Home / Transcripts / ALS Limited (ALQ) · July 28, 2026

ALS Limited (ALQ) Earnings Call Transcript

July 28, 2026

ASX AU Industrials Professional Services shareholder_meeting 94 min

Earnings Call Speaker Segments

Nigel Garrard executive
#1

[Audio Gap] held in person as well as online via the Lumi platform. The company has taken the decision to hold this meeting with all of our non-Australian-based directors and management participating all online rather than being here in person. You might ask why -- it's consistent -- firstly, it's consistent with the approach of a number of other companies with international operations and is seen from the Board's point of view and management's point of view is the most time and cost-effective way of conducting the meeting. For those attending today in person, there just a couple of housekeeping matters. Please ensure your mobile devices are now switched to silent mode. Internally, if we're having a meeting and your phone goes off, it's $100 fine. But we probably won't do that at a shareholders meeting, but please turn your phone off or on to silent. In the unlikely event of an emergency, please follow the hotel staff instructions and make your way to the closest emergency exit, which for those of you here is located on the left-hand side of the event room doors. I'm advised that a quorum of members is present here today, and I therefore declare the meeting legally constituted and open. Before proceeding to the formal business of the meeting, let me introduce the participants joining us today, starting with the directors. Since we last met, there's been an important change to the Board. Christy Boyce was appointed a Nonexecutive Director of the company on the 1st of September 2025. Christy has over 25 years advisory experience in Australia and the United States advising senior leadership across a range of industries, including consumers -- consumer industrial goods, agribusiness and resources. Christy is standing for formal election today, and she will speak to her candidacy later in the meeting. Christy is currently a member of the Audit and Risk Committee, the People Committee and the Nominations Committee. In addition to me, the other independent nonexecutive directors of the Board who are present today, either in person or online, are Mr. John Melcher, noting that this will be John's last AGM with ALS, as he will retire from the Board at the conclusion of today's meeting, and I'll have more to say on this later; Ms. Catherine Farrow from Canada, Mr. Sadafa Cadia from the U.S.; Christy, who I've spoken to; Leslie Desjardins based in the United States, and Leslie is standing for reelection today; Mr. Peter Possemiers from Switzerland, and Peter is standing for reelection today; and Ms. Erica Mann, who's on my right. In addition, we have our CEO and Managing Director, Mr. Malcolm Deane, who will speak later on the company's performance and also present online are Stuart Hutton, our CFO. Also present is Stuart Hutton, our CFO; and Dana Field, our Company Secretary and General Counsel. From our external company auditor, EY, Kelly MacKenzie, in the front row over here, and from our legal adviser, HSF Kramer, Melissa Swan Tonkin, also in the front row here. As the notice of meeting has been sent to all shareholders in advance of today's meeting, I'll take it as read. The procedure for today's meeting, the format and voting will be as follows: first, I will deliver the Chairman's address followed by a presentation from our CEO. We'll then proceed to consider the formal resolutions as outlined in the Notice of Meeting. And for those present in the room this afternoon, I'll allow the opportunity for questions prior to consideration of each resolution. Please hold general questions until we get to the financial statements item at the end of the meeting. For those attending virtually, questions can be submitted at any time. To ask an online written question, select the messaging icon, type your question in the box towards the top right hand of the page and press the send button. To ask an online question verbally, please click the Request to Speak button, and you'll be prompted to confirm your name and enter the topic of your question. Submit your details and then select join the queue, and we'll manage those questions as they come to hand. Virtual attendees should note that while you can submit questions beginning now, I will not address them until the relevant time in the meeting, and they will follow any questions that might be received from people attending today in person. Please also note that your question may be moderated. And if we receive multiple questions on the same topic, they will likely be consolidated. Finally, if time doesn't permit us to answer all questions today, we will ensure responses are provided either via e-mail or posted on the ALS website. Voting today will be conducted by way of a poll for all items of business and by using your phone or tablet. For those present, persons entitled to vote on the poll are shareholders, shareholder representatives and attorneys of shareholders and proxy holders who hold blue admission cards. On the reverse side of your blue admission card is your voting paper, which details resolutions 1 to 7, which are all being put to a poll. Alternatively, you may also vote using your own device, to do so simply scan the QR code that is on your admission card and then select in room to access the resolutions, choose your preferred voting option, for, against, abstain, and your vote will be recorded automatically and may be changed at any time until I deem the poll is closed. If you require assistance, Members of BoardRoom Registry Services are here today to assist you. Please just raise your hand at any point if you require assistance with the voting process. Poll voting cards, so the blue forms, will be collected once the formal business of the meeting has been completed. For our virtual attendees to provide you with enough time to vote, I will shortly open voting for all resolutions. At that time, the resolutions and voting options will appear on your screen. And to cast your vote, simply select 1 of the options. Your vote is then automatically recorded, and there is no need to press to press a submit or enter button. You can, however, change your vote up until the time I declare voting closed. So I now declare voting open on all items of business. Results of the polls will not be available until after the close of the meeting, and they will be announced on the ASX and posted on the company's website. So turning now to the Chairman's address. Ladies and gentlemen, the 2026 financial year was a defining 1 for ALS. Despite heightened levels of geopolitical uncertainty, which have continued, the group delivered a record financial performance and achieved its previous strategic 5-year FY '27 financial target a full year ahead of schedule. This outstanding result reflects the resilience of our diversified portfolio, disciplined execution and continued investment in the capabilities that will support