VGI Partners Global Investments Limited (6L20.F) Earnings Call Transcript & Summary

Okay, everyone. Well, welcome to today's AGM of VG1. I will begin by acknowledging the traditional custodians of the land on which we meet, the Gadigal people of the Eora Nation and pay my respects to elders past, present and emerging. My name is David Jones, and I am the Chairman of VG1. So again, thank you for joining us at the 2025 AGM. The Company Secretary advised me we have a quorum. So I'll declare the meeting open. The notice of meeting, which was sent to shareholders on the 17th of October, will be taken as read. I'm chairing today's meeting from Kors Chambers Westgarth office in Sydney. With me in the room, my fellow Directors, Lawrence Myers, Adelaide McDonald and Noel Whittaker. Also present is Ian Cameron; and Candice Driver, who are our Company Secretaries; Rob Sanders, who's the Head of Distribution Australia for Regal Partners, which is the manager of VG1. Charlie Akin, the Group Investment Director of Legal Partners and representatives from our share registry Boardroom. Our auditors, KPMG, are here represented by Graham Scott. We're pleased to be conducting today's meeting in a hybrid format, meaning that people can participate in person, online or over the phone. This will provide plenty of opportunities for shareholders to ask questions during the meeting. Please refer to the meeting materials distributed to shareholders for information on how to participate and I'll run through them. Now turning to today's agenda. We will focus on the items as laid out here the items in the notice of meeting. I'll firstly give a short introductory address, which we released to the market. I will then move to the resolutions where I'll take questions on each resolution. Following this, there will be an opportunity to ask general questions, and then we'll collect the votes. Now here's a lot of boring about the processes. I will go through this as fast as I can. For those of you in the part of the meeting, white cards were given the non-shareholder guests who cannot vote or ask questions during the meeting. You can complete your voting at any time during the meeting, just to make sure that you give your card to one of the boardroom representatives before we close the meeting. For those of you who wish to ask a question of the Board when we reach the relevant part of the meeting. If you have a blue red can, please put up your hand to show your card. We will then provide you with a microphone to ask your question. Depending on time a number of questions, we may need to limit each shareholder to two questions or comments per item. [Operator Instructions] If you have prepared a question, please submit it now, and we will aim to answer it at the appropriate stage. If your question relates to a specific resolution or the financial report, please state the resolution number or reference the financial report at the start of the question. All other questions will be considered during the general section. If we receive multiple questions on the same topic, we may group them together. Again, depending on the time of a number of questions, we also need to limit each share to two questions or comments for an item of business. Now with regard to online voting, to give you ample time to vote. We're going to open the polls now. This means you can set your vote on submit your vote online at any time between now and when we close the polls at the end of the meeting. If you change your mind about any vote, you can also override your original vote between now and when the polls close. For those of you who are logged on to the webcast as a guest, you will be able to view but not submit questions or vote. For shareholders who have joined over the phone, if you provided your pass code to the call center have been verified, you'll be able to ask questions. Please note the process for registering your questions is different to the webcast. For those on the phones, please do not try to register for any question or comment yet as we will only open the phone lines when we reach each item of business. When we arrive at the first item, we will ask if you want to register for a question on that topic. [Operator Instructions] Once we have finished that item of business, we'll move the next item business will repeat the process. Do not register for a question or an item of business until we reach that item. In order to give all shares reasonable opportunity to ask questions, once we have answered a shareholders question, we will move to the next person in the phone queue. [Operator Instructions] Note that you will not be able to vote over the phone. Right. That's the boring stuff done. So now for my formal Chairman's address. This was released to the ASX this morning. So on behalf of the Board of VGI Partners Global Investments Limited, I would like to say my warm welcome to all shareholders joining us for today's Annual General Meeting. We truly appreciate your ongoing support and commitment to VGI. Today's meeting will be focused on the formal business as set out in the notice of meeting, and I will keep my opening remarks relatively brief to allow ample time for shareholder questions. Let me begin with a look back at FY '25. Over the 12 months to June, VG1 delivered a net portfolio return of negative 3%, resulting in a loss after tax of $17.6 million. This headline number reflects a year of mixed outcomes across the portfolio. On the positive side, several positions made strong contributions, most notably Rightmove, Entain and the London Stock Exchange Group, LSEG. Both Rightmove and LSEG have since been successfully exited. However, in March 2025, there was a difficult performance period after an investment in biotech company Opthea was written down to 0 following unsuccessful Phase III clinical trials. This was a disappointing outcome for VG1 investors and offset some of the positive contributions from sectors such as financials and communication services. Broader markets were also highly volatile around this period, especially in April 2025 when President Trump announced Liberation Day tariffs on wide-ranging U.S. imports. Despite this, VG1's profit reserve built from past years of strong portfolio performance remains robust, reflecting this in February 2025, the company updated its dividend policy, lifting the semiannual target from at least $0.05 to $0.06 fully franked where possible. In line with this commitment, dividends of $0.06 were announced for both the half and the full year FY '25 results. Following the most recent dividend payment in September 25, the profit reserve sits at just over $275 million. At the current annual dividend rate of $0.12 a share, this provides over 9 years of coverage, assuming no change in shares on issue. To put this in