SEEK Limited (SEK) Earnings Call Transcript & Summary

Good afternoon, shareholders, visitors and SEEK team members. Welcome to those of you online and in the meeting room here in SEEK's offices in Cremorne in Melbourne. Welcome to SEEK's 2022 Annual General Meeting. I am Graham Goldsmith, the Chairman of SEEK. For those of you attending virtually, if you have any technical difficulties with the online platform, please call the number shown on the screen now and someone will assist you. Thank you for your attendance today. Today, I'm chairing this Annual General Meeting on the lands of the Wurundjeri Woi Wurrung people of the Kulin nation and recognize their continuing custodianship of the land, waterways and community on which we all rely, also recognizing the various traditional lands on which we all do our business. On behalf of the Board of SEEK, I would like to pay my respects to the Traditional Owners, their rich cultures and to their elders past, present and future and extend that respect to all Aboriginal and Torres Strait Islander peoples and all indigenous people on the lands from which we -- you are all attending today. I note that a quorum is present, and I declare the meeting open. Joining me on the stage today are Non-Executive Directors from my left, Andrew Bassat, Julie Fahey, Leigh Jasper, Linda Kristjanson, Michael Wachtel and Vanessa Wallace. Also joining me on stage is the Managing Director and CEO, Ian Narev; and Company Secretary, Rachel Agnew. Andrew Cronin from SEEK's auditors, PwC, is also in attendance. I would also like to acknowledge members of SEEK's executive leadership team who are either here today or joining us virtually. Kate Koch, our Chief Financial Officer; Kathleen McCudden, Chief People and Culture Officer; Peter Bithos, SEEK's CEO in Asia; Kendra Banks, the SEEK Managing Director of Australia and New Zealand; Emmett Sheppard, Managing Director Americas; Lisa Tobin, Managing Director Technology; and Simon Lusted, Managing Director, Strategy, Product and AI. Before we commence the formal business of the meeting, I'd like to outline the procedural aspects of this meeting. Shareholders, their attorneys, proxies and corporate representatives will have the opportunity ask questions at this meeting. If your question is of a general nature about the business, you may ask this following Ian's presentation. If your question relates to a particular item of business, please ask your question when we come to that item in the meeting. If you are attending in person, attendees with pink or blue cards are welcome to ask questions. Please make your way to the fixed microphone station on either side of the room, identify yourself and state your name. If you are viewing the AGM online, you may submit a question in writing at any time. Instructions on how to do so are shown on this slide. I encourage you to submit your written questions as early as possible in the meeting. Written questions may be moderated if we receive multiple questions on the same topic and answered together to avoid repetition. If you are viewing the AGM online and wish to ask a question verbally, an audio question facility is available during this meeting. Instructions on how to do this are shown on this slide. When asking the question, please state your full name before asking the question. To enable all shareholders a reasonable opportunity to ask questions, please keep your questions short and relevant to shareholders as a whole. I will answer your question or direct it to another appropriate person from SEEK to answer or to the external auditor who is also here to take your questions in relation to the accounts. In terms of the ordering of questions, we will first take questions from those here in the room, and this will be followed by written and then verbal questions through the online platform. Dan Ellis, the Corporate Communications Director, at SEEK will assist us with this process. I will now explain the voting procedures. Voting today will be conducted by the way of a poll on all resolutions requiring a vote. Ms. Christina Piccolo of Computershare, SEEK's share registry, will act as returning officer. If you are an eligible shareholder, a representative or attorney of an eligible shareholder or a proxy for an eligible shareholder you are entitled to vote. For those of you attending in person, you should have been issued with a pink voting card when you registered. If you are representing or you are a proxy for more than one shareholder, you will have been provided with a separate admission and voting card for each separate capacity in which you are attending the meeting. Relevant voting instructions are printed on the reverse of the pink card. If you have difficulty in completing your card, please raise your hand and a representative from Computershare will assist you. Before placing your voting card in the ballot box, please ensure that you print your name and sign the bottom of the card. Before you leave the meeting room, please place your voting card in one of the ballot boxes located near the exit. For those online, if you are eligible to vote at this meeting and are voting online, a vote icon will appear at the top of the online platform screen. Selecting this tab will bring up a list of resolutions and present you with voting options. To cast your vote, simply select one of the options, for, against or abstain. There is no need to submit your vote as the vote is automatically recorded, and we will receive a vote confirmation on your screen. You can change your vote until voting is closed. Proxy holders are reminded that you must vote in accordance with the shareholders' directions. Any directed proxies that are not voted at the meeting will automatically default to me as Chairman, and I will be required to vote those proxies as directed. We're entitled to do so and subject to the voting restrictions set out in our Notice of Meeting, I intend to vote all undirected proxies in favor of items 2 to 6. At the end of the discussion on each resolution, the proxy votes that we have received prior to the meeting will be shown on the screen. I now formally open the poll on all items of business. You do not need to vote now. You can wait for the discussion on each item and then vote as all polls will remain open until shortly after the end of the meeting. Before the formal business of the meeting, I will make a brief address, which will be followed by a presentation from Ian. Fellow shareholders, it is my pleasure to address you today in person and virtually and provide some of the highlights of the past financial year. Throughout the financial year ended 30th of June 2022, the impact of the COVID-19 pandemic recovery and the unprecedented external market conditions were dominant features in our operating environment. We saw strong job ad volumes, and this created positive conditions for SEEK's revenue growth and operating performance. We continued during the year to be guided by our purpose, which is to help people live more fulfilling and productive working lives and help organizations succeed. We were also supported by our strong foundations, our culture and our commitment to value creation through continued investment for the long term. During the year, we continued to execute on long-term strategic priorities. We separated SEEK investments allowing for greater focus on our core ANZ and Asia Pacific or APAC business. We commenced our Unification project, which is a key investment designed to provide a flexible, efficient, resilient, secure and scalable platform across APAC. We also continue to invest in our other strategic priorities, our brand, the use of data analytics and intelligence and pricing capability. Our people and their well-being remained our priority during the year. Our staff have been highly engaged during the year with our engagement scores remaining high, particularly in Asia. Given our strong employee value proposition, organizational culture and benefits offered, we have been successful this year in attracting talent in a very competitive environment. As a Board, in addition to our focus on strategy and our people and culture, we also continue to focus on overseeing our key risks, including cybersecurity and data protection with a view to ensuring SEEK continued and continues to deliver long-term value to shareholders. Turning now to our fiscal year 2022 operating results. While our operating performance and strong fundamentals contributed to our short-term results. The results also have some dependency on economic conditions. Over the year, we saw strong performance on revenue, EBITDA and net profit after tax. We also saw an increase in our costs with the largest single element being our Unification project. We are focused on eliminating these additional costs once the project is complete and maintaining a disciplined and stable cost base. In Ian's address, he will talk in more detail about the outcomes and our present outlook for the remainder of the current financial year. Given the strength of our performance, SEEK