few words ahead of the vote. Thanks, John.

Thank you, Laurie. Good morning, everyone. I'm here to seek your support to retain my position as a SunRice Director. If elected today, I will keep working closely with the Board and management to create continued value for both A and B Class shareholders while managing the challenges of water reform and global uncertainty. As seen in our recent results, SunRice's business model is operating well, and I see a bright future for the company. Thank you for your attendance today. And if successful, I will continue to represent SunRice shareholders and growers. Thank you, Laurie.

Thanks, John. Kate, are there any comments or questions from shareholders submitted in advance?

No questions or comments in advance. Actually, I'll just make a correction, if I may. So I think you said that John and Ian were last elected in 2002, and it was, of course...

Actually, that's a fair while. That is a fair while to go. I do apologize, yes 2022. So yes, thank you for that, Kate.. I'd now like to invite questions or comments relating to John's reelection from shareholders present with us today in Deniliquin. Thank you. I've got Russell Tate, and I'll go with Russell first, and then I've also got Steve. Thanks, Russell.

Thanks, Laurie. I would just like to support John's reelection for a number of reasons. Probably the main reason that comes to mind is, I think, back to the Ebro days. And if it wasn't for John and a few people that fought very hard against a takeover by Ebro, we wouldn't be here today. And I always remember those days, not finally. I often think of it, and I often think of John's role in maintaining the SunRice industry in Australia and in Australian hands, and I commend you for that, John. Thank you.

I hope everyone else does.

Okay. Thanks, Russell. And I've also got -- oh, yes, a question here. Sorry -- a comment here. Thank you. Steve?

Yes. Unfortunately, John is a neighbor of ours. He's always been very good at providing advice, not for Class A, but he's always been very good at providing advice for Growing Rice and other such things for all of his neighbors. So I wholeheartedly support his bid as well.

Thanks, Steve. Any other comments or questions? If not, I'll move to -- we'll now move on to the vote for this resolution by way of a poll. The valid proxy and direct votes for this resolution are on the screen. A Class shareholders, if you haven't already done so, please cast your votes on resolution 3 of your yellow voting card. [Voting]

I think everybody has done that now. The final item of business relates to the reelection of Ian Mason, who is also well known to A Class shareholders. Ian was first appointed to the Board in 2018 and is currently a Director of Trukai Industries. He operates a family farming business near Finley in Southern New South Wales, where he's farmed -- where he hasn't farmed -- the family has farmed since 1913, but certainly not Ian. And also in Barraba in Northern New South Wales. Ian has been involved in the irrigation and rice growing industries for about -- since 1977, I believe. During his career, he's always been actively involved in community industry organizations including as a former Chair of AgriFutures, Australian Rice Advisory Panel and serving as a member of that panel for 20 years. Ian has also acted as a delegate for the central executive the IGA and has been a member of the New South Wales State Water Murray and Lower Darling Customer Services Committee, a Board member of Southern Growers and also a member of several irrigation groups. The board, with the assistance of the Nomination Committee has reviewed Ian's performance with a particular focus on the skills, knowledge and experience that he brings to the Board and his contribution to Board discussions. Accordingly, my fellow directors and I, with Ian abstaining, unanimously recommend his reelection. I'd now like to invite Ian to say a few words ahead of the vote. Thanks, Ian.

Thank you, Laurie, and good morning to everyone. I'm here seeking reelection to the SunRice Board. I believe SunRice is well positioned to face the challenges ahead, challenges of water reform, spiraling costs, global instability and the move away from vesting. Our results presented today lay a strong foundation for the Board and management to build on. With your support, I look forward to continuing to contribute to the SunRice Board for the benefit of the company and both A and B Class shareholders. Thank you very much.

All right, Kate, are there any further comments or questions from shareholders submitted in advance?

Nothing in advance, Chair.

Thank you, Kate. I'd now like to invite questions or comments relating to Ian's reelection from shareholders present with us today in Deniliquin, and I acknowledge Jeremy as a previous Director of this company.