context for shareholders, the annualized dividend of $0.12 per share represents a net yield of 6.1% and based on yesterday's closing price or 8.7% on a grossed-up basis assumed -- assuming full franking. So in terms of shareholder returns, VG1 delivered a total return of negative 1.6% in FY '25 pre-franking. While the portfolio return was negative, this figure reflects a modest improvement in the discount between our share price and the net tangible assets or NTA per share over the year. We also continue to make disciplined use of the on-market share buyback program during FY '25 over the 39 million shares were acquired for $73 million. Since the program began in mid-2020, approximately 162 million or around 40% of VG1's issued capital have been purchased. The Board remains fully supportive of this program as buybacks conducted at a discount are accretive to shareholders and provide valuable liquidity in the market. Now turning to corporate aspects. In August 2025, we announced the Chief Investment Officer responsibilities for VG1 would transition from filing to Paul more on the first of September. following a realignment of responsibilities across the group. As many of you know, Paul joined Regal Partners in 2023 following Regal's acquisition of PM Capital. Paul's impressive track record in global equity spans decades Beginning at Bankers Trust, extending through the establishment of PM Capital in 1998 and continuing through to today. We are confident that his long-term perspective and experience will be of great benefit to VG1's portfolio going forward. Supporting Paul of VG1's existing portfolio managers, Marco Anselmi and Henry Hill who continue in their current roles. They're also backed by a broader investment team of more than 90 professionals across Regal Partners. This deep pool of expertise spanning multiple sectors, geographies and asset classes creates meaningful opportunities for collaboration and idea generation. We thank Phil for his stewardship of the portfolio over the past couple of years and look forward to the next chapter under Paul's leadership. On the distribution front, Regal Partners recently integrated the distribution teams from several acquired businesses into the core Regal platform. Over 20 dedicated team members are now focusing on engaging with financial advisers, brokers and individual investors, enhancing VG1's presence across the market and strengthening shareholder engagement. Finally, we recognize the important shareholders place on alignment between the manager and the investors. Regal Partners continues to own over 8 million shares in VG1 valued at approximately $17 million. This significant holding ensures that Regal Partners remain strongly aligned to shareholders in its commitment to grow the VG1's NTA and share price over time. I'm also pleased to report that the current financial year has started on an exceptionally strong note. For the 4 months over to the end of October, the portfolio has returned positive 19.0%. Looking at performance over a longer time frame, VG1 has made good progress since the merger of VG1 and Regal Funds Management in June 2022. For the 40 months from July 1st of July 2022 to October 2025, so 3 years and 4 months, the net portfolio return is 55.0% and the total shareholder return, including dividends, grossed up for franking, is 78.5%. While this recent period of robust portfolio performance is encouraging, the share price has not fully kept pace, resulting in a widening of the discount to NTA. where observed similar situations in the past. That is when portfolio performance accelerates sharply, the share price often takes some time to catch up. We remain hopeful that this discount will narrow again soon. So in closing, I want to express the Board's sincere thanks to the investment and operations teams at Regal Partners for their hard work and dedication in managing VG1. And most importantly, thank you to you, our shareholders, for your continued support and in engagement. We value the trust that you place in us and look forward to providing further updates into the future. So that's my opening remarks. Thank you. And we'll now turn to the formal business of the meeting. I will take each item and resolution in the order set out in the notice of meeting. Our meeting today involves tabling and reviewing the accounts plus 4 resolutions to be decided. In terms of logistics, when we reach the point for questions, we will start with online questions from the webcast, then questions over the phone and questions in the room. For those online, please remember that you can submit questions at any time during the meeting. Just please type clearly the number of the resolution is relevant to your question or state whether it relates to our financial report or general questions, noting that we will cover general questions after the formal business. [Operator Instructions] As I mentioned earlier, we will conduct a poll on all resolutions today, combining votes submitted before the meeting with votes that are cast during the meeting, both in the room and online. Since the online polls are already open, if you'd like to vote now, please do so. Alternatively, it is fine if you prefer to only vote after we've discussed each resolution. I will also allow some time at the end of the meeting for you to finalize your votes. For those voting online, if you make a mistake or change your mind, please select your preferred voting option that will overwrite your original vote. I note that Boardroom is returning officer for today's meeting and will conduct our poll. Certain votes will be excluded in accordance with the Corporations Act and the ASX Listing Rules. The proxy votes will be shown after the discussion of each individual resolution. I advise the meeting that I'll be voting on all undirected proxies in favor of all resolutions, as indicated in the notice of meeting. As the results of the poll will not be available before the meeting closes, they will be released to the ASX and made available on our website later today. So turning to the first item of formal business. The company is required to lay for the meeting the last audit of financial statements and reports. These released to the ASX on the 20th of August this year as part of the company's annual report. No resolution on this matter is required. However, I now invite shareholders and their proxies to ask questions on the reports. Questions may also be asked to the auditors in relation to the conduct of the audit, content of the audit report, accounting policies adopted by the company and the independence of the auditor in carrying out the audit. So I'll start with online questions. I'll ask Ingrid Groer, Head of Corporate Affairs, to read out the questions as they come through on the webcast Ingrid, please.