determined dividends totaling AUD 0.44 per share in respect of the 2022 fiscal year. As mentioned previously, during fiscal year 2022, the SEEK Growth Fund was established through the separation of SEEK investments from our core SEEK employment marketplace business. The fund has been seeded with SEEK's interest in online education services and a number of early stage ventures together with new capital raised. The fund is being managed by an independent company led by Andrew Bassat, as well as managing existing assets, remains focused on looking for long-term investments. Both SEEK and SEEK Investments have realized significant benefits from the separation and establishment of the fund. For SEEK, there is some focus from the Board and management on the growth strategy and capital allocation towards opportunities in our core employment marketplace businesses. The fund performed well during the fiscal year with its value increasing by 36%, including a downward portfolio adjustment of 18% to reflect market conditions. This strong performance reflects the quality of the assets. I turn now to SEEK's approach to sustainability. Our approach focuses on the ESG issues that matter most to SEEK's long-term business success and our stakeholders. During the year, we have made progress on our key ESG areas of focus. I will touch on a few areas, and Ian will talk more about this in his address. For the benefit of our customers and the communities in which we operate, SEEK has practices in place to identify, control and mitigate modern slavery risks on our employment platforms and in our supply chain, such as forced labor, trafficking and debt bondage. We also have a fair hiring program in Asia focusing on mitigating deceptive recruitment practices on our employment platforms. Given the nature of our operations, we are uniquely positioned to lead change against poor hiring practices and have made progress across this area this year. Climate change presents significant risks for us all. SEEK does not have a large carbon footprint. However, we are committed to minimizing our emissions as well as preparing for the impact of climate change on SEEK. During the year, SEEK ANZ was certified as carbon neutral for fiscal year 2021 by Climate Active. We developed an emission reduction strategy to achieve net zero by 2030 and committed to targeting that we source 100% renewable electricity by 2025. Our strategy for employment platforms includes attraction of the largest pool of candidates. We collect and use personal information from millions of people. Cybersecurity and data trust remain a strong focus for the Board and SEEK. We are focused on making sure customers trust how we use their data and that it is used ethically and for the benefit of our customers and communities. Leveraging data and artificial intelligence improves outcomes for both candidates and hirers. In evolving this capability, SEEK takes an ethical and risk-based approach with a focus on user trust. We invest heavily in cybersecurity across people, processes and technology. We expect cyber-attacks and prepare accordingly. Our approach is to mitigate cyber risks consistent with leading practice. We have a good understanding of our current status and the areas for further improvement and aim to constantly improve our protections against this area of risk. SEEK recognizes that diversity in the workplace in all its forms is important for an exclusive, innovative and high-performing business. We have a particular focus on gender diversity, workplace inclusion, flexibility and employee well-being. We have programs in place for the attraction, development and retention of women at SEEK due to the significant underrepresentation of female talent in professional and leadership roles in the technology industry. During fiscal year 2022, our continued focus on gender diversity in hiring practices resulted in 49% of total new hires across APAC being women. SEEK is also focused on ensuring gender pay equity across all levels and has robust annual processes in place to ensure equitable pay outcomes for similar roles. Outside of gender, we are focused on an inclusive approach to all our staff, whatever their background or orientation. The Board is proud of SEEK's commitment to sustainability, and I encourage you to read our 2022 Sustainability Report. I will now comment on our executive remuneration structure. The main objective of SEEK's remuneration framework is to ensure close alignment between executive reward and shareholder returns over the long term. To date, it has served us well. The benefits that executives have realized under the Wealth Sharing Plan and the Executive Equity Plan since the framework was introduced in 2012, have been closely aligned with the total shareholder return growth we have seen by -- seen by shareholders. Since 2012, SEEK's total shareholder return has grown by 290% compared to 140% growth for the ASX 200 over the same period. Despite SEEK's growth, 2 of the last 6 Wealth Sharing Plan offers tested to date have lapsed, highlighting the at-risk nature of the award given the share price hurdle set. The Board recognizes that even with this total shareholder return growth and strong operational performance, the SEEK's share price has been disappointing in recent months. This is due largely to the drop in valuations of technology companies and an uncertain economic outlook that affects stocks like SEEK that are dependent in part on economic conditions. We believe that if we execute our strategy well, SEEK shareholders will be rewarded with capital growth and reliable dividends. For fiscal year 2023, the Board made a decision to make some changes to the Wealth Sharing Plan, which were designed to set a more challenging price at which the options and rights vest under the plan and to encourage the choice of options by executives, further aligning executive and shareholder interests. The Board continues to review SEEK's executive remuneration framework to ensure that it supports the sustainable growth of our business and the execution of our strategy and meets shareholder expectations. The Board is currently undertaking a comprehensive review of SEEK's executive remuneration framework informed by market practice. As always, we will share our thinking with you as it evolves and continue to welcome your feedback. I'll now comment briefly on the executive leadership team. As you are aware, Ian Narev was appointed as Managing Director and CEO of SEEK from the 1st of July 2021. During the past almost 18 months, Ian has made a significant contribution, including to leading our business performance, our strategic direction and focusing on disciplined execution. While retaining the aspect of the SEEK culture that have and continue to make SEEK a successful company. In July 2021, Ian established his executive leadership team of whom over 50% are female. During the year, the ELT has worked cohesively to make significant contributions and progress, including in relation to the business performance, executing our strategy and the Unification project. I would like to comment on Board and Committee succession. The Board, as you see today, currently comprises 7 Non-Executive Directors and 1 Executive Director. Given our growth strategy and operations in Asia, with the assistance of an external search firm, we are actively undertaking a search for Non-Executive Director candidates based in Asia, and with experience in our relevant Asian markets with a view to appointment to the Board of the successful candidate during the current financial year. In November 21, Leigh Jasper was appointed as Chair of the Remuneration Committee. He has brought a wealth of experience to the role, given his previous roles in the technology industry and as a CEO of a listed entity. And on behalf of the Board, is leading the review of our executive remuneration framework. We have also recently changed the composition of our Nomination Committee. Given the nature of SEEK's prior operations, the size of the Board was historically relatively small, and therefore, all Non-Executive Directors were members of the Nomination Committee. The Board has expanded in size to provide effective governance over SEEK's current operations and strategy. Therefore, the Board decided to change the composition of the Nomination Committee to comprise me as Chairman, the Chairs of the Audit and Risk Committee and Remuneration Committees and 1 additional Non-Executive Director being Linda Kristjanson. Leigh and Linda are presenting themselves for reelection at this year's AGM. Both Linda and Leigh continue to make significant contributions to Board deliberations and decisions and a highly valued members of your Board and your Board unanimously supports their reelection. In closing, I would like to thank Ian, the executive leadership team and indeed the entire SEEK team together with the Board for their hard work, dedication, leadership and care for each other and our candidates and hirers during the year. It now gives me great pleasure to hand over to Ian.