continued future growth. The group delivered its highest underlying net profit after tax of $381.2 million, representing year-on-year growth of 25.8%. Furthermore, the group's revenues also grew strongly by 10.7%, and at the same time, our underlying EBIT margin, so earnings before interest and tax margin grew by 129 points to 18%. Both of these reflect the benefits of more buoyant trading conditions within our commodity-exposed businesses in particular. Our robust operating performance and strong financial position, supported the payment of an increased final dividend to shareholders, had a combined payout ratio for the 2026 financial year of 57%, aligned to our refreshed dividend policy. The company paid a total dividend for the year of $0.425, being a 10.3% increase on the prior year. Turning to capital management. The group continues to take a disciplined approach to capital management and deliver on the key objectives of our value creation framework, including growth, strong cash generation, shareholder returns and balance sheet strength. Shareholders will remember that your company raised capital in June 2025 to fund key organic growth projects and future inorganic growth. Total gross capital expenditure in the '26 year, excluding acquisitions, was $263.3 million, with the group's net cash M&A expenditure being $9.8 million, relating primarily to deferred payments for previously announced transactions. The group's leverage ratio decreased substantially from 2.3x to 1.5x, which is below the lower end of the targeted internal comfort range of 1.7 to 2.3. This reflects a very healthy leverage position. which will enable the group to pursue growth initiatives aligned to the group strategy. The Board and management prioritize disciplined capital allocation to opportunities with the potential for a minimum 15% return on capital employed in keeping with our value creation framework. Our hub lab program, we invested $93.7 million in the 4 major hub laboratory projects that we announced at the time of the June 2025 capital raising. These projects relate to expansion of the company's global platform businesses for both minerals and environmental testing markets. I'm pleased to say all 4 projects remain on track against both our cost and our time line expectations, and they are expected to strengthen our laboratory network in the key geographies where we already have leading market positions, while delivering greater efficiency through smarter automation and modern facility design. In this current financial year, both the Sydney and Lima Peru facilities are expected to be commissioned. These investments provide the additional capacity needed to support both near- and longer-term growth. Turning now to focus on the opportunities that lie before us. We remain committed to executing on our focused strategy, underpinned by our road map to win, which Malcolm will address in his comments. The global tech industry continues to benefit from long-term structural trends, including the shift towards outsourced testing, tightened regulatory standards in both the developed and developing markets, critical minerals demand, the energy transition and the rise of resource nationalism. These dynamics are driving demand for independent, high-quality testing services across critical sectors, from mining and environmental compliance to food safety and pharmaceutical regulation. With a differentiated portfolio and operating model, ALS is well positioned to capture these opportunities and deliver sustainable above-market growth. Turning now to remuneration. In FY '26, fixed remuneration increases for KMP, or key management personnel, range from 0 to 3.5%, reflecting individual performance, market positioning and internal relativities. The company's strong financial performance resulted in achievement of above-target financial measures. Performance across financial and strategic measures resulted in STI, so short-term incentive, outcomes for KMP ranging between 95% and 97% of maximum opportunity. The Board did not exercise discretion, and it is satisfied that the FY '26 outcomes appropriately reflect performance delivered for shareholders. With respect to the LTI program, the LTI framework continues to align executive reward with sustained earnings growth, capital efficiency and long-term shareholder funds. The FY '26 LTI awards will vest at 72.1% of target, reflecting full vesting of the EBITDA, so earnings before interest, tax, depreciation and amortization and TSR hurdles, or total shareholder return hurdles, partial achievement of our ROCE, so return on capital employee measures, and no vesting of the earnings per share hurdle. Looking forward and following shareholder feedback, the Board has approved increasing the LTI ROCE, so return on capital employed target, by a 4 percentage point to 16.5% at the lower end to 21.5% at the higher end. Previously, it was 15.5% and 20.5%. Additionally, the FY '27 base remuneration for the CEO and CFO will increase by 5% and the LTI opportunity for the CEO will increase from 150% to 180%. For FY '27, the Board approved a 6 percentage point increase in NED, so Nonexecutive Director and committee fees I should point out that was after no increase last year. So it's a 6% increase over a 2-year period rather than just a 1-year period. This adjustment remains within the approved aggregate fee pool of $2.5 million, and reflects both market benchmarking and the increasing complexity of board oversight in global economic conditions. We will see some changes to your board in FY '27. As I noted at the start of the meeting, John Mulcahy is stepping down at the conclusion of today's AGM, having served 14 years on the ALS Board. John has been an outstanding director, and we thank him for his dedicated service. And most importantly, the stewardship he has provided the company over his tenure as a director. John has contributed strongly, both as a committee chair and a committee member in addition to his normal NED responsibilities, and his advice has always been significant and well considered. On behalf of the directors and shareholders and management, we wish him well for the future, and thank him for everything he's done over the last 14 years. We are close to concluding a search for a suitable replacement for John and hope that we can announce that appointment in the coming weeks. Despite the retirement of John, we continue to have a variety of tenures on the ALS board as well as a broad range of skills and experience that will continue to serve our shareholders well into the future. Finally, I would like to sincerely thank our shareholders for your continued support of our ALS. I also want to acknowledge my colleagues on the Board and all the talented and dedicated people across the company for their passion and commitment to pursuing a better world through science, assurance and sustainability. I'll now hand over to our CEO, Mr. Malcolm Deane, who joins us virtually today from Madrid for his commentary on our performance over the last financial year. Malcolm, over to you.