Thanks, David. There are no online questions, and I don't think there are any phone questions, but could the operator just please confirm that?

Yes. There are no refining questions currently.

Okay. Thanks, Ingrid. A question from the room shares proxy holders who are blue, red card. Please put up your hand if you'd like to ask a question, this is about the financials. Hello, sir, I remember you from prior years. Welcome back.

The Simon Same for Delta Asset Management. The company has made a tax loss of $17.6 million, as you've announced in the accounts, you show a massive franking credit deficit of in excess of $21 million. So that means you're paying frank dividends without having the franking to do that. My understanding is that if you do that, you have to pay a penalty tax for so doing. Are we doing that? And if so, why? Why?

I am 99.9% to the answer is no. We aren't paying penalty tax, and I think it's because the accounts are at a certain period of time, and the dividends paid at another period of time. And depending on what we do with the portfolio, franking credits come and go or they come and then they go when we pay frank dividends. And so it's a timing thing, I believe. But Ian or Graham, do you want to comment on that? If you do, grab a mic.

So you're probably referring to what's known as the franking deficit tax. That will apply if the company has a negative franking balance at year-end. In the case of VG1, that's at 30 June. So I can confirm that VG1 had a positive franking account balance at 30 June. What that disclosure shows is that's an adjustment for not just the franking account balance at 30 June, but adjusting for what the current tax position is on the balance sheet. Hence, why there's a negative balance after making that adjustment. In terms of what the company has done or the legal partners on behalf of the directors has been doing since 30 June is is paying corporate tax on a monthly basis to ensure that by 30 June next year, VG1 has got a positive ranking can balance.

So I'm pretty sure that's exactly what you said last year. And we can see last year, the deficit was $7.5 million. And in that, there was an item, additional franking generated from tax payments subsequent to year-end. There is no such entry for this year, which we've just had. So this number is now over $21 million. You've not accounted for where this magical $21 million plus the next dividends ranking is coming from. So I don't I'm sure I believe you. Well, it's on Page 39, but anybody who's interested to look no one else does that. If you haven't got franking credits, no 1 pays a dividend, a franked dividend anyway.

All I can say is that -- yes, I've take microphone Matt. So what we're doing, the approach that the company is taking is consistent with many, if not all other listed investment companies. We are paying tax on a monthly basis to ensure that we satisfy all the relevant tax rules. We also need to take into account what VG1's investment performance is doing since 30 June this year, which has been very strong, such in the current tax payable position, which offset some of that loss, current tax loss or a seal position at 30 June 25. Such that sitting here today, I am confident that VG1 will have a positive franking account balance per the tax rules at 30 June next year. So what this tax note shows is you take franking car balance at 30 June, at the end of every year and then you adjust for what your current tax position is on the balance sheet, whether that is a receivable or payable so it makes for that adjustment. It also adjust for any upcoming dividend that has been in use. And so that is what you see in the note. This note will not take into account any tax that has been corporate tax that has been paid since 30 June 2025. And so what I'm telling you today is that the company has continued to pay corporate tax on a monthly basis to ensure we satisfy the relevant tax rules. I'd also note that VG1 is the global portfolio does receive many the receipt of fully franked dividends such that VG1 like most other listed investment companies that have a global portfolio are in the similar position because they don't receive a free lunch from the receipt of fully franked dividend.

From overseas. Are you the auditor or are the accounting?

So I'm the CFO of Regal Partners. With me here -- is answer Yes, Graham.

Of course same thing works. No one else does it...

Yes. So when we reviewed the note and we've reviewed the support from management as to the operation of the account and the timing of those payments. It's all consistent with what Ian has just walked you through in terms of those payments. So I haven't got anything sort of further to add to that other than there are some differences in timing, we tend to sort of step through to when the accounts are drawn. So we have gone through each of those steps as part of that reconciliation.

Thanks, Simon. Any other questions on the accounts? David?

I'm sure this is okay, but it's just interesting that the profits reserve at 30 June is $245 million, and the accumulated losses of $294 million. Look, there are plenty of other listed companies that have that, including on my right, the Wilson representative, a number of their companies have that as well. So I'm sure it's fine. But just if the or the auditors could clarify how that works and why they're not netted off?

So the question is the profit reserve versus an accounting losses elsewhere. So what those disclosures are doing is consistent with what other listed companies do. I would say it is a quirk of the listed investment fund space that promises disclosure. But at the time of any dividend payment, the Board will consider a number of factors, the available cash, strengthen the balance sheet, available franking credits and the availability of the profit reserve balance. And so confirming this is consistent with what we're allowed to do.

I think the question is more about why we don't have to net them off.

Yes. So the accounting rules are very clear around not just the balance sheet, but also the cash flow statement that netting off is usually avoided. It's for the purpose of additional disclosure. And all I'd say, David, is obviously this is one of the benefits of [indiscernible] is that you can as I'm opposed to and ETF, right, is that you can when you have gains, you can transfer to the profit reserve for periods like this. And it is interesting currently, where we're out at based on the current dividend rate, it's equivalent to 9 years of future dividends with the current shares on issue. So it's quite a nice buffer for trading through periods.

Massive amount of food, but only one microphone. Look, I respect -- I totally respect that. And it is an advantage of LIC, but it is a bit of an anomaly because really, I think from memory, the IPO was done at $2 and they were around about the same price. But it seems that all the profits just go to the profit reserve, the losses come in a separate provision. Net-net, there's a small loss at 30 June. But I accept the point it's conventional. And as Ian said, it's probably an anomaly. Look, I think it's been a very good 4 months. I actually bought a Paul Moore. When Paul Moore took over.

Excellent, David. Great news.