Thank you, Chairman. Hi, fellow shareholders. Thanks for taking the time to join us either virtually or particularly those of you who have come here to be here in person. And if you are in-person who want to stop by for Ian after the meeting, please do so, if there's no time to answer all your questions. Let me just start by saying what a huge privilege is to lead this business and to thank the Board as the representative of the shareholders for the opportunity to do that. It really is a privilege. I get to be the member of a number of terrific teams here; one is the Board, the other is the executive leadership team who Graham has introduced at the start who really are a dedicated smart and fun group of men and women and in the broader SEEK team. And I really do feel very privileged to represent them in front of you this afternoon. I'm going to run relatively quickly through FY '22, which finished on the 30th of June, frankly, because it sounds a bit like ancient history to all of us. But since we are at the Annual General Meeting talking about the accounts for the year, I think, it is important to go over the highlights of the year. Graham mentioned and I just want to reiterate to all of you. SEEK is and always has been about creating value for the long term. None of us in the Board or the executive team are thrilled that the share price has remained relatively low over recent times. We don't sort of take that lightly at all. What we do focus on is delivery to the best of our capability. And I do think as you look at the results of the FY '22 financial year, the main message really overarching it is what we do control, by and large, went pretty well. The highlights you can see here, we saw revenue growth of 47% , EBITDA growth of 53% relative to the prior comparative period. Graham mentioned, we had some pretty favorable market conditions underpinning that with the economic recovery after COVID, but the operational metrics of the business went very well to support that. We had record ANZ job volumes, growth across all the key regions, strong performance throughout Asia. It enabled us to generate the cash to keep ongoing investment in long-term strategic initiatives and building capability and that willingness or determination to invest in the long term, always has been the hallmark of SEEK since this gentleman and a couple of others started the business 25 years ago last week, and that's not going to change. The most important of those investments, our Platform Unification program, which I'll come to in a minute was progressing -- has been progressing well and the scope of it was expanded. And then as Graham mentioned, we saw a very good year for the SEEK Growth Fund in the first year post the separation with a 36% increase in portfolio value and progress against the ESG priorities, which I'll get to in a minute. Recapping again the main financial results. I won't read them all to you. You can see them there, but strong revenue growth, EBITDA growth ahead of revenue growth. Profit growth of 81% versus prior comparative period, excluding significant items. There are always a bit of one-offs and strange noise between the EBITDA line of the NPAT line, but the headline metrics there going very well. And then the Discontinued Operations, which I think you're probably familiar with now a product of the restructure that we did of 156% of the prior comparative period, but a relatively small amount of what we're talking about here. Capital management was a real highlight. The operating cash to EBITDA conversion is one of the major hobbies of our Chief Financial Officer, Kate, and that went up to 112%. So the way the efficiency with which we're generating cash in the business is really strong. It is continually strong. We took the view in this financial year, probably about a year ago in calendar terms that we didn't believe a lot of predictions about the interest rate cycle, it was going to go up. We were sure it was going to go up. We refinanced pretty much the whole balance sheet. We thought it was a good idea at the time. And I think events since then, it's pretty obvious to say have supported that decision so we feel very good there, both about the structure of the balance sheet and also the overall levels of debt. You can see cash and undrawn facilities of around AUD 739 million at 30th of June. And then all -- the operational performance and cash generation, enabling a final dividend of AUD 0.21 per share and a total FY '22 dividend of AUD 0.44 per share. Again, we look at the overall revenue metric, but what we're really trying to understand as a management team is how have we gone trying to normalize for the market conditions. We don't control the market conditions, what we want to be in the position to do as best as we possibly can, whether the markets are good or bad. We had record job volumes in ANZ and growth across Asia. Part of that was the market, but part of that really is, again, a hallmark of SEEK over 20-plus years, which is we keep investing. And therefore, we're in a position to catch the ball when it's thrown to us in these sorts of economic conditions. So the overall performance, even relative to the economic environment, we're very happy with. We have increased depth product adoption, which as most of you will know, is the structured products above the basic ad where people are trying to get more prominence ad profile to the ads and those sorts of things. So that's a good sign. It's sort of a bit of an upsell there. Very high levels of candidate and higher activity showing our relative position to competitors remains very strong. And on that note, you can see strong market brand metrics [indiscernible] placement share about 30% in Australia and a SEEK average -- Asia average placement share of 23%. I just want to stop on this point for a minute because there's always a lot of discussions about, well, a lot of Australian companies have tried to do well in Asia. How are you going to do well? We are the #1 player in every market we are in, in Southeast Asia. So we are not an Australian business, wondering how to get a foothold of Asia. We're an Australian business with market leadership positions in those 6 countries. It's a very competitive market. We don't take it for granted any day of the year. But we really feel that gives us a very strong foundation for growth. And Peter Bithos and his team there are working very hard to make the most of the assets and the capabilities that we have there. We always, as I said, look forward to the major strategic initiatives that we're looking to do. I'll come back to Platform Unification in a minute. We've put a lot of effort behind the marketing in ANZ under Kendra's leadership because during COVID, this is one area we cut back quite significantly. Given the low levels of activity in the economy, there wasn't a huge logic for large levels of marketing spend, but we brought that back as the economy came back good. And then we've launched a large-scale Asia rebranding campaign with very positive outcomes. Graham commented about the broad strategic goal we've got in the areas of data capture, analysis and application, and this is really going to be a core of the competitive advantage that we hope to build and strengthen in our business. And then the idea that there's a major opportunity in the business. And I think your management team is very positive about the prospects of this business. And one of the major reasons we're positive about the prospects of this business is we can see the value that we're creating for customers, and the business has always got to be at its core about creating value for customers. And we can see a very clear path that the more value that we can create for them, the more we create a pricing opportunity and value opportunity for shareholders. Those 2 things go hand in hand. We've built the