Thank you, Chairman. Yes, I'd strongly encourage the reelection of Ian Mason. I've known Ian for probably 25 years as a peer in the industry, both in Rice Board Association and also on the SunRice Board. As mentioned, Ian has extensive experience in research, development and extension and brings those skills to the SunRice Board. So -- and that's unique on the SunRice Board, those skills that Ian has. I would strongly encourage you to support the reelection of Ian.

Thanks very much, Jeremy. And I'd also like to acknowledge Lee who is coming in to the building with us today. Lee, of course, is one of our recent directors. So any other further comments? Yes?

Yes, Greg Bruno. I just like to support Ian as someone from his region over there. Ian gets a few phone calls from me and he always answers. And it's a great work for the industry, and I certainly support him continuing on. Thank you.

Thanks, Greg. Thanks for those comments. Any other comments or questions? Thanks, Ian. We'll now move on to this to the vote for this resolution by way of poll. The valid proxy votes and direct votes on the resolution are on the screen. A Class shareholders, if you haven't already done so, please cast your votes on Resolution 4 of your yellow voting card. [Voting]

I think you've all got that -- you've all done that. Look, that concludes today's formal matters. Please remain seated. I'd hold up your completed voting card and a representative of Link Market Service will collect it from you. So I'll give you a bit of time to do that, and then we'll make sure everybody is bearing in mind that -- some of you have voted online. So we already have y your vote. [Voting]

Thank you. I believe that those who wish to vote in the poll have now done so. If there's anyone who has not yet handed their completed voting card and had it collected by Link Market Services, would you please raise your hand if you haven't had your voting paper collected? I believe that Link has now collected all the voting cards for today's meeting. Look, thank you for all casting your vote. Thank you for casting your vote. And look, that concludes the business of the day. I'll now close the Annual General Meeting, subject to the finalization of the poll. The B Class meeting for Ricegrowers Limited will start at 11:30 a.m. here in Deniliquin. So we've got -- I'm going to call a 10-minute break, I think, Kate, yes, until 11:30. For those of you watching online, please note that the B Class meeting will be broadcast from the same link as the AGM. Please note that the results of the AGM will be announced on the ASX and posted on the SunRice Investor website. Thanks for your attendance today. We'll be back to 11:30. Before we do so ever, we'd like to share a video showcasing some of our work that the team in Trukai have been doing to support farmers in Papua New Guinea. So if you'd like to play that. [Presentation]

Thank you. We'll commence that at 11:30. Thanks, everybody. [Break]

Thanks, everybody. We're about to commence the B Class meeting. I'm glad to see, Sean and Helen that you've got a seat there. I'd just hope with everybody standing at the back. Good morning, and welcome to today's B Class meeting of Ricegrowers Limited. I'd like to begin by acknowledging the Tiwi people, traditional custodians of land on which we meet today and pay my respects to their elders, past and present. I extend that respect to Aboriginal and Torres Strait, the people here today. It's 11:30. I have been advised by the company secretary that we have a quorum and declare the meeting open. Please note the important notice and disclaimer on the screen. This can also be found within the presentation lodged on the ASX and the SunRice website. I realize most of you are joining us from the AGM held earlier this morning, but for those of you that haven't met me, my name is Laurie Arthur, your Chairman. I'd like to reiterate how pleasing it is to be here in Deniliquin today. I actually don't live all that far from here, about 100 kilometers, to be with our growth shareholders. And I welcome those joining us by live webcast. Now I'm going to get this right this time. See to that the head table with me today are: Paul Serra, our Group Chief Executive Officer and Director; Dimitri Courtelis, our Group Chief Financial Officer; and Kate Cooper, our Company Secretary. Our other directors are also here, and I ask them to stand as I mentioned their name: Deputy Chair, John Bradford; and Luisa Catanzaro, who I unforgivably missed out mentioning on our A Class share meeting. And Luisa is incredibly valuable to this company and approves my expense account as well. But that was probably a pretty bad move on my part. So I hope I'm forgiven, Luisa. Dr. Andrew Crane; Melissa De Bortoli; Ian Mason, Julian Zanatta; and we also have, I believe, Ian Glasson is still with us online. Also with us are the President of the RGA are Peter Herrmann; and Executive Director of the RGA, Graham Kruger. Mark Dow, partnered with our auditing firm, PwC, is here in the front row with us; and Emily Mackay, a senior associate with Herbert Smith Freehills. I also particularly welcome all our growers and shareholders. In terms of today's agenda, Kate will recap on the procedural matters next before we conduct the formal business of the meeting. After that, shareholders as a whole, will be given a reasonable amount of time to ask questions or make comments about the management of the company during questions and answer time after the items of business have been considered. Once the results of today's meetings are known, they will be announced on the ASX and the SunRice website. I confirm that I am holding undirected proxies in my capacity as Chairman of the meeting, and I will vote those proxies in favor of each resolution. I will vote all directed proxies in accordance with the directions provided by shareholders. I'd now like to hand over to Company Secretary, Kate Cooper, who will explain how to vote and ask questions during today's meeting. Thank you, Kate.