Malcolm Deane executive
#2

Thank you, Nigel, and good afternoon, everyone, and welcome. Whether you're here with us in person or joining online from somewhere around the world, it's great to have you with us. I am pleased to have this opportunity to reflect on the past year, share our progress and talk about where we are heading. You will notice, I'm joining from Europe today. That's a delivered decision. As a leadership team, we are focused on being disciplined with every dollar we spend, and technology allows me to be here with you while continuing my operational focus. Like so many of you are doing today, I'm participating remotely, but I'm no less committed to this meeting or to speaking with our shareholders. Over the next 20 minutes, I'll take you through our fiscal year '26 performance. I'll update you on the road map to win. We share the progress we are making towards the lab of the future and provide an update on the first quarter trading performance and the year ahead. So let me begin by thanking a few important group of people. First, to every ALS employee. Thank you for energy, your commitment and your constant drive to improve. Your curiosity and dedication to excellence continues to make ALS a stronger business. To the Board of Directors, thank you for your ongoing support and guidance and special thank you to John, who departs after 14 years of dedicated service. John has made an enormous contribution to ALS, and we thank him for everything he's done. And finally, to you, our shareholders, thank you for your trust and support. From humble beginnings, ALS has become a global leader in testing, and we are continuing to evolve with a clear sense of purpose. Before moving into performance, I want to start with animates most. Nothing we achieved matters if our people don't go home safely at the end of the day, and that's why health and safety remains our #1 priority across our business. We are continuing to invest in leadership training and systems that strengthen our safety culture and ensure safety is part of every decision we make. It's fundamental to protecting our people and maintaining the trust our clients place in us. Without foundation in place, let me turn to how we're building ALS for the future. Over the past year, we've refreshed our strategic blueprint, and I am pleased to say we have already seen encouraging early results. Within ALS, we call this our road map to win. Our road map to win is about building lasting advantages in markets where we have a clear right to win. It gives a sharper focus across our global business and ensures we are directing our people, expertise and capital where they create the greatest value. This road map to win is supported by 7 key enablers that help turn our strategy into action. Together with our value creation framework, which guides how we allocate capital, they provide a clear foundation for creating long-term value for you, our shareholders. Over the past 12 months, we have taken delivered steps to position our portfolio in attractive markets and strengthening our competitive position. In refreshing our road map to win, we addressed 2 key questions. First, where we will win, where should we focus our people, expertise and investments. And second, how do we win, what we need to do to build and maintain deeper advantage over the longer term. Those 2 questions now sits behind the decision we make across the business. The strategy refresh also led to the development of the value creation framework, which underpins how we invest today. It introduced minimum return hurdles and a stronger focus on operating performance and capital productivity and has shaped the decision we have made over the past 12 months. Disciplined capital allocation also means regularly reviewing our portfolio, including noncore assets to assess their strategic fit within the broader group. As always, we will assess the best options and keep shareholders updated on any material developments. Fiscal year '26 also marked a significant year of leadership renewal. Two highly respected leaders concluded their outstanding career with ALS. Bruce McDonald, EGM Minerals, retired after 22 years of service. And Tim Kilmister, EGM, Environmental, stepped down after 31 years with ALS, including 5 years leading the global environmental business. On behalf of everyone at ALS, let me sincerely thank you, Bruce and Tim, for the enormous contribution to the business. They leave behind a strong legacy we can build from. And now in the future, as announced with the full year result, Andrea Vallejo joined LS in April as Executive GM of Environmental. Andrea is based in Europe and brings extensive operational experience and a clear vision for the next stage of growth in this crucial business. And today, I'm also pleased to announce that Mr. Raj Kumar Madiravelo has been appointed Global Executive General Manager for Minerals, and we will commence with ALS on our. Raj Kumar brings more than 25 years experience across the mining industry and most recently, serving as Orica's Head of the ACS business and previously overseeing its digital solutions. Together, these appointments strengthen our leadership team as we continue delivering our strategy. I also want to acknowledge today that Michael Williams, our Group Treasurer, Investor Relations and Business Integration Director, has confirmed his intention to leave the company with effect from the 28th of August. Michael has made a significant contribution to the company's growth and success over his 23 years at ALS, and we extend our sincere thanks to Michael and wish him well for the future. Starting with commodities, in Minerals, an outstanding result with 20.2% organic growth and a record year of sample processed. These results bring for ALS leadership position within the resource exploration testing market. Margins also grew strongly, reflecting both the benefit of operating leverage associated with stronger sample volume and a more favorable pricing environment in the second half. We continue investing in regional geochemistry capacity, mine site and metallurgy testing and digital sample tracking and workflow automation. ALS remains a trusted partner across the full mining value chain. Industrial Materials delivered organic revenue growth with margin expansion in ASN inspection contrasted by margin contraction in both oil and lubricants and coal. Coal grew organically by 7.6%, and oil and lubricants grew by 12.2%. To Life Sciences, which includes our environmental food and pharma businesses. The Environmental business is our largest business that registers 35% of the group's revenue and continues to be a key growth platform for ALS. Environmental delivered mid-single-digit organic growth in our largest regions being both APAC and EMEA, which was partially offset by softer conditions in the United States, especially around the integration process of Europe and softness experienced with Latam markets. It's fair to say performance in the Americas was disappointing. Some of those challenges reflected market conditions, but others were within our control. I take responsibility for those. ERG certifications were fully reinstated during the fourth quarter. The impact of the U.S. government shutdown have eased. And while challenges remain, the team remains focused on quality and active engagements with regulators. Across the broader environmental business, we are continuing to see strong growth, driven by increased PFAS regulations in developed markets. We are scaling this business to support public health, environmental remediation and industrial compliance, while continuing to improve how we operate and the experience we provide our clients. With Andrea now leading the business, she has a clear mandate to continue building the best-in-class global environmental business. The food business delivered its third consecutive year of strong organic growth at 7.2%, led by Europe. That's an outstanding achievement and a real credit to the team who continue to deliver consistently. Pharma recorded a slight organic revenue decline of 1.6%. But the real story here is, where EBIT grew 123% and the margin improved approximately 450 basis points since the successful completion of the transformation program. That's trended to the team that led that work. Looking ahead, we'll continue to manage and monitor future investments through our capital allocation framework. So let me move now to something I'm particularly excited about, our Lab of the Future initiative. Digitization is reshaping our industry, and I believe ALS is uniquely positioned to lead that change. The Lab of the Future is our long-term vision for where ALS is heading. It's more than technology alone. It's reimagining how our labs operate, how we create greater value for our clients and how we build lasting advantages for ALS. One of the ways we're bringing that vision to life is through our smart labs. This is where we are integrating technologies, like data robotics and AI into the way we work. The goal is simple, help our people spend less time on repetitive tasks and more time applying their experience while improving quality, productivity and the experience we provide to our clients. Our unified NIMS now supports 80% of the group's revenue and gives us 1 of the largest proprietary data sets in the TIC industry, built over the 30 years across 450 labs. That's a significant competitive advantage and the foundation for everything we're building in AI. Earlier this year, we launched our internal AI marketplace, a platform where we build our solutions once, and we make it available right across ALS. We have already provided access to private secure GenAI tools to more than 5,000 employees at minimum cost. Every hour safe on routine tasks flows directly into the productivity and margins. As we look ahead, we continue investments in smart labs through automation, digital infrastructure and AI. We are already seeing the first tangible returns from those investments, and we expect them to scale over time, delivering stronger productivity, better outcomes for our clients and long-term value for our shareholders while continuing to advance our Lab of the Future initiatives. With that, let me now provide you with a trading update for the first quarter of fiscal year '27. In the May full year results, we outlined our growth target for fiscal year '27, being high single-digit revenue growth and steady margin expansion with Life Sciences expected to contribute more to the second half. After quarter 1 of fiscal year '27, I am pleased to confirm we are on track to deliver these expectations. Within commodities, minerals is running ahead of organic growth expectations with a continuation of the exploration conditions we experienced in the second half of fiscal year '26. While major and mid-tier clients have continued at similar heightened sample volume levels, we have seen growth in activity from juniors at a faster pace. Margins are in line with the first half expectations with a favorable pricing environment and improving operating leverage expected to impact positively as the year progresses. The remaining of the commodity business are broadly in line with expectations, delivering quarterly growth on a PCP basis. The only exception is oil and lubricants, which you'll recall has been a steady performer over the past few years. However, in the first quarter, the business has encountered some short-term volume and related efficiency headwinds and is slightly behind our expectations. We expect this business unit to steadily improve as the year progresses. Moving to Life Sciences. As anticipated, after a slower start, we've seen improved organic growth as the quarter progressed. The division has delivered low single-digit organic growth in the first quarter following a similar pattern from fiscal year '26. Both achieved mid-single-digit environmental, low single digit and pharma negative low single-digit organic revenue growth noting the Nuvisan revenue pipeline looks promising. The divisional revenues improvements since recently are expected to continue as we move forward, although it's reasonable to expect some margin compression compared to H1 in the prior year. In terms of capital allocation, the hub lab upgrades remain on track, both timing and budget-wise, noting that we are assessing alternatives for Prague to accelerate the delivery timing for this site from the planned fiscal year '30. May fill, the environmental hub lab in Sydney, is currently being commissioned, and Lima, minerals hub lab in Peru, is expected to be commissioned in November '26. From this position of strength, we are well placed to continue pursuing organic and inorganic opportunities in line with our value creation framework in a disciplined manner as they present. Aligned to this, the group is pleased to confirm today that it has signed an agreement to acquire an additional 18% interest in its existing JV Saudi operations, increasing our total holdings to 60%, pending receipt of regulatory approvals. It is anticipated that this transaction will close in the coming weeks. As we look forward, the balance sheet remains strong with an ongoing focus on generating strong free cash flow. And before I hand back to Nigel, let me leave you with 1 final thought. ALS is a very different company from the one it was just a few years ago. We have a clear strategy, a refreshed leadership team and a business that is continuing to evolve. We are investing in our people, in technology and in the markets where we know we can create long-term value. Our objective is clear. We want to be the best-in-class for our clients, our employees and for our shareholders. We're focusing giving our clients greater certainty through quality service as our brand promise states because that's what build trust strengthens long-term partnerships and ultimately creates value for our shareholders. Above all, we're doing it with a strong culture built on safety, curiosity and accountability. Those values shape how we work, how we support our clients and how we continue to improve. To our employees, to our Board and to our shareholders, thank you again for your continued support and confidence in ALS. I'm excited about the opportunities ahead, and I look forward to updating you on our progress when we meet again next year. Thank you for your time. And with that, let me hand back the meeting to our Chairman.