capability to do that, and we're seeing very encouraging early signs of it. I won't bore you with the details of the Platform Unification project, even though I could talk about it all night because this is the biggest thing going on in the business, and it has been for a while, and it will be for this financial year. And what -- the simple logic to understand here is to say that we've got a very strong underlying product and technology platform in Australia. Through the acquisitions of JobStreet and Jobs DB over time, we inherited platforms, which were sort of fit-for-purpose but not scalable. And we took a very big and ambitious decision to take the time to unify the platform so that the Asia product and technology platforms come on to the ANZ platform. As we were doing that, we had the appetite to challenge ourselves a bit further. And so during the course of this year, we added our enterprise applications to that unification work and also our Customer Relationship Management platform. So by the end of the 2024 financial year, so 18 months from now, we are going to have a fully unified product and technology CRM and ERP platform. It's very hard work. I think the team that has been leading that, which has involved a huge number of people at SEEK under Jesse Stratford and Steve Coughlan's leadership has worked very hard and done extremely well. There's a lot of hard work to go on that, but we feel very good about where we're at, and I'll come back to that in a minute. And then finally, as Graham has mentioned, I won't spend a huge amount of time on this, but the really impressive performance of the SEEK Growth Fund in challenging market conditions. It really emphasized 2 things for us. Number one, it was the right thing to do -- to do the split, really for 2 reasons. Number one, it gave Andrew and his management team razor sharp focus on what they will need to do, which is grow the value of those assets. And the other, probably less understood, benefit of doing the split is it's enabled this Board that you can see here to spend all of its time focusing on the operations and the enormous potential of the employment marketplace business. And Andrew and his team just reemphasize, I think, during a difficult year, what quality assets they've got and what quality capability they've got in the team and managed to deliver very good portfolio increases during the year, even after the adjustment that Graham spoke about. Finally, in terms of last year, the ESG priorities that we were talking about, and I'd have to say is having been at SEEK now 3.5 years, and we were talking about this at the Board because we had a lengthy discussion at today's Board meeting on our modern slavery statement. One of the great aspects of leading SEEK is that SEEK people love ESG priorities. They're not here to fill reports or to make people feel good or to please investors. We have these priorities because SEEK people really care about them. And that makes progressing them and investing behind them a very easy job. We've got to be very thoughtful about what we do, pick to do. And the top 2 here are really important to us. Number one, fair hiring, I mean, this is what we do. And we've got really big ambitions in setting standards for fair hiring and also modern slavery supply chains. But what we said to ourselves is the #1 thing we've got to do is get our backyard right and we made a really good progress on that during last year. Responsible use of data and AI. Graham mentioned testing against AI risk reviews, artificial intelligence. So we can see enormous opportunities to add value to our products through data and analytics but we've got to do it ethically and we've got to do it safely, and we've got to do it transparently, and people need to understand our algorithms. And all those aspects go to the heart of this priority. As Graham said, we're not a huge emitter but we are very committed to responsible citizenship here. And you can see that ANZ was certified Carbon Neutral for FY 2021 under Climate Active and then a real focus on diversity and inclusion, we're focused here particularly on women in leadership and on my team. There are areas -- we're going to keep working hard on that. There are areas I don't think we are doing as well. We haven't made as much progress on cultural diversity at our leadership levels, and that's something that we've really got to focus on. We are a multinational business. We need a leadership team that reflects that. And we've also, I think, only taken the early stages on building strong respectful relationships with first Australian communities and there's a lot more work to do there. Turning now to our trading update for FY '23. So at the moment, for the year so far to date, we've seen, obviously, low unemployment, continuing high candidate engagement. So it's generally positive market conditions still for SEEK. What we've seen is that job ad volumes in Australia and New Zealand have moderated slightly below June and July levels but as a result of that applications per ad have shown some improvement. And this has been a real source of pain for a lot of hirers; low of applications because there have been high levels of ads. The ad volumes have moderated slightly, applications per ad have shown some improvement. SEEK Asia revenue is tracking slightly ahead of expectations, and particularly its yield is going a bit more positively than we thought. Costs are tracking in line with expectations, and I'm pleased to say that after another few months, since the results Platform Unification continues to progress to plan. And I would emphasize that I see that the results in August. This financial year 2023 year is a big year for the Unification program. We're not going to start celebrating anything until we're through the year and beyond, and it's done, at the end of 2024. But what we can say is it's continuing to progress to plan, and that's pleasing. And so we're on track to deliver financial year '23 guidance for revenue, EBITDA and NPAT for continuing operations. What does that mean? And you can see here we're affirming FY '23 guidance. So these are the same guidance as you saw in the result -- full year results announcement, revenue, EBITDA and NPAT, you can see the ranges that we've got there. In terms of the assumptions that we're talking about, and these are very important. We're forecasting economic conditions, changes in hiring sentiment, candidate availability, and FX remains challenging, stating what's probably obvious but important to have you on the page, we are still in a pretty unpredictable environment. But as always, we're doing our best to say what do we think that environment is going to look like for the remainder of FY '23. And we're seeing that ANZ job ad volumes will continue moderating slightly, in line with a small increase in the forecast unemployment rate and there will be some offsetting yield improvement from dynamic pricing and lower discounts. We are forecasting that SEEK Asia will continue in line with the current revenue trajectory. We think costs will be in line with expectations, including Platform Unification with capacity to manage the discretionary cost base in the event of an economic downturn. And all the other assumptions are consistent with Page 38 of our FY '22 results presentation. And then very quickly, just reaffirming guidance on the Discontinued Operations with approximately AUD 5 million, I will say because some shareholders were interested. We said at the full year that we were expecting further proceeds from the Zhaopin sell down during this quarter. We did receive those proceeds that we expected. So we've received a further AUD 80 million since we updated the market in August, and that leaves a receivable of around USD 85 million, which we expect to receive probably sometime during calendar year 2023. Thank you very much.