Thank you, Chairman. Voting today will be by way of poll. The resolution in the notice of B Class meeting is only able to be voted on by B Class shareholders. Resolutions 1 and 2 are ordinary resolutions, which require a 50% majority of votes cast to pass. We will share with you the proxy and direct voting results before you vote. Please note voting will close once Link Market Services has collected the voting cards at the end of today's meeting. As communicated in the notice of meeting, online proxy and other forms of voting ahead of the meeting closed at 11:30 a.m. on Sunday. B Class shareholders present at the meeting here today are, however, able to cast their votes using the voting card they received during registration this morning. Before we go any further, I need to check that everyone present at today's B Class meeting is holding either a voting or admission card. So B Class shareholders and their proxies, attorneys and representatives will use the right voting cards for today's resolution. B Class shareholders who are not voting at the B class meeting, for example, in joint holdings should be holding a blue nonvoting admission card for this meeting. And A-class shareholders who are not also B class shareholders are not able to vote at today's meeting and should be holding blue nonvoting cards. Visitors have been issued with red admission cards and are not able to ask questions today. Does anyone not have a card? Okay. Please make your way to the registration table and you'll be issued with the appropriate card by Link Market Services. Thank you. A representative of Link Market Services will conduct the poll as returning Officer. At the end of today's meeting, the Link team will collect your voting card. If you have to leave after the poll is opened, but before the end of the meeting, please leave your voting card in the poll box on the registration table. I should note that if you have previously voted by proxy, your votes cast here today will override your previous proxy direction. As the Chairman noted, there will be time for questions from shareholders. However, as with all shareholder meetings, I ask you to confine your questions or comments to the matters under consideration today. If you have any questions or comments relating to the long-term incentive award for the Group CEO, please ask your questions or make your comments during our discussion of resolution 1. If you have any questions or comments relating to the nonexecutive director's fee sacrifice B class share acquisition plan, please ask your questions or make your comments during our discussion of resolution 2. If you have any general questions or comments about the management of the company, please ask your questions or make your comments during the general question-and-answer time. [Operator Instructions] I note shareholders who are unable to attend today's meeting were able to submit questions in advance as outlined in the notice of meetings. These questions will be responded to first before we open the floor to questions from shareholders present with us in Deniliquin. For those shareholders who would like to ask a question or comment at the right time, just a reminder to please hold up your white or blue card and wait for a microphone. And if you could also please state your name for the room. Thank you, and I will now hand back to the Chairman.

Thank you, Kate. As the formal proceedings are about to commence, I will declare the poll on the resolutions open. As Kate just mentioned, for the purpose of voting each B Class shareholder or their proxy, attorney or representative will be received -- have received 1 white voting card. Gordon, did you get your card or -- okay. Thanks, Gordon. B Class shareholders are invited to place an X in the relevant for or against or abstain box for the resolution under consideration. As outlined in the Notice of Meeting, we are seeking B Class shareholder approval for the grant of the Group CEO's long-term incentive or LTI award under the SunRice Group's LTI scheme Sun shares. The LTI award is an equity-based plan, whereby eligible participants are allocated rights that vest over a 3-year term subject to the achievement of a mix of service and performance criteria. The performance period applicable to Mr. Serra's LTI award is the 1st of May 2024 to the 30th of April 2027. The Board has determined the performance conditions that apply to rights and has selected hurdles that are aligned to the group's strategic objectives and financial performance. The performance conditions for Paul are structured around maximizing grower returns, value creation for investors, strategic revenue growth and people metrics. The LTI award is a significant component of the group CEO -- of the group CEO's remuneration package, and is designed to reward performance that is in line with the performance of the company and returns for both classes of shareholders. Accordingly, the Board with Paul abstaining, recommends shareholders vote in favor of this resolution. Kate, were there any comments or questions relating to the long-term incentive award for the group CEO submitted in advance?