Nigel Garrard executive
#3

To the formal part of the business of the meeting. As I mentioned earlier, voting is open on each of the resolutions. And I remind you that you can change your vote up until the time that I declare voting closed. Resolutions 2 through 5 are for the election or reelection of ALS nonexecutive directors. There are 4 director resolutions this year, which is higher than in previous annual general meetings, due to the timing of each director's initial appointment to the Board and the director reelection requirements under the ASX listing rules. We intend to rephase the timing of director reelections to become more evenly distributed over the coming years. Proxies have been received from 72.29% of ALS' issued capital at the time of this meeting. As we proceed through each resolution, the proxy votes for that resolution will be shown on the screen. On all available open proxies given to the Chairman of the meeting, I propose to vote in favor of all resolutions. Turning to Resolution 1. This is the first resolution is for the adoption of the 2026 remuneration report. This resolution will be decided in accordance with Section 250R of the Corporations Act. It should be noted that the vote on this resolution is advisory only and does not bind the directors nor the company. Your Board aims to set remuneration for all key management personnel at levels which are reasonable and designed to attract and retain appropriately qualified people in what is a competitive global market. In addition, the aim is to align a significant proportion of executive reward to growth in shareholder value with a view to both the short and the long term. The reward structure for the Managing Director and other KMP of the group are outlined in detail in the annual report. The structure encompasses 3 main elements: firstly, fixed salary; secondly, a short-term incentive over 1 year, which is 2/3 cash based and 1/3 is a deferred equity component; and three, our long-term incentive program based over 3 years, which is wholly equity based. KMPs must also meet a minimum shareholding requirement.

Nigel Garrard executive
#4

Details of the proxies received for this resolution are up on the screen. So I'll start with, are there any questions on this resolution from the floor? George?

Unknown Analyst analyst
#5

[indiscernible]

Nigel Garrard executive
#6

The directors pay went up 46%.