Good decision of about 173 view is part of the go forward. 173 on the day, and I thought even though we all at Myer and Revere Phil, I think Paul, when he took over, I think that was a positive. One small thing. And again, it's fairly conventional, David. But I did have gone to a few fund managers, AGMs. Half of them have the fund there, half of them don't. Like I went to PGF's meeting to congratulate Paul. He didn't turn up. And it looks like today, none of the fund is for VG1 here. But look, it's up to the company to decide. But to me, once a year, I would have thought.

It's a fair comment. I mean and we will take on well, what we do is have separate briefings, and we try to do that closer to the end of the relevant period so that you can get a sort of a more current what happened last year. So we generally go out, I think it goes in September because of August is reporting but so we tend to do that because the problem with AGM is it is a long way post the end of the financial year, obviously. But I do hear your comment, David. So we will consider it.

And look, just one other general comment. I'm probably not gazing ahead, but we had an extraordinary situation recently where Wilson and Saber acted together to change the directors on PIA. And so Jeff and the team assumed all the directorships and Russell Pilmer and the Chairman were evicted even though there's another 4 years left on the management contract. Look, it's interesting here that -- and I know all of them, I know Saber, and I know Jeff. It's interesting here that in the substantials, Jeff and Sabre have nearly 13% combined. Conversely, Regal has a number of a significant holding, and also I think Phil King has got a holding. But I think the company needs to be conscious that of that precedent. It was a pretty remarkable transaction. And it's possible that, that could happen again here. Yes, absolutely. And we're all we stand for election by rotation, including me today.

So that is -- absolutely the shareholders own the company, the sort of manager doesn't. So absolutely.

And look, a final one, just I think part of the reason that's interesting coming to these meetings and talking to the funds is to get a feel for their investment strategy. You or Lawrence may be able all maybe. Adelaide may be able to elaborate. But we accept that we all get it wrong sometimes, and you feel back to dud in the biotech and whatever. Let's write that off as just a [indiscernible] bad one. But it's just interesting to particularly at this inflection point, David, where there's a lot of crazy things happening in America. It's an absolute casino over there. But conversely, a lot of those hype stocks have halved in the last month or so. The Bitcoin treasury stocks, et cetera, et cetera. It'd just be interesting to hear from someone today about how you're seeing the market. So you're turning down the risk factor. You've got Goldman Sachs have come out saying that they think the S&P 500 for the next 10 years is only going to deliver 6.5% total return per annum.

What I will do, even though we're drifting way off the financials, but I will cover it now, David, why you've got the microphone. And Charlie, I might try to you in a sec, but I will just make this general comment because I think it's interesting, David, and you pointed it out, and I am genuinely pleased that you've bought some more shares. It's interesting, Paul has a general style of he may have 120% long. It's currently 115% or so. and he might have 20% short. So the gross might only be 130, 140. It's currently 135. And the net is still 95%. feel tends to go harder on the long and harder on the short, right? Like it might be 140 and 60 or 150 in 50. So you end up with 200 gross, it's still around 100 net. So quite a different character. And it's interesting, we've only been here 4 months and really Paul's for 2.5 months. But I feel like it's kind of a bit of a reversion back to more of the original VGI style of that sort of gross long short mix. So it will be interesting because it is only a few months, so you can't declare a victory. Obviously, performance has been terrific. But -- and Paul's long, long track record is outstanding. So yes, we're kind of excited to see where it might go. There's just some general but Charlie, do you want to add? David, can you just give the mic to Charlie for a second. Charlie, please.

Thanks, David, and thanks, David. Look, I'd say in regards to VG1, the material change that's happened under Paul is a lowering of the gross exposure. Under Phil's stewardship, the gross exposure usually run around the full exposure at 200%, and we generally run 100%, 110% that long. So Paul, in this transition phase, and it is still a transition phase as we transfer the portfolio more to Paul Moores style and Marco and Henry style. So the biggest change would be the gross exposure dropping from 200% to about 135% this morning, and the net exposure is about 95%. But in terms of exposure to the ratio stocks in the world, you can assume we're not involved in those, not Paul Moore's a cup of tea, and we're running some short exposure in some of those names as well. So you can see from the day the weekly NTAs, that the portfolio is hanging in pretty well in this environment. And I think that's really the biggest change is the gross exposure coming down, taking leverage out of the portfolio. And I think this you can see Paul's footprints all over the portfolio now, but we do need to still keep making a few changes from the past.