Nothing submitted in advance, Chairman.

Thank you, Kate. I'd now like to invite comments or questions relating to the long-term incentive award for the Group CEO from shareholders present with us today in Deniliquin. Do we have any questions or comments? If not, we will now vote on this resolution by way of a poll. The valid proxy and direct votes for this resolution are on the screen. B Class shareholders, if you haven't already done so, please cast your votes on Resolution 1 of your white voting card. [Voting]

Okay. The second and final resolution relates to shareholder approval for our Nonexecutive Director fee sacrifice B Class share acquisition plan. As detailed in the notice of meeting, the company has a minimum shareholding policy, which requires nonexecutive directors to hold B Class shares to the value of 1 year's annual base Board fee. The policy was adopted to increase alignment of the Board with the interest of B Class shareholders. To assist the nonexecutive directors to achieve this level of minimal shareholding, the Board has adopted the Nonexecutive Director fee sacrifice B class share acquisition plan. That's a bit of a mouthful, but that's what it is. Under that plan, the nonexecutive directors may acquire B Class shares by sacrificing up to 100% of their base Board fee. The share rights plan was last approved by B Class shareholders at the 2022 meeting. The company is again seeking B Class shareholder approval under Listing Rule 10.14 for the issue of B Class shares to nonexecutive directors under the share rights plan for a period of 3 years following the meeting. Because they have a personal interest in the subject matter of this resolution, the nonexecutive directors have abstained from making a recommendation to B Class shareholders in this -- in relation to this resolution. Kate, are there any comments or questions relating to the share acquisition plan?

No, Chairman, no comments or questions in advance.

Thank you, Kate. I'd now like to invite questions or comments relating to the resolution from shareholders present with us today in Deniliquin. Any questions or comments? Thank you. We'll now move on to the vote for this resolution by way of a poll. You can see those on the screen. Thanks. We'll now -- the valid proxies and direct votes on this resolution on the screen. B class shareholders who haven't already done so, please cast your votes on resolution 2 of your white voting card. Now that concludes, I think you'll -- give you all a chance to make sure we've done that. Now that concludes today's formal matters. Please remain seated but hold up your completed voting card and a representative of Link Market Services will collect it from you. Thank you. [Voting]

Thank you. I believe that those wishing to vote on this poll have done so. If there's anyone who has not yet had their completed voting card collect by Link Market Service, please raise your hand. Okay. I believe that Link has now collected all the voting cards for today's meeting. Thank you for casting your votes. As I mentioned at the start of the meeting, we will now consider any questions or comments from shareholders about the management of the company. Kate, do we have any general comments or questions about the management of the company submitted by shareholders in advance?

No, Chairman.

All right. Thank you, Kate. I'd now like to invite any general comments or questions about the management of the company from shareholders present with us today in Deniliquin. Do we have any comments or questions? Yes, Brian Kruger.

Thank you, Mr. Chairman. My comment is more as an executive Director of the Rice Growers Association, and it's a vote of thanks and appreciation more largely towards the SunRice Group when it comes to the approach that your management and the Board have taken towards cross-industry related matters such as research coordination across industry events such as the industry conference and the approach that your team have taken towards making sure that the whole of industry focus and the harmony within the industry is maintained and supported. So just an expression of thanks for that.