Unknown Analyst analyst
#7

Directors pay pool went up from $1.518 million in '23 to $2.225 million in 2026, which is 46% in that period. In that time, the revenue for the company went up 37.1%. Underlying net profit went up 18.9%. Earnings per share went up 14.2%. The dividend growth was 7.1%. The dividend growth was about 40% less than what the directors got. So I think that there's a large disparity there in what the directors pay remuneration by comparison to the increase in dividends that the shareholders got, which you might like to explain.

Nigel Garrard executive
#8

So I think returns to shareholders are a combination of dividends and share price appreciation. So I understand the point about dividends, but you'll be aware that the proportion of net profit paid out by way of dividend has decreased over that 5 years, and we have looked at capital appreciation in the share price over the period. Second point I would make is that I think over that period, correct me if I'm wrong, the number of directors has increased, so that, by definition, will have some effect. And thirdly, it is a competitive market. And it is -- there are plenty of options for nonexecutive directors. We benchmark our fees every 3 years, and we pay at the 50th percentile. And from a director's point of view, as I said earlier, there was no increase last year, reflecting the fact that the -- in FY '25, that is reflecting the fact that the company was not performing well and directors didn't think it was appropriate that they took an increase as a result.

Unknown Analyst analyst
#9

Thank you, Mr. Chairman. I brought up at the previous meeting when you were talking about the short-term growth, long-term and medium-term growth projects, which were over a much longer period and have a short-term incentive over 1 year, et cetera, I think, is too short a period. And the huge difference between a 46.5% increase for the directors and the shareholders up 7.1% increase is a worrying concern. It's -- that's why you invest in the company so to get an increase in dividends and growth over a long period, and that's a very big percentage difference in those 2 figures. And I think that you should look at those figures and reconsider them. And I understand dividend is pulled back, but we were told at the last AGM that you were very happy with the gearing ratio of the company. You went to shareholders with a placement issue. And I noticed that from that, that not all the directors participated in the placement issue. And I think that, that's an just reflect for the company if the directors weren't prepared to put some of their money into the placement as well. I think that, that put some money back into the company and your placement and get some of the dividends.

Nigel Garrard executive
#10

So there's a couple of points there. Firstly, you mentioned short-term incentive and long-term incentive, just to be clear, no director participates in a short-term incentive nor a long-term incentive program. That's only for KMP and the executives. Second point about the capital raise. The capital raise was a share purchase plan and was only available to shareholders who had an Australian address. So none of the overseas directors were legally able to participate in the share purchase plan. Erica, if you don't mind me speaking on your behalf, had only recently purchased shares. She was ineligible to participate. As a result, from a personal point of view, I took up the maximum amount that was possible. I think you'll find that those who were eligible under the terms of the share purchase plan participated. But unfortunately, the rules in the U.S. and Europe are such that residents there are not able to participate under those plans. And I think if you look at all directors who have been on the board more than 3 years, they comfortably exceed their minimum shareholding requirement, which is equivalent to 1 years of fees. And Erica itself after which you'll see in annual report purchased, from memory, just under 6,000 shares, which is -- which was after the share purchase plan as part of her requirements.

Unknown Attendee attendee
#11

Adrian Vols, shareholder. When do you set the ALS share price? Because I noticed before AGM this year and last year, the share price had a mark fall. I'm not suggesting it's a manipulation, but why is that? And when do you set the share price? Is it over a certain trading days or what?

Nigel Garrard executive
#12

You mean the share price for NCT programs?

Unknown Attendee attendee
#13

Correct.

Nigel Garrard executive
#14

Yes, is on a number of days. I think it's either 30 or 90 days up until the date of issue. So it's the weighted average over that period. So we don't say that the market does. .

Unknown Attendee attendee
#15

But when is that date?

Nigel Garrard executive
#16

I think, correct me if I'm wrong, Dan, it's 30 days in the period up to 31st of March. I think that's right, but we'll double check. Yes.

Unknown Attendee attendee
#17

It's strange that you'll share for price falls just before our AGM this year and last year.

Nigel Garrard executive
#18

Well, some of that may be that we go ex dividend. So a dividend is declared, and they trade what they call come dividend. So with the expectation of a dividend. And post that date, once the dividend has been paid, the share price would normally drop by roughly the value of the dividend.

Unknown Attendee attendee
#19

Went down much further just recently.

Nigel Garrard executive
#20

I wish we could control the market and the share price that might be a bit better outcome for all of us, but that's not something that we can control. But from our point of view, it's the same period of time every year. We are consistent in the way we do it. And it's the average of shares over and now days, and Dan will just check whether it's 30 or 60.

Unknown Shareholder shareholder
#21

Noel Ambler from the Australian Shareholders Association, representing our 13,000 members with my colleague, Susan Bailey. And I must compliment you this year. I can actually see you promptly. You are not standing in front of the screen...

Nigel Garrard executive
#22

No, we took on board the feedback from last year. And 1 of the small contributions I made was I move the from there to here to make sure that we didn't have that issue again.

Unknown Shareholder shareholder
#23

Very good. The letter to shareholders basically said the balance sheet is strong, which is good. But unfortunately, that's been reduced to still to around 75% the debt-to-equity ratio. Many investors consider this a bit high, even though you have brought it down. Can the Board comment on the risks posed to us if the interest rate rises or any other unforeseen global events on our cash flow?

Nigel Garrard executive
#24

Sure. Thanks for the question. I think if you look at our overall debt, our overall leverage is low in comparison with our competitors. And our interest rate management would have us securing over 1, 2, 3 and potentially 4 years of interest rates. We use the financial instruments available to us to minimize that risk. So there's not a lot of exposure to floating interest rates. Yes, as we take a 2-year fixed or a 3-year fix that's reflective of market conditions at the time, but we're not heavily exposed to short-term market fluctuations in interest.

Unknown Shareholder shareholder
#25

Performance has been good despite the challenges for the company. Can the shareholders expect this performance to be maintained?