Thank you. And look, again, thanks for indulging my discussion on strategy because it's probably the single most important thing, David. particularly given the change from Phil, who's obviously, genius, but to Paul, who's a different style. So we accept that the actual total exposure is going to drop under Paul, that makes sense. Thanks, Charlie, for clarifying that the risk on will probably drop as well. There won't be any biotechs and whatever. But if you look around the market briefly for comparison, the crack global managers like Chris McKay, I think is very, very good, he's at the moment, 15% cash. He's probably about 20% in the American mega tech but very conservative. He doesn't churn the portfolio. His performance has been outstanding for a long time. If we go to the other end of the spectrum, the superbly marketed L1 group, LSF actually has only delivered around about 12% since IPO. They claim to be the best long/short in Australia. That's because they talk about returns since inception of strategy when they only had $20 million or $30 million when they are private. The real number is 12%. And they geared up 200% $2 billion fund, but they've got $4 billion of assets. So they're pretty aggressive and their performance has been average considering the leverage. But there's a whole lot of different approaches. I do respect what Paul did because as you said, Charlie, is not into the aggressive stocks. I don't think he's into any of the mega tech. He's certainly not into the high-risk stocks and yet he's delivered, I think, from memory, about 25% in the last 2 or 3 years, which is an outstanding performance. He's trading at a premium to NTA. So you've got to give him credit, I would say that for a large-scale manager, he's probably about the best in Australia at the moment and flows and it varies. But I think it is a positive that Paul is going to focus on it. Clearly, he's not the day-to-day guy. I think in your monthly reports, you've got a couple of other guys who are handling the day today, which is similar to what happens at VGF where Paul headlines it, but there's a couple of guys who are out at the meeting who do it they did come along with the meeting, those 2 guys, which was good. Say a lot of them. But I think it's an inflection point, David. I think you've been honest enough to say that last year was tough, but look, let's look forward. 16% in the first 4 months is great. And it looks like it's back on track.

Yes. Yes. Great, David. Thank you. Well, now I'll be facetious to say any more questions on the accounts. Simon Please, Simon.

In the accounts, you state which are Page 6, second paragraph. The post-tax net tangible assets was $2.06. Once again, this post-tax reporting is not what the convention is with the other LICs. We need to know what the numbers are. Because in post-tax, you can include all sorts of nasties like deferred tax assets, which may or may not be realized. So can we -- and the same thing happens in the monthly NTA reporting, you just show that post-tax numbers show post tax.

You're agreeing for pre both be nice. We will take it on Board. We have looked at this a number of times, whether we do pre post realized unrealized. So we will take on Board.

Paul Malls thumb, but has both.

Okay. Thank you. Okay. Any other questions on the accounts? Okay if not, we will now move on then to the 4 -- done that. I'm on the wrong page. Okay. We're going to go to Resolution 1, which is the rem report. Under the Corporations Act, listed companies are required to include as part of their directors' report, a remuneration report, the remuneration employees of financial the financial year end of 30 June is included in our annual report. Corporate requires companies to put shales a nonbinding vote to enable shareholders to voice their opinion on matters included in the rem report. Given the vote advisory, it does not bind the company, however, to take into account the outcome of the vote we're considering future remuneration decisions. At this point, it's worth noting that Regal Partners, the manager pays the bulk of VG1's operating costs, including the cost of this AGM. This is a central plank of the Regional Partners philosophy of alignment as a result, VG1 only bears the cost of the nonexecutive directors plus the D&O insurance. And this was really because it wasn't appropriate for the manager to pay for those. So this is the world's smallest rem report, I think, the Board -- sorry, excuse me, recommends that shareholders vote in favor of adopting the 2025 rem report. I'll now move this resolution. Are there any questions or comments on the rem report? Ingrid, start with the online and the phone, please. Anything on the room?

So no questions on the phone.

Anything in the room on the room?

Yes, David? As you say, David, the rem report here is a little bit redundant. Summary reports these days are about 35, 40 pages long. But look, it is an anomaly of the Link industry and the funds management industry that quite correctly. I'm sure everything is done correctly, quite correctly, the real rem issues are more in the manager, not in the LIC. Again, are not being critical. You're doing it spot on, David, as you would expect. But if anyone from government was here listening, ASIC or whatever, it would be much more interesting for investors in LIC to understand the alignment of the actual managers, the individual managers rather than with respect to the Board of Directors to play an important role, but perhaps not as critical as the managers. But nothing that you can change, but it's just a great anomaly. It applies to every fund listed fund, the rem reports to be frank, a joke. Thanks.

Okay. Thanks, David. Look, I could comment on the Regal rem structure, but generally, but I don't think that's helpful. But I do kind of agree with you, David. It is a bit of an anomaly.

Okay. So I'll now got to put the proxy votes up on the screen. And there are no more questions or comments. Open proxy in favor of the chair of the median time of the meeting will be voted in favor, as I said earlier. Adjusting for these is approximately 30.1 million in favor, 0.1 million at other proxy discretion and 1.95 million against. So that's a 93.6% in favor outcome. Those are the room at blue cards or if you're a shareholder proxy holder to vote online, could you please now complete resolution 1 and you can always do them all later. So now we're going to go to Resolution 2, which relates to me. So I'll have my colleague, Lawrence, come up and drive this bit, please.

Good. Thanks, David. We will now move on to Resolution 2, the reelection of Mr. David Jones as a Director of the company. With regard to this resolution, David Jones is appointed to the Board in 2017. Mr. Jones is retiring by rotation and being eligible, is standing for reelection in accordance with Clause 6.7 of the company's constitution. Mr. Jones' details are set out in the explanatory memorandum of the notice of meeting and now are highlighted here on this slide. In summary, Mr. Jones has more than 30 years' experience in investment markets. The majority is a general partner in private equity firms and prior to that in general management and management consulting. Mr. Jones has been a board member of numerous private and public businesses, including in the wealth management sector. In 2021, Mr. Jones has made a member of the Order of Australia for significant services to the museums and galleries sector and to the community. In terms of other listed companies, Mr. Jones is currently a Director of Regal Asian Investments Limited and the Chair of Catalyst Metals Limited. Mr. Jones is also a member of the VG1 Audit and Risk Committee. The Board, with Mr. Jones abstaining, supports the reelection of Mr. Jones as a director. I now move that David Jones be reelected as a Director of the company. Ingrid, are there any online questions for this resolution.