Thanks, Brian. And as an ex President of the Rice Growth Association of Australia many, many years ago, I'd just like to emphasize how important RMB -- sorry, Ricegrowers Association have been, but also the RMB that are ceasing to operate with the removal of vesting in New South Wales vesting finishes in 2015 and then the actual windup of 2025, I'm sorry. And also it finally winds up completely in 2026. And as I've mentioned at the previous meeting, thank you for all the people. I can see people that have contributed to those organizations and people that can still continue to contribute to RGA, which is an incredibly important organization. You might even say that they're the father of SunRice. So many years back, and I believe we have George Rathbone here at the moment that was at the meeting. So George was the actual meeting many years ago in the '50s when there was a move to create Ricegrowers Cooperative Limited. So very good decision at the time, George. Things certainly have changed. No, absolutely. So that was at the Whitton Hall at the time. So a lot for the good. Yes. Thanks, George. Any other questions or comments? Yes. Colin?

Thanks, Laurie. Two recent developments in the local region, not necessarily losing the vesting powers and the development of whether you want to call them a Riverina mill or another rice mill to the east of here. How is the company coping with those developments and what are their plans for the future for that to not impact basically now on my dividend?

Okay. That's a very good question. And I'll hand that to our CEO.

Yes. Thank you. Good question. So I think for the first part of that question around deregulation and how it impacts the SunRice as a business and particularly the B class investors of the business. We see this as an overall positive way forward given the situation that New South Wales government announced post its review into vesting with the partial deregulation and the increase in the regulatory environment that Chair referenced in his opening remarks for the A Class meeting this morning. So -- and those opportunities come from us being able to work more directly with growers in more flexible ways into the future, which given the backdrop of water reform and the likelihood that water pricing will increase steadily moving forward became really important. So the net-net is we believe being able to work more flexibly with growers more directly in a changing legislative and environmental situation, we can keep our mills fuller more consistently. And that's going to lead to a consistent outcome for B class as well as for A Class. So there's still that very strong neutrality there. In terms of the rest of the business, we saw this morning, the rest of the business is in a really good position. Our international markets are progressing forward. Our international supply chains are coping well with the disruptions that we have. So overall, we see certainly a good outlook for the company, albeit changing with reference to the vest in here in New South Wales.

And thank you. And we do have -- we've always had -- not always, I think that for about the last 8 years, we've had domestic competition, and we welcome that. That's fine. The change now has been that there will be exports. So any competition we will be able to export. Look, we're -- we need to continue to compete and put a great proposition in front of our growers, and we'll continue to do that. So I'm confident that we'll have -- continue to have strong support. But competition is fine. We've got it all around the world, and we've got a bit here now as well. So very strongly convinced that this company will continue to go into bigger and better things. Thanks for that question, Colin. Yes, please do have another one?

You'll be very disappointed if I don't ask this, Laurie. As far I understand it that SunRice or ATL, I think it does have static storage of 1.3 million tonnes. Now you're looking at the rice crop round about 500 million tonnes. To me, that is a deteriorating asset if it's not being used, which I believe it's not. What's the company plan to either to divest of those assets or make them productive for shareholders?

Good. I'll hand that one to our group CEO.

Yes. So some of those numbers may have been historical in nature. Our storage capacity is not quite at those levels. We don't like to disclose our full storage capacity for international competitive reasons. What I can say is it's about having effective storage. So in that, the ability to aerate product and to store that product for up to 18 months to deliver really high-quality paddy into our mills. And so the combination of that plus our milling capacity is kind of what leads to the situation that we are in at the moment. We're really trying to match those premium markets to the Australian outcome and keep those mills as full as possible. We have aging inventory. Some of you will know some of the ages of our more D Class sheds here and they're on a consistent cycle of either reinvestment or decommissioning depending on the safety concerns that we have for them. So overall, we're in a good position in terms of having the storage that we need to sit consistently around that crop size that we've been talking about across the Riverina in the last month or so in the sheds that we have.