Nigel Garrard executive
#26

I wish I had a crystal ball. Look, I think what Malcolm said is the performance for the first quarter was in line with expectations that we announced in conjunction with our full year results. And our plan is for that to continue for the full year. We can only control the controllables. And as we all know, there are a lot of uncertainties in the world that are outside of our control. What I would say is our Minerals and Environmental and Life Sciences business more broadly, have a number of favorable conditions that they're in the markets at the moment, which we hope to continue. But again, outside our control.

Unknown Shareholder shareholder
#27

In relation to the cyber attack, I must confess -- cyberattack.

Nigel Garrard executive
#28

I think we probably should hold that till the end because this is just in relation to remuneration. And we'll hold that to the end. I'm happy to answer that at the end.

Unknown Shareholder shareholder
#29

Affecting the ongoing viability business about, but I'm prepared to wait.

Nigel Garrard executive
#30

Yes, let's deal with that at the end. Yes. Any more questions in relation to remuneration. Yes, sir.

Unknown Attendee attendee
#31

A quick question on the remuneration report. Do any of the directors have a lot of experience in laboratory science and technology and where technology is going in the future, so we're ready for it?

Nigel Garrard executive
#32

In short, yes, I think Peter Possemiers who's up for election today has something like 39 years of experience in the tech industry. Safadia Acadia has had 10-plus years experience in the industry. All directors are across the opportunities when it comes to how we use information and technology to improve our operations as a key focus of the Board and, frankly, is covered at every Board meeting. Have we got any questions online?

Unknown Executive executive
#33

For resolution 1, there are no questions online.

Nigel Garrard executive
#34

All right. Thank you.

Nigel Garrard executive
#35

So I'll now move on to Resolution 2, which is the election of Christy Boyce, who is seeking election as a Non-Executive Director and in accordance with the company's constitution and the ASX listing rules, an election of at least 1 director is required each year. Christy was appointed to the Board as a Non-Executive Director in September 2025. And she filled a vacancy following the departure of Ms. Tonianne Dwyer, who retired from the Board following last year's AGM. So in accordance with our constitution and being eligible, Christy offers itself for election. The Board supports Christy's election. And I now invite her to address shareholders. Christy?

Christina Mary Boyce executive
#36

It's an honor and a privilege to serve on the ALS Board. I want to thank everyone for this opportunity. I've followed and admired ALS for many years before joining the Board. As Nigel mentioned, I have a background in management consulting. I spent 15 years at McKinsey and was a partner there, working with McKenzie in Australia, the U.S. and the U.K. and then I had 10 years at Port Jackson Partners. I have a Bachelor of economics from the University of Sydney and a Master of management from Kellogg at Northwestern University in the United States. The focus of my career in management consulting has been big picture strategy and portfolio optimization, development and refinement of customer value propositions, sales and marketing, including pricing and go-to-market strategies, customer experience and loyalty and organizational effectiveness and performance management. I've worked in a range of industries, including consumer goods, industrial products, agribusiness resources. I have a range of ASX Board experience, recent and current listed boards include CSR, which I left after the sale to Saint-Gobain and JB Hi-Fi. In these companies, I've served on the People and Remuneration Committees, the Audit and Risk Committee and the Safety and Sustainability Committee in the case of CSR. I feel very privileged to work with the company whose aspirations align with many of my professional interests. And I'm very excited to be involved with an Australian company that is building itself as a global champion. I feel great alignment with the purpose and the values of ALS, and I'm really excited to be working with a very strong management team that continues to push and challenge itself. I'm excited to support and challenge the team on many of our key opportunities, including continuing to strengthen our portfolio, ongoing enhancement of our customer value proposition, ensuring that we capture the benefits of one ALS across a range of geographies and business lines and capturing the potential of AI. I appreciate the trust placed in me and look forward to continuing to work for the benefit of all stakeholders and in particular you, our shareholders.

Nigel Garrard executive
#37

Thank you, Christy. So details of the proxies received on the resolution to elect Christy Boyce are up on the screen, overwhelmingly positive.

Nigel Garrard executive
#38

Moderator -- no, before moderate do we have any questions on the floor?

Unknown Shareholder shareholder
#39

Susan Bailey, speaking from the Australian Shareholders Association and also as a share shareholder. Christy, your -- you obviously have a strong experience and strong background. But can you tell us where you might be able to contribute to the Board that doesn't overlap with other Board members?

Christina Mary Boyce executive
#40

So I think my strategy background is useful -- it's very useful in this particular case. So I have been talking to the management team, for example, about how we think about the portfolio and also the issue of not just where we play and how we play, but also how we extract the value from being 1 ALS across different geographies and different business lines. And they are the type of issues that I've dealt with in my management consulting experience. Similarly, I think I bring a different perspective on the AI opportunity, which is more about how organizationally we structure ourselves and what we do to demonstrate the opportunity to engage our people. So obviously, I'm not making any of these decisions. It's more about challenging and asking the right questions and helping management, but I do think I bring a different lens and also bring a very customer-focused blends. So clearly, there are people on the Board who have much deeper technology experience than I do, but thinking about how we actually manage the customer experience and how we enhance that, particularly leveraging some of the digital tools that are emerging.

Nigel Garrard executive
#41

Are there any other questions in the room? Moderator, are there any online questions?

Operator operator
#42

Just 1 question for resolution 2. This question comes from Mr. Stephen Mayne. Which recruitment firm assisted with the search to secure Christy Boyce's appointment to the Board? Was it a full competitive process? And how many other candidates did the full board interview. Did Christy know any of our directors, or KMP, before engaging with the recruitment process?

Nigel Garrard executive
#43

Firstly, I would say, Spencer Stuart, 1 of the large global HR consulting firms has been involved in selecting directors for this business for some time, and they are involved in Christy's process. The way it works, the way the appointment works, we have a brief. We got a long list from Spencer Short. We reduced it down normally to 7 or 8. And then, I would interview 7 or 8 people. And then, we reduced it down to 3. And then the full board interviews 3, sometimes it's 4, but 3 or 4. And then, we look at if we have unimenity or a majority support for 1 particular candidate. So it's an independent process, and it is 1 using an external search firm. I was -- I personally knew Christy before that. I sat on the CSR Board with Christy until we were taking or CSR was taken over Saint Gobain. I don't think to my knowledge, you know any of the other directors or management?