There are currently no online or phone questions.

Okay. Are there any questions in the room? David?

I'd just like to endorse the candidate of Mr. Jones, he's charismatic. I'm just about to roll out the complements is charismatic. At times, we've had a couple of debates, so interesting debates over the years, but that's probably all behind us. So I think, David, it's an imminently excellent Chairman. Always cracks a few jokes. So I'm sure that you'll be Chairman at the end of this meeting, David. Well done.

Thanks for your endorsement, David. Thank you. Are there any other questions in the room? Ingrid, are there any further questions online or on the phone?

No further questions.

Okay. I will now show the proxy votes on the screen. Open proxies in favor of the chair of the meeting at the time of the meeting will be voted in favor of the resolution. Adjusting for these, the votes are approximately 32.2 million in favor 0.1 million other proxy discretion and 1.77 million again. This equates to 94.4% in favor, 0.4% other proxy discretion and 5.2% against. Could everyone now please complete your vote for resolution 2? [Voting]

Thank you. I would now like to invite David Jones back to chair the remainder of the AGM.

Great. Thanks, Lawrence. Now Resolution 3, the reelection of Adelaide McDonald. With regard to this resolution, Adelaide was appointed the Board in 2019. She is retiring by rotation and being eligible standing for reelection of course, with Core 6.7 of the company's constitution. Ms. McDonald's details are set out in the expense to remember and in the notice of meeting and as shown here on the slide in summary, Adelaide has over 17 years experience in corporate advisory and equity research. She's currently nonexecutive director of Hiko Limited. as well as the NSE Director of Future Generation Global, part of the WAM portfolio or at least related entities and is an independent nonexecutive director of Regal Asian Investments Limited. In addition, Adelaide has been a Director of KPMG in the M&A practice and previous roles at Wilson HTM and BDO Kendalls. She's a member of the VG1 Audit and Risk Committee, the Board with Atlanta supports the reelection of Ms. McDonald as a director. I now move that Adelaide McDonald be reelected as Director of the company, Ingrid any online or on phone.

There are no questions online or on the phone.

Anything here, David?

I'm sure Adelaide will be reelected, but I'm just interested in what's legal in the company's strategy. I think I've had the pleasure of attending quite a lot of the AGMs in the last probably for 5 years. Are you looking at share at some new directors because I think not questioning the capability of the current team, but it has been the same group of directors for some time. Are you looking at refreshing the team at some stage in the future?

Not immediately, however, we are coming up to our 10-year their first management contract. And that's September '27. So it sort of means this time next year, we will have to start to be really thinking about what's what is the next chapter to approve, as I'm sure you know, David, but these things roll on a 5-year manager contract. It's typical though at an IPO, you can get exemption. So nearly everyone goes out with 10, which is what we did. So we've got 2 5-year periods. But so I think that matter will come more into the frame. going forward, coming up to a renewal of the management contract, which is a question for shareholders.

Yes. Thanks for that. Very dangerous to say that I mentioned the 10 years with Wilson representative in the room Be careful, David.

I'm sure it's already people crane. Thanks, David.

Okay. Anything else for Adelaide. If not, I will show the proxies on the screen. Proxies in favor of the Chair will be voted. Adjusting for these votes of 32.4 million in favor, 0.1 million over and 1.9 million again, so 94% in favor. Please complete your vote for resolution 3. Thank you. [Voting]

I'll now move to Resolution 4. change of the company name. As shown on the slide, Resolution 4 is that for the purposes of Section 157 of the Corps Act 2001 and for all other purposes, approval is given for the name of VGI Partners Global Investments Limited to be changed to Regal partners, Global Investments Limited. So changing VG1. The Board believes this change of name appropriately reflects VG1's differentiated market proposition and the recent realignment of investment management responsibility as a result in Chief Investment Officer oversight for VG1 portfolio transitioning to Paul more, as we've discussed. And Paul is Regal's CIO of Global Equities. Subject to shareholder approval, of the change of the company's name the company will change its ASX code from VG1 to RG1. And as you'll know, that will bring it in line with and the investment management agreement with Regal Partners will be amended to update the provisions related to the company's right to use the VGI name logo and brand so that they instead refer to Regal. The Board recommends that shareholders vote in favor of resolution 4, and I now move resolution 4. Ingrid anything online or on the phone?

There is actually one online question which was submitted at the start of the meeting. But at the time they asked to further explain the rationale for the name change as from their experience section normally occurs well results in the renamed company performing badly and frequently ending up in liquidation.

Yes. I'm not sure about that last editorial comment. Look, I'll just sort of say that we and the manager, right? And please, Charlie, Rob, I welcome your comments here, but we just thought that the there's very little of the VGI partners DNA left. And so we thought the time was right to do it now. We obviously moved quicker with that became V8, but that was because at that time, Rob was still running VGI, the VGI long/short global portfolio and Phil took over [indiscernible] portfolio. So we didn't want to make that change. We've been thinking about this for some time, and frankly, we were going to look at it 6 months ago or 12 months ago, but with some of the bumps we've talked about in the portfolio, we thought it was better to do it now. So yes, I don't think it's a big deal, but I think it's more consistent with where reality is at, frankly. So that would be my comments. But Rob or Charlie, do you want to add anything to that? Or you're fine, fine. Rob, just grab a mic.