Thank you very much, Ian. So I now invite shareholders to ask any questions in relation to the presentations that you've just heard and the company's operations or management generally. And we'll start with any questions from the room. If you have a question, please move to a microphone, raise your pink or blue card and state your name.

Chairman, [ Ian Currie ], shareholder. Chairman, something that hasn't been mentioned today and which has been of concern for 5 to 8 years now is Brazil. One can keep putting money into Brazil, I hope that -- and hope that it will work out well, given that it's one of the largest populated countries in the world and considerable effort has gone into it. But our focus seems to be more now on Asia, which it doesn't seem to be an issue at all. For how long can Brazil continue to be a drain on results? And I know timing is everything, you could pull out just when it was turning around, but it has been too long. Just other minor point, Chairman, for next year's AGM, perhaps, it could be mentioned that car parking is very difficult. And they might prefer public transport. But I'd like your comments on Brazil in particular.

Thanks very much, [ Mr. Currie ] And we know we'll make sure we get a comment on the car parking. On Brazil, I might ask Ian to take that's been a subject of some discussion at the Board.

Yes. Thank you for raising the question. It's an important one and it's obvious in this year because it made a loss of AUD 25 million, and we are very conscious of that. I'll try and give you a brief-ish answer on it. Look, clearly, it's an economy which over the long term has got really significant potential population-wise economy-wise. And our view of that hasn't changed since SEEK the made the investment several years ago. It's been a very tough market for us, as is obvious from the results, and it's been a tough market for a couple of reasons. Number one, the macro has been difficult for both global reasons and economic reasons unique to Brazil. They've just had an election there. As you'll probably be aware, it will be interesting to see with the return of the previous leader how that goes. But the country itself has had a lot of economic challenge and had a very rough time during COVID. And the second thing is from the point of view of employment marketplaces, it's a very fragmented market. It doesn't follow the usual rules of all our other markets, where there's one or two players really dominating and there's all [indiscernible]. And on top of that, it's the only market we are in where we have a predominantly candidate-pays model versus a hirer-pays model. And that sounds like a bunch of excuses to you, so you're more interested in what we're going to do about it. I'm pleased to say I get the opportunity to go there again in January, Emmett Sheppard, who's in the front row, has been there recently and will be back with me in January. We've got a pretty good feeling that by the end of this year, we're going to be back on the run rate where it's no longer losing money. That, by the way, doesn't mean that for this financial year, it will be. Even that means by the end of the financial year, it will be back on a decent trajectory. And at the moment, Emmett and his team and with Simon Lusted, Head of Strategy, and all of the executive leadership team is really focused on what does the long-term answer really look like. Having come out of COVID, seeing where Brazil has seen, what we've learned about the model putting in place a more robust long-term plan. So we expect to give you more information about that. I would probably say not at the interim result, but by the time we get to the end of the financial year.

I'll be back in 12 months' time, then.

I'm sure you will. Thank you.