Christina Mary Boyce executive
#44

No.

Nigel Garrard executive
#45

Thank you. Any other questions?

Operator operator
#46

There are no further questions.

Nigel Garrard executive
#47

Yes, at the front here. Yes.

Unknown Attendee attendee
#48

Frans Bradenburg. I was also a shareholder of CSR. A bit upset that they got taken over. I'm just wondering what the ALS situation is as far as the competition and future prospects -- people looking at taking over ALS? And what your strategy is for preventing that? Sorry, just another with the dividends. Just current government, the way they're carrying on about okay for dividends, but not for capital growth and reducing that incentive, what the thoughts are there?

Nigel Garrard executive
#49

So I think I'll hold both of those until we get to the end. So we'll do the things for the directors, but 2 very good questions. Thank you. Are there any further questions?

Operator operator
#50

There are no further online questions.

Nigel Garrard executive
#51

Okay. Thank you.

Nigel Garrard executive
#52

So the Resolution 3 is the reelection of Leslie Desjardins, who is seeking reelection as a nonexecutive director at this meeting. Leslie was elected to the Board as a Nonexecutive Director in November 2019. She retires in accordance with the company's constitution and being eligible offers herself for reelection. The Board supports the reelection of Leslie, and I now invite her to address shareholders.

Leslie Desjardins executive
#53

Good afternoon, shareholders. My name is Leslie Dujardin, and I'm seeking reelection to the Board for my third term. What motivates me to continue in this role is the connection I have to the company's purpose of making the world a better place, whether that be through environmental, food, pharmaceutical or minerals testing. It is a noble purpose and 1 that I'm proud to be a part of. I'm probably best known as a finance professional. My passion for numbers led me into finance. As I grew my career within General Motors and Amkor, the 1 thing I valued about being in finance was that it enabled me to see all parts of the company, such as a company's strategy, operating model, culture, talent and, of course, the commercial aspects of how money is made. At General Motors, I gained financial and governance and manufacturing operating experience, while living and working in Canada, the United States and Australia. Like ALS, both General Motors and Amkor operate across global markets, managing the complexities of multinational businesses, including matrix organizational structures, global manufacturing footprints, and from a financial and risk perspective, exposures related to multicurrencies and taxes. For my core expertise wise in finance, I also held P&L and operational responsibility early in my career Managing General Motors international export program for North America. This kind of operating experience strengthen me as a financial professional and gave me an appreciation for the end customer needs and other drivers for long-term sustainable growth. Throughout my career, I've worked across all facets of finance, including internal control, financial performance, accounting, treasury, tax, M&A, debt and equity funding. My roles in Australia as Chief Financial Officer for Amkor and Chief Financial Officer for GM, gave me a strong understanding of Australian regulatory bodies and listing rules, all of which are critical to ensuring robust corporate governance for ALS shareholders. I believe my skills and experience with as well as the Audit and Risk Committee Chair at ALS for the past 6 years. I look forward to contributing to the ALS success and working with my Board colleagues and the management team. Thank you for your continued support, both to me personally and to the company.

Nigel Garrard executive
#54

Thank you, Leslie. Details of the proxies received on the resolution to elect Leslie Desjardins are up on the screen.

Nigel Garrard executive
#55

Are there any questions from the floor? No. Any questions online?

Operator operator
#56

There are no questions.

Nigel Garrard executive
#57

Okay. Thank you.

Nigel Garrard executive
#58

So I'll move to resolution 4, the reelection of Peter Possemiers. Peter is seeking reelection as a Nonexecutive Director at this meeting. He was elected to the Board as a director in November 2022. He retires in accordance with the company's constitution and being eligible offers himself for reelection. The Board supports the reelection of Peter and I now invite him to address shareholders.

Peter Possemiers executive
#59

Dear shareholders, my name is Peter Passives. I'm an Australian and Belgian Jewel citizen based in Geneva, Switzerland. Three years ago, you elected me to the Board and have bought with me 39 years of experience in the testing inspection certification sector, together with the European base perspective. During my term, I have focused on advancing our strategic priorities and supporting strong governance. A great deal has changed over the past 3 years. We never guided significant leadership transition, including the appointment of a new CEO, sharpened our focus on our core sector, expanded our European presence through the acquisition of Westling, doubled our share price and reached our 2027 target a full year ahead of plan. I'm grateful for the trust and for the encouragement I've received to stand for reelection. If reelected, I will continue to act in the best interest of all shareholders and to contribute to the company's sustainable growth and long-term success. I respectfully ask for your vote and look forward to continuing this journey together. Thank you.

Nigel Garrard executive
#60

Thank you, Peter. Details of the proxies received on the resolution to elect Peter are up on the screen.

Nigel Garrard executive
#61

Are there any questions from the floor? Yes, sir?

Unknown Attendee attendee
#62

As Peter is your laboratory man, how aware is he of modern technology? I mean Crisis has developed a testing machine for gold nondestructive. Are you keeping an eye out for the changes in technology to improve testing due to any research and development in that area?

Nigel Garrard executive
#63

So I'll answer the question specifically in relation to Peter. He's very well aware of the technology advancements and developments across the business. And whilst it's not directly related to Peter, yes, we are aware of crisis. Yes, we do R&D. And yes, we use crisis in some of our operations.

Unknown Attendee attendee
#64

It could be other generations of...

Nigel Garrard executive
#65

Absolutely. Absolutely. Any other questions from the floor? Are there any questions online?

Operator operator
#66

There are no questions online.

Nigel Garrard executive
#67

Okay.