Thanks, Colin. That's a really good question. I'd sort of add to that as well is if you went back 15 years here, when we had crops of 1.2 million tonnes, I think our biggest crop was 1.7 million tonnes. In those times, for example, with the 1.7 million tonnes we had rice everywhere. So that was an issue. But I think the fundamental change has been that we used to account for crops year-by-year because we used to clear everything because that's the way we operated. We had markets in Papua New Guinea, for example, but the times have changed. So we've actually bottomed out crops the size of -- and we had 2 consecutive crops of 40,000 tonnes, 50,000 tonnes. And so one of the things we're very focused on now is the strategic carryover of paddy to make sure that we can retain our presence in premium markets across the world. And one of the issues we do have, we need to retain that paddy in first-class condition for these premium markets. So the quality of our sheds, we're very much focusing on our best quality shares, but we're having a good hard look at what happens with the rest. So it is a bit of an evolution of the way we have to now operate and it's sort of also impacted by water reform. So it's something the Board regularly considers and looks at. And we take very seriously what comes from management and people like Bailey and some of the other directors -- it's not directors, sorry, senior management looking at AGS. So thank you for that question. Any further questions? Yes, Gordon.

There's an element of PR in -- anyone who went through Rochester and saw that Murray Goulburn factory sitting there. Large as life, but it was dead and stayed dead when other factories -- they didn't gone to sell it. They didn't. Inevitably, it was a write-off. But it was bad that Murray Goulburn lost a lot of respect of the people in town because they ignored any opportunity to on-sell it or develop it or do anything with it that was respectable.

Thanks for that, Gordon. So we look at -- as I said, we looked at the range. Would you like to add anything to that?

I mean we're obviously in a very different position than that business was. We have exceptionally strong businesses around the world. We have a really well-diversified business, of which the Australian footprint is a really critical part of. And our ongoing footprint that we have here in the arena, we're continuing to invest, and you saw that the Chair in his opening remarks there in the A class meeting talk about the $20 million investment that we have going in here in the Riverina. So we certainly see a bright future. We see a future that is geared around the footprint that we have, that's geared around being able to provide a premium outcome for Australia's very premium medium grain rice around the world. And now we're committing behind investing in that, which should give people confidence that Riverina rice is going to be an important part of SunRice moving forward. But more broadly, for the SunRice business and the B class investors, we have a very well diversified business now globally that's also derisked from any single market exposure. So we have supply chains that can source from Asia, that can source from the U.S., that can source increasingly from regions such as South America to help complement what we do here in Australia. And the combination of all of that works really well. So it is a strong business or strong fundamentals. We have a really good asset base here in Riverina, and that will be a very important part of the business moving forward that we're investing behind.

Thanks, Paul. We're also keeping a very tight watch on the rollout of water reform. I mean, currently, as I mentioned previously, there's a determination, well, that's been passed by legislation to return another 450 gigaliters that will have impacts -- it's had impact in Victoria, will have impacts everywhere. So -- but we've got a plan, and I absolutely share the CEO's confidence that we're going to well position ourselves to continue to attract paddy from our growers, and we're very confident about our expansion of our operations around the world. So we're looking forward to that challenge. Do we have any further questions? Yes, Ken. I've got Ken, and then I'll go to Greg Brunt. Ken Crossley?

Thanks, Laurie. Changes we've had recently in and probably about to come as well, has there been any consideration given to what -- with A Class shares where they can become tradable or transferable?

Yes. Look, that's a good one. So as you'd be aware, we have -- I think we may not -- we've got about 600 -- over 600 -- what's the exact figure, Kate? In A Class shares?

Around 680, I believe.

680, yes. So we have a set of criteria around how you hold those shares and we have -- and the constitution states how you maintain that. A little bit of history. When we went into those really strong draught years, we were concerned about the concentration of the shareholding. So we exercised discretion. We'll continue to do that as a Board. But we have criteria required for people to retain an A Class share. So it involves a production of rice. So people to retain an A Class share need to be active producers of rice. So we don't have any consideration of the ability to transfer shares. You need to be able to produce rides to retain them. Thanks, Ken. Anything further around that or?

Just if I may, Chairman. We did disclose in this year's annual report as part of listing on to the ASX in 2019 that we are reviewing nonstandard elements of our constitution, but that's part of an ongoing review that we're doing as a Board. And more broadly, that review included the growth strategy, which we started to communicate today, which is really around how do we position our company for the future. So that review is undergoing, but focus very heavily on how we build on the momentum and the fundamentals that we have as a company.

Thanks, Ken. Yes. Following on from that?