Any other questions in the room? On my left.

My name is [ Philip Crawford ]. I'm a shareholder of SEEK. I was just wondering what is the cost of the Unification Platform? How many people have you budgeted for it? How long would you expect it to last? Because as I'm sure you're aware and many other people it tends to become a huge hole and nothing actually ever gets achieved sometimes in some of these projects. So I'm just wondering what your definition is of success and what the actual cost is? How many people are involved? And is it AUD 100 million a year or less? It would be nice to have a figure, I feel.

Ian, would you like to address this?

Yes. Thank you for the question. We mentioned the results for the full year that the -- over the life of the project, which we are roughly halfway through now. So by the end of 2024 financial year, it will have cost an incremental roughly AUD 180 million for the life of the project. And that means that's money that we wouldn't have spent otherwise that we're spending on the platform. It is a bit more than that because there's also some diversion of internal resources, but that's the additional money. We've also been very clear. The reason we've talked about incremental cost is because we've made a commitment to you that by the end of the 2024 financial year, that incremental AUD 180 million will not recur in the business, and that's why we've isolated it. It is hundreds of people. The number workload on any given day varies a little bit because there are a lot of internal people spending some of their time on it, but it's hundreds of people. There are very clear milestones on the program and the Board had an update from Jesse and Steve today, in fact, which they do regularly reporting against the milestones. And at the end, it's very easy to tell. I think your point is well taken that sometimes you spend all this money on technology and nothing ever happens. And we've seen examples of that across many different companies. It's very clear that you'll see it because there is going to be a day during the 2024 financial year where the entire Asia platform across 6 countries switches over to the Australian platform. There's no way to hide on that. It's going to happen, and we're on track to do that. So again, our experience with projects of this nature is they're never done until they're done, and we're never going to confidently predict that it's all going to be fine. But what I can say is that as we sit today in November 2022, it's going as well as we would hope. And if we can continue on this trajectory, we'll be very pleased.

I would just add, it's probably -- it is the #1 strategic priority at the moment. And as Ian said, the Board is getting very regular updates and in-depth updates and all my colleagues, I think, everybody asked a question today, for instance, there's a lot of interest in making sure that we do achieve what management has set down. If there are no other questions in the room, I'll turn to online. Dan, do you have any questions?

Chairman, I confirm there are no questions on this item of business.

Thank you. And so fellow shareholders, the Notice of Meeting has been circulated, and I will take it as read. There are 6 items of business listed in the meeting. Items 2 to 6 require a vote. As mentioned previously, we will display proxies received on the screen after the discussion of each item of business. And so we'll now move to the first item of business, which is the financial statements and reports. Item 1 is the consideration of the financial statements and reports. SEEK's financial statements for the year ended 30th of June 2022, the Director's report and the Auditor's report are all included in the 2022 annual report. This is available on the SEEK website. This item of business is not subject to a vote. However, shareholders may ask questions or any further questions or make comments in relation to the financial statements and reports. Shareholders may also ask questions of the company's external auditor on matters relating to the conduct of the audit and the auditor's report. There were no questions received prior to the meeting, so I'll move to any questions from the room. Are there any questions on this item in the room? No. So we'll turn to online. Dan, do you have any questions?

Chairman, I confirm there are no questions on this item of business.

Thank you very much, Dan. We'll now turn to item 2, which is the Remuneration Report. Item 2 on the Notice of Meeting is a resolution for the consideration and adoption of the remuneration report for the year ended June 30, 2022. The remuneration report is set out in SEEK's 2022 annual report and provides disclosures of Director and Executive Remuneration. In my address earlier, I made comments about remuneration, which I won't repeat at this point. The vote in relation to this item is of an advisory nature only and does not bind the company. However, the outcome of the vote and discussion on this item will be taken into consideration in determining future remuneration policy. The resolution for this item appears on the screen. There were no questions received prior to the meeting, so I'll now move to any questions on this item from the room. No questions in the room. I'll turn to online. Dan, are there any online questions?

Chairman, I confirm there are no questions on this item of business.

Thank you. We'll now show the proxies received on this resolution are now shown on the screen. Thank you. Item 3 is the Reelection of directors. Item 3 (a) is the reelection of Leigh Jasper. And the first of these resolutions relates to his reelection as a Director. Leigh is retiring from office and is eligible to stand for reelection in accordance with our constitution. Leigh is an Independent Non-Executive Director, first appointed to the Board in April 2019. He is Chairman of the Remuneration Committee. Full details of Leigh's experience and qualifications are included in the explanatory notes to the Notice of Meeting, and the resolution appears on the screen. The Board considers Leigh to be independent and the directors other than Leigh recommend that you vote in favor of his reelection. I will now invite Leigh to address the meeting before taking any questions.

Thank you, Graham. I appreciate the opportunity to speak to you, our shareholders. As I stand for reelection to the Board of what I believe is one of Australia's truly great technology companies. By way of background, before joining the SEEK Board, I co-founded and led a technology company, Aconex, to become the world's leading provider of web-based collaboration software to the global construction industry. I led Aconex through an initial public offering in 2014, and then as a listed company into the acquisition by Oracle in 2018 for [ AUD 1.6 billion ]. I now Chair SecondQuarter Ventures, a technology investment fund and Chair LaunchVic, the Victorian government startup Agency. I also serve on the Board of the Burnet Institute. Over the last 3.5 years on the SEEK Board, I believe that I've been able to contribute positively bringing my entrepreneurial technology background and public company leadership experience to support the management team and the Board's governance of the company in such areas of strategic planning, our approach for international expansion in the technology development and investment areas. As Graham mentioned, this year, I've taken on the role of Chairman of SEEK's Remuneration Committee. In my letter in our annual report and in the context of the separation of the investments business from SEEK, the Remuneration Committee is working through a comprehensive review of SEEK's executive remuneration framework, in particular design of the Wealth Sharing Plan. We welcome your feedback as shareholders as we go through this review. More than ever, I believe that SEEK has the strategy and the leadership team to develop our strong market positions for significant long-term revenue growth. Thank you for this opportunity to make a few comments. I look forward with your support to continue to serve shareholders on the SEEK Board.