Sorry, the only thing I'd add, Rob Sonos at a distribution at Regal. This is also, I guess, ultimately a resolution that's been put to ask by a number of investors around the name change. I think VG1 Global Investments reflects ultimately a legacy group of individuals that are managing the portfolio. We're in a fortunate position that the legal business in market does carry some weight. It's a $20 billion asset manager part of our process here is delivering great returns, but it's also being out there and prosecuting the story and having the legal brand behind it. Our view is certainly a powerful additive to it. And then as you said, solidifying Paul's position as the CIO with oversight over the portfolio and Paul's position as the global equities for Regal Partners itself, I think, all coming together makes sense for this change to be made.

Thanks, Rob. Assuming the person on the phone hasn't put enough subsequent comment or question. No.

No further comments or questions.

Okay. Thank you. In the room, anything on this, Simon?

Yes, look, the number of shareholders has dropped by 50% over the last 5 years. Changing the name probably help changing the manager. That's obviously helped since Paul Moore has taken control, if you like. What we -- could we give some thought to a merger of this company with the PM fund? Look, that seems to be the that's trading at a premium, I imagine to NTA. You have not been able to get the discount out of this. We do the same things. We're going to have the same manager and likely the same assets in the fund. Yes, surely makes sense to put the 2 together.

Yes. What I'd say is, look, it's still very early days. but nothing is on the table, nothing is off. When I say it's very early days for a days, we call running this portfolio or oversee Henry and Marco really run it. But Paul. When you sit with Paul, he talks a lot about the P word, which is process. He's overseeing the processes and making sure that the investment process that he likes and has proven for him over decades is really driven through this portfolio, so through Marco and Henry. So I'd say it is early days. And so that's not on the table now, but I wouldn't rule it anything out.

Are we going to have further questions after these?

Yes. Okay. Of course, David, Just to hang on for the microphone.

Look, I think that's a sensible response chair. I remember in 1 of our m. Eetings, someone asked you the question of whether there'd be a merger between VGF1 and you, I think, quite correctly said no because RF has a very different strategy, multi-tranche type approach. But I think Simon's question is obviously a valid one. And particularly as Paul is overseeing both. And but yes, look, no urgency, but I think it's a valid issue to raise. We always crack a couple of jokes, David, but I think I as you would expect, I would endorse the change of name, as you've proposed. I previously a few years ago, suggested that in a jocular manner that the name should be changed to Rob Luciano punting fund which obviously was a joke. But I think it made it into the press. But I think it's a sensible approach. I think the comments from Rob Sanders are correct. The it's tough to move on. So I think everyone would appreciate the change of name.

Thank Great. Thanks for your comments there, David. Okay. So that is resolution 4 then.

So just on terms of the voting. As you all suggested overwhelming interest in doing this. These are the proxies 32.7 million in favor, so that's 98.9% so everyone thinks this is a good idea. So if you haven't voted, vote for resolution 4 now, please. Right. And now it's general questions. Ingrid any general or others online or on the phone, please?

There are no further questions at this point, minor on the phone.

Right. Simon, you were threatening something a minute ago, please?

You dropped the 20% buyback capability. We've not been using it much anyway, apart from the last few days where you seem to have hired it up because this one is ending. Why is that? Why have we given up on being buybacks?

Yes. Look, I think I'd say a couple of things. We had thought we'd go harder. But frankly, we had some months of really bumpy performance. And whilst the buyback can help a bit, we think the buyback works best when you've got a lot of planets aligning i.e., some sort of performance and no momentum and you can tighten things up. And so last year really didn't present a lot or as many opportunities for that as we would have thought genuinely. On the days when we were buying, we were buying pretty hard, like of the order of 1/3 of the stock that was traded. And you got to be careful that you're not sort of going bananas. And so we saw the discount improve. Obviously, April, May, as we've spoken about, were really rough, with Opthea and then with Donald Trump, et cetera. But we're hopeful that it will -- I'm sorry, we're firmly the view, it will remain part of the mix. But we've always said, if you like, there's this whole in trinity, and they're kind of in this order of performance distribution, capability and then capital management. And capital management is dividends and buybacks. So it's like A, B, C, C1 and C2. So it's never been [indiscernible]. I think some people have used the phrase that buybacks are a sugar hit in that they help, but then when you stop they're gone. There are what do they say, high carbon, low new attritional value idea. But as part of that suite, we think they're real, we were genuine about trying to give it a crack last year. It didn't -- we didn't get as many opportunities as we had hoped. And so I wouldn't say we've given up at all. We just don't need approval to do the regular 10, 12 program. So doing it. but as part of and hopefully, with continued strong and most importantly, portfolio performance.

All right. Well, I'll throw another one into the mix for you to place it seems to work for other LICs. The investors don't seem to care what the makeup of the fund is. All you have to do is pay dividends monthly. That has closed up the discounts for several, not very well-performing funds. The punters presumably love the idea of getting paid monthly. I know it's more expensive to do that for you, but the discount goes away.

To be honest with you, that has not come up much. And so that's not really on the screen. I don't think I mean Charlie or Rob. No. I mean we have some guys, and I'm not saying it. But Charlie and Rob are deep experts at this stuff. So would you guys like this seriously comment, I please? Because look, I know this sounds for [indiscernible], but I really appreciate your thoughts, Simon and David and everyone.