Just following on from that. I'm an active Class A shareholders, and I want to pull the shares up tomorrow and whatever I am going to retire or whatever, I don't want to do, so it means that, say, I can't realize any benefit from my Class A share.

The way to -- currently, it doesn't actually have a value attached. But as you'd be aware from the Ebro takeover event that in a change of control, it can have a value. But at this stage, there's nothing in the air around that. But potentially, that's a value that might be held with an A Class share, but this does not. So Kate, do you want to add anything or Paul, would you like to add anything to that?

No, that's correct, Chair. The A class shares don't have -- they're not tradable. So that's consistent with the rights attached to them since they were issued.

Thanks, Ken. And we have Greg Brunt.

Laurie, just a quick one. On the storage, like the blinding sheds sitting there year after year, I can't remember when it was last year. Just as a quick one, like this year, there was corn in that area, not being able to be harvested because they had nowhere for it to go. So there might be a dollar we made there because that was the fact that they were sitting there crop around -- quite a few crops around the area, nowhere to go, and the sheds sitting there with nothing in it.

Thanks, Greg. I'll hand that one to our CEO.

Great suggestion. We do look from time to time to time to store other products. In the sheds, there are obviously quality concerns and safety concerns doing it, but we have used our sheds over the years for different storage and continue to look at that from year to year.

So an example of that, Greg, was that we were storing almond in the Hay facility because there's not all of a rice grown in the Hay area at this stage. So we have consider that, and we look at those propositions on a case-by-case level, but thank you for that. Yes, Peter Connor?

Thanks, Laurie. Peter Connor from Coleambally. Just a point of clarification about the A Class share and the influence that the ASX has as an expectation that it will disappear. Now this year was the first year that they are expecting it to disappear and the recommendation from the Board to them at my understanding from the annual report is that you inform them that wouldn't be taken away. Can I just get a clarification from the Chair and the Board that it is not a Board decision to remove the A Class share. It is an A Class shareholder decision to remove the A Class share. And can I get a further clarification that every 5 years, the ASX is going to try and get us to remove it?

Look, I can answer that one for you. So basically, on the 5-year review, so we've been on the ASX now how long, Kate?

Since 2019.

2019, it gets away. So one of the things that requirements are that the Board would review. So there's no requirement for us to -- we are required to review and we do that. And I think it's relevant that we do that all the time. And the point you make very correctly. So the benefits of the A Class share are that the A Class shareholders get to -- they control the election of directors. That's the grower directors on our constitution. And they're the only ones that can change the constitution. So it's not a case where -- it would never be a case where directors decide this is going to happen. If anything like that is considered, we would have to bring something to the A Class shareholder. And so that's -- you're absolutely correct. So it's not up to us to make that determination. We would be required as a Board and to put a proposal in front of you. Currently, we're doing a review of the whole business, and we have no intention along that line. We haven't announced any intention. I think, Paul, would you like to comment. There have been questions to you from the media, et cetera?

No, I think absolutely, as we stated in the annual report and as we've said here, so adding to what the Chair said, it's a shareholder vote if a constitution was to be changed. And so that's very clear and consistent with the listed businesses. On the second piece, as we've communicated, we're looking at the nonstandard elements of our structure, which, as you indicated, every 5 years, the ASX require us to look at, but it's up to the Board to make a determination of what it sees in the best interest of both sets of shareholders and make a recommendation to shareholders if there was to be any changes. That review also includes and very importantly, what the fundamentals of our business look like moving forward because we have a great business. We've built a great business over 74 years, and it's continuing to go from strength to strength. So the review is certainly not just the nonstandard elements, the review is much broader as it should be around what the future of the Australian rice industry looks like, and what the future of SunRice looks like as a business.

Thanks, Peter. I appreciate that question. Any further questions? More than happy to take them. Okay. Well, thank you for those questions. That concludes the business of the day, and I will now close the B Class meeting subject to the finalization of the poll. The results of today's meeting will be announced on the ASX and posted on the SunRice Investor website once available. Thank you again for your attendance and participation, particularly to those shareholders who have attended both meetings. For those of you here in Deniliquin, we now invite you to join us for refreshments, and I wish you a good day, and thanks very much for attending. Thank you.