Thank you very much, Leigh. There were no questions received prior to the meeting on this item. So I'll move to any questions from the room. Are there any questions on this item of business? I will now turn to online questions. Dan, are there any online questions?

Chairman, I confirm there are no questions on this item of business.

Thanks very much, Dan. The proxies received on this resolution are shown on the screen. We'll move now to Resolution 3 (b), which is the reelection of Linda Kristjanson. Linda was appointed to the Board as a Non-Executive Director in October 2020. She is not required to stand for reelection until 2023. However, she is retiring and standing for reelection at this AGM to ensure that all our female Non-Executive Directors on the Board are not standing for reelection at the same time. I thank her for doing that. She is a member of the Remuneration and Nomination Committees. Full details of her experience and qualifications are included in the explanatory notes to the meeting. The resolution appears on the screen. The Board considers Linda to be independent and the directors other than Linda recommend that you vote in favor of her reelection. I'd now like to invite Linda to address the meeting.

Thank you very much, Graham, for the opportunity to speak to shareholders today. I'm pleased to stand for reelection to the Board of SEEK. SEEK's purpose to help people live more fulfilling and productive work lives and help organizations to succeed is a purpose that I'm proud to uphold and serve. I've held senior executive and Board of Director roles across a range of sectors, academia, industry and government. I'm currently Chair of the Victorian Comprehensive Cancer Center, and I'm a Non-Executive Director of Skalata Ventures Limited, which is a company that provides seed investment and mentorship to Australian startups that are hoping to scale up. I'm also a Non-Executive director of Education Australia Limited, Global Citizen Limited and the Mineral Exploration Cooperative Research Center Company, where I chair the Audit and Risk Committee. I've previously served as a Non-Executive Director on several technology and science companies including AARNet, which is the company that operates Australia's academic research IT network. And I chaired AuScope Limited for 10 years, which looks after all the geospatial and geoscience infrastructure for Australia. Let me offer some brief comments about SEEK and my contributions. SEEK has a clear long-term focus and is committed to delivering strong shareholder returns. The company is focused and alert to competitive pressures. It maintains its lead share in all 10 geographies in which we operate. The company has a sophisticated understanding of the external landscape and is moving proactively with our unification project, which I believe will allow uplift in our proposition in Asia and should unlock innovation in ANZ. My experience in managing complex large-scale digital transformations and change processes has been helpful in monitoring the Unification project and the process is needed to capture the value from this transformation. The executive leadership team is energized and working effectively as a high-performing unit. The shift following COVID-19 to hybrid working arrangements and attention to the collegial culture has been very positive. In my 2 years as Board of Director, I've been impressed with SEEK's attention to workplace culture, noting an organization with clear processes to deliver on thoughtfully aligned sustainable goals, such as fair work practices, climate change, modern slavery. SEEK welcomes complementary expertise to help navigate competitive pressures, the ever-changing policy settings and compliance and reporting requirements. I've appreciated the opportunity to contribute my experiences in governance, leadership, people management and risk mitigation, and value the fulsome and open discussions at Board and committees as we actively work together to try and build value. Thank you for this opportunity to share my background and outline my intent to work on your behalf. I look forward with your support to serving shareholders and the SEEK Board.

Thank you, Linda. As there were no questions received before the meeting on this item, we'll move to questions on this item from the room. Are there any questions on this item of business? Thank you. We'll now turn to online questions. Dan, are there any questions?

Chairman, I confirm there are no questions on this item of business.

Thank you, Dan. The proxies received on this resolution are shown on the screen. We now move to Resolution 4, which is Item 4 of the Notice of Meeting. SEEK's shareholder approval for an increase in the maximum aggregate fees that may be provided by SEEK to the Non-Executive Directors of SEEK per year. The maximum aggregate fees, including all fees and superannuation that may be provided by SEEK to the Non-Executive Directors for their services as Directors is currently AUD 1,800,000 per annum. The current maximum aggregate was approved by shareholders at SEEK's 2016 AGM as required by our constitution. Shareholder approval is being sought to increase this sum by AUD 300,000 to a new maximum aggregate amount of AUD 2.1 million per annum. SEEK's Non-Executive Director fees are maintained consistently at/or below the 25th percentile of fees for our primary comparator group. This is not a proposal to increase fees for each Non-executive Director. The proposed increase is intended to accommodate a new Non-Executive Director appointment and any future slight adjustment to fees. As disclosed in the Notice of Meeting, the Board is currently undertaking an active search process with a view to appointing a new Non-Executive Director based in Asia to the Board during this financial year. There were no questions received before the meeting on this item. So I'll now move to any questions from the room. Are there any questions on this item? Dan, will now turn to online questions. Do you have any questions?

Chairman, I confirm there are no questions on this item of business.

Right. The proxies received on this resolution are shown on the screen. Moving to Resolution number 5, which is the grant of an Equity Right to the Managing Director and CEO. Item 5 of the Notice of Meeting seeks shareholder approval in accordance with Listing Rule 10.14 for the grant of one Equity Right to the Managing Director and Chief Executive Officer, Ian Narev. The basis for calculation of and the terms of the equity rights are set out in the Explanatory Notes to the Notice of Meeting. The Explanatory Notes also outlined Ian's remuneration package for fiscal 2023. The resolution appears on the screen. The directors other than Ian recommend that you vote in favor of this resolution. There were no questions received before the meeting on this item. And so now we'll take any questions from the room. Are there any questions on this item of business? And we'll turn to online. Dan, do you have any questions online?