It's a fair question. But in our travels, we do go around the country, seeing all the stockbrokers, wealth advisers, et cetera. I can not remember a monthly income question coming up about VG1. I mean I take your point that some there are some that have been rerated definitely on monthly income, but we have not encountered that question yet. I don't know the mechanics of how that would be easily manageable for us in a global portfolio. But I would have to say in our travels, we have not encountered that. Most people seem reasonably happy with semiannual dividends and the dividend guidance, if you want to call it that from the Board and the maintainability of that dividend at this moment.

[indiscernible]

It's performing part terribly. Someone we just pay out of it. stay out of it.

We just come from the sand and AGM and even the manager there has acknowledged that the paying of monthly dividends, which is only happened in the last 3 months, the discount has halved Wow Well, it's a smaller vehicle, but...

Charlie, you will have to grab the mic. Just for people online.

From my observation, some of that can be to do with the direction of cash rates at the same time. A lot of these retail like, if you want to put it that way, are the discounts do seem to be somewhat related to the cash rate or the at that, and the cash rates have been falling up until recently. So look, it depends a little bit on the register would be my view as well. This is probably more of a sophisticated wholesale advised investor base that's on the VG1 register. Most of it is direct wholesale investors and also those advised by the larger wealth management firms. So they seem quite comfortable there's a seminal dividend policy, but they did react well to the guidance that was given from the Board, I think, 12 months ago, about $0.06 semiannually. That did seem to help us with the discount at the time. And then by our own mistake, we've made the of mistaken and did a little bit of that at the time in terms of sentiment. So I think it was well taken by advisers and investors, remembering that this LIC does have quite a wholesale investor base.

Look, but Simon, thank you. We will we will consider it. I will say though, it's not near the top of the list. That's the sort of comment that you're hearing. No, no, I absolutely concur with that.

Okay. David.

Look, I think the elephant in the room is the 1 that's opening up now that 4 months ago, Paul Moore took the reins. Secondly, you're changing the name. To me, it's a fairly easy decision to then move to a merger because you've got Paul Moore more entity, which is capped at around about $1.3 billion. I think it'd be a little bit harder, David, if they were equal or a Paul Moore's entity was smaller. But because it's the 1 that's got the high rating, it's trading at a premium. Its performance has been outstanding for several years. Because it's $1.3 billion versus sort of just under $500 million here, I think that makes a merger a lot easier to deliver. I do think that is the way that you will really tighten the discount. So obviously, it's on the agenda. You've acknowledged it's on the agenda. I think it's a smart move, if you do it, David, in the not-too-distant future.

Thanks for the comment. And just to correct, I said it's not on the agenda. But nothing is off the agenda, David.

So David has said and when I endorsed his reelection as a director. He's incredibly intelligence. He should be in politics because that was a nuance. I will defer to you, David. site recollection. Can we go yes, it's probably more accurate. But I think the theme of what I said was correct, even if the semantics were not so I think it should be on the agenda, David.

Thank you. And your comments and Simon's comments are noted. Okay. Any other Hang on. Yes, we are, in general. Any other general questions? Okay. Well some granularity for question. Yes, just hanging on for the mic, Charlie.

David asked a question about exposure to the Race stocks in America. I just thought the shareholders probably appreciate a little bit more granularity on what we own on your behalf. So the gross gearing of the portfolio at this moment in time is 135%. The net exposure is about 94%. So that's reasonably conservative. If you look at the races part of the market, information technology, the VG1 portfolio currently maintains a weighting of 10.1%. The 2 largest investments there are amazon.com and Taiwan Semiconductor, both be considered high-quality liquid investments. So we materially underweight IT. The material overweight or financials at 30%, which include Irish, U.K. and European banks. The other overweight is materials, which includes gold equities and other mining companies at about 34%. The overall PE of the portfolio would be quite low versus the benchmark, and we have materially underweight information technology.

Thanks, Charlie. look, and thanks, shareholders. I'll conclude the meeting, and I've probably got some final comments I'm supposed to make here rather than just winning it other than I will say Lawrence will tease me because this is twice as long as the RGA meeting. Right. In case you haven't completed your voting during the meeting, I'll now give you a chance to vote. As mentioned earlier, Boardroom, who are our share register, will conduct a poll using voting cards, you can lodge in the room. The online vote you submit today and the votes were cast online before the meeting. Is any person of the room who believes they're entitled to vote but not registered to vote, could you please raise your hand for assistance? As a reminder for those in the room, the persons entitled to vote on this poll shares or proxy holders are holding blue cards. On the reverse of the card is your voting paper and instructions. Please ensure you print your name or indicated sign the voting paper. When you finish your voting, please return your card to Boardroom to ensure your votes accounted the Boardroom staff will be able to help you if you need more time and assistance. So assuming that's all done. I'll declare the poll closed, formally charge Boardroom to count the votes. The results says AGM were released to the market and made a website later today. So ladies and gentlemen, there is no other form business of meeting this VGI Partners Global Investments Limited soon to be called something else, closed. I would like to thank everyone for attending today's meeting. By all means, reach out if you would like to have any further questions about the company, and thank you, Simon and David particularly, but all of you for coming. That is it. We are done. Thank you.