Chairman, I confirm there are no questions on this item of business.

Thank you. The proxies received on this resolution are shown on the screen. The final resolution today is Resolution 6, the grant of Wealth Sharing Plan awards to the Managing Director and CEO. Item 6 of the Notice of Meeting seeks shareholder approval in accordance with Listing Rule 10.14 for the grant of 184,102 Wealth Sharing Plan options and 75,788 Wealth Sharing Plan rights to our Managing Director and CEO, Ian Narev. The terms of these wealth sharing plan options and rights are as set out in Explanatory Notes to the Notice of Meeting. The resolution for this item appears on the screen. The directors other than Ian recommend that you vote in favor of this resolution. There were no questions received prior to the meeting on this item and so we'll now move to questions from the room. Are there any questions on this item from the room? And we'll now turn to online. Dan, are there any questions?

Chairman, I have a question from a shareholder, Frank Thompson, the Australian Shareholders' Association in relation to attracting new employees. In the view of the current high employment rates and the difficulty of employees in attracting new employees, there are indications that some employers may be tending to overstate the total benefits package being offered. What action is SEEK taking to prevent this practice and ensure the benefits offered are received?

Thank you very much for that question. I think, firstly -- and I think I'll address it from 2 perspectives. Firstly, we advocate -- strongly advocate for there being close alignment between what organizations can offer and the expectations which they set with candidates. And this is foundational in ensuring candidate satisfaction with their interaction with SEEK websites and something that we promote with hirers when they post job opportunities on our platforms. At SEEK ourselves, we believe we have a strong employee value proposition. We are upfront about the benefits and offerings available, however, do not overpromise. Between month 1 and 3 after joining SEEK, all new hires are asked to complete an independent survey based on their onboarding experience and whether the company and job has met their expectations. From these surveys, there is no evidence of a disconnect between the benefits discussed during the hiring process versus what new hires experience after joining SEEK. Dan, are there any further online audio questions?

Chairman, I have a question from Frank Thompson of the Australian Shareholders' Association in relation to cybersecurity. You have advised that you have a senior Silicon Valley experienced person leading your cybersecurity with a team of experts trying to break it and find weaknesses. Considering the recent Medibank data theft, what additional actions are you taking to learn from this and further drive ongoing improvements in your security?

Thank you very much. I'm not sure that it's a question that's quite on point with this resolution, but happy to address it. We're taking the Optus and Medibank breaches extremely seriously, and this is a key focus of both management and the Board. Management has analyzed what we know so far about the Optus and Medibank breaches and compared that to our control environment. And the Board through the Audit and Risk Committee has been briefed on the lessons to date. And over time, I'm sure we will expect to learn additional practical lessons from the breaches. We invest very heavily in cybersecurity across people, processes and technology to keep customer data safe and to ensure that the employment platforms remain available to candidates and hirers. We expect cyber attacks, and we prepare accordingly. Our approach is to mitigate cyber risks consistent with leading practice. Our team is comprised of key specialists in the area and is led by very experienced specialists out of Silicon Valley. We also have access to leading external advisory specialists and have a team who undertake hacks of our platforms regularly to try and identify weaknesses, and any identified weaknesses are remediated. At a management level, cyber risk is overseen by Cybersecurity Forum, which is led by our Chief Information Security Officer, and its members include Ian, our Chief Technology Officer, Lisa; and our Chief Risk Officer, Simon. And the Audit Risk Committee and Board both receive regular updates from both internal and external experts. We have a good understanding of our current state and the areas where we together improve, and that is we will be constantly improving our cybersecurity. Dan, any further questions?

Chairman, I have a question from a shareholder, Frank Thompson, representing the Australian Shareholders' Association in relation to remuneration. It was indicated at the pre-AGM meeting with the ASA that the extensive review of the CEO remuneration package is planned for next year. As you would be aware, we prefer to see a structure which demonstrably shows outperformance against peer companies, which has no payout if shareholder total return is negative and users rights, which are based on the face value of the shares. Additionally, it needs to be structured so that it is easily interpreted and understood by shareholders. Please advise the scope of the review, how these concerns will be positively addressed and when it is expected to be completed?

Thanks very much for the question. As I indicated during my remarks, that review has commenced. And whilst the scope includes the CEO's remuneration package, it also includes a review of our Wealth Sharing Plan in which the CEO and many other executives and senior leaders participate. Thank you also for your feedback on the number of areas. I must say having held a number of meetings with advisers and investors over the years, we find that there are certainly a range of views. And as such, we understand that whatever approach we settle on is unlikely to fully align with the views or policies of some organizations. And while the review is being informed by market practice, we consider the best approach is one that is designed for and drives the right behavior and outcomes and is aligned with shareholders. The review is on track to be completed before the start of fiscal 2024, and we'll be in touch to be giving you details of that at that time. Thank you. Dan, any further questions?

Chairman, I confirm there are no further questions on this item of business.

Okay. Thanks, Dan. The proxies on this resolution are now shown on the screen. Well, ladies and gentlemen, that concludes the formal items on the agenda. The poll will close shortly after the conclusion of the meeting. Shareholders now have a couple of minutes to finalize their voting. Please place your voting card in a ballot box as you leave this room. The results of the poll will be announced to the ASX and published on our website after the votes have been counted and checked. Thank you for your continued support of SEEK and for your attendance at the meeting today. I now formally close this Annual General Meeting and invite those here in person to join the directors and management team for light refreshments outside. Thank you very much.