Nigel Garrard executive
#68

The next resolution relates to me. So I'll step down as chair of the meeting and invite Erica to introduce Resolution 5.

Erica Mann executive
#69

I can do whatever I like -- so let me say good afternoon. Thank you, Nigel, for handing this over to me. You are in trouble. So Nigel Garrard is seeking reelection as a Nonexecutive Director at this meeting. He was elected to the Board as Chairman of the company on the 21st -- or 31st of July '24 following his appointment as Nonexecutive Director on the 7th of June 2023. Nigel retires in accordance with the company's constitution and being eligible offers himself for reelection. The Board supports the reelection of Nigel, and I now invite Nigel to address you, the shareholders.

Nigel Garrard executive
#70

I'll keep this brief so that I'm not at the risk of boring you with me talking the whole time. I've had a very rewarding and interesting 3 years as Director and now Chairman of the business. By way of background, I've got an economics degree from the University of Adelaide. I'm a chartered accountant by training, and I have been CEO of different listed companies for 20 years across different businesses. Today, I had Chairman of Ansell Limited and a Director of Treasury Wine Estates. If I look at the ALS business, I think my expertise and experience across running international organizations, understanding corporate governance, having been a listed company CEO are all important aspects of the contribution that I can make to ALS. I have the passion, the time and the commitment to continue to dedicate my efforts and resources to optimizing the outcomes for ALS and to ensure that we maintain the highest levels of government across the business.

Erica Mann executive
#71

So details on the proxy received on the resolution to elect Nigel are up on the screen.

Erica Mann executive
#72

May I ask if there are any questions in the room?

Unknown Attendee attendee
#73

Nigel, you're obviously a very highly capable director. But you also have extensive list in our view of other commitments to Boards. Could you comment on what your role when the company was subject to the cyber attack? No doubt this would have required a massive spike in your time. And if required, if any other company roles could be vacated if the situation was to continue?

Nigel Garrard executive
#74

So in relation to the cyber attack, I think I spoke with Malcolm in particular maybe 80% of the days for the first 3 weeks at different times of the day to understand where we were. We had -- I can't remember how many Board and subcommittee meetings, which I attended all of them in relation to that. And I think you need to have -- I understand where your question is getting at, do you have the flexibility in your calendar to deal with these things? I think you have to. And if you don't, then you've got a question whether you've got the ability to execute your directors' duties as you should. I didn't miss a meeting. I gave more than enough time to the cyber business. Do I have to delay some other things? Not really, but if I had to, I would have, and you need to focus on the urgent versus the important.

Erica Mann executive
#75

Any other questions on the floor? Moderator, are there any other questions online?

Operator operator
#76

There are no online questions.

Erica Mann executive
#77

Thank you.

Erica Mann executive
#78

Then, in that case, I will now hand back the electro Nigel to continue with the rest of the resolutions. Nigel?

Nigel Garrard executive
#79

That's a relief. I thought she was going to be a lot tougher on me than that. Resolution 6 is the approval of the grant to -- of 2026 performance rights to our CEO, Malcolm Deane. Malcolm under the terms of the company's long-term incentive plan is -- has a grant equivalent to a percentage of his salary and the calculation of his proposed grant was set out in the explanatory notes of the meeting. As the Managing Director and CEO of the company, the issue of the performance rights to Malcolm requires approval by an ordinary resolution of shareholders. The nonexecutive directors support the issue of those performance rights. And details of the proxies for this resolution are up on the screen. Yes.

Nigel Garrard executive
#80

Are there any questions from the floor? Yes.

Unknown Attendee attendee
#81

Our CEO is paid roughly 1/3 more than peers similiar sized ASX companies. In this year's rem plan, you're posing to increase his long-term incentive from 150% to 180% on his base salary. At the same time, as CEO of fixed remuneration rose 5% and relocation benefits of about EUR 180,000 continue. What was the reason for the increase?

Nigel Garrard executive
#82

I think it's AUD 150,000, not EUR 150,000. But if you've got to look at ALS as a global business. So we compete for talent, not only in Australia, but in the U.S. and in Europe in particular. From an LTI perspective, in particular, which is the main part of your question, U.S.-based CEOs have materially more than on average than Malcolm has at 180%. And this is comparable with European based CEOs where Malcolm is domiciled. So we need to reflect the fact that I -- we as a Board, I think Malcolm and the exec team are doing a good job; b, we need to appropriately remunerate them, but to attract and retain key staff and to ensure that they continue to do the job that we're asking for. So we looked at it and said, it's market competitive, and it is lower than the LTI in particular, lower than you would see in the U.S., in line with Europe and perhaps a little higher than you would be used to in Australia, but 80% of our revenue is outside Australia, and our executives, we need to attract and retain in a global market.

Unknown Attendee attendee
#83

Thank you, Mr. Chairman. Having Malcolm on several occasions, who we've got to say, I believe he's a very astute leader, makes good decisions and has some -- brought some good members to the Board who are very constructive and well-earned people to grow the business.

Nigel Garrard executive
#84

Thank you, George. Are there any questions in the room? Are there any questions online?

Operator operator
#85

There are no online questions.

Nigel Garrard executive
#86

Okay.

Nigel Garrard executive
#87

The resolution 7, which is prospective termination payments. The company is seeking shareholder approval for the purposes of Sections 200B and 200E of the Corporations Act to potentially provide benefits, which may otherwise be prohibited under Section 200B so as to obtain certainty about our ability to maintain its existing remuneration arrangements and to satisfy contractual and legal obligations. It's really important to understand shareholders are not being asked to approve any increase in the remuneration or benefits payable to relevant personnel nor to any variations to the existing discretions of the Board. Shareholders have in past, prospectively approve these benefits, the most recent being the 2021 Annual General Meeting. While the 2021 approval was not limited in time, it is our view that good corporate governance practice suggests that the 2021 approval be periodically refreshed, and hence, the resolution today. As such, shareholders are now being requested to refresh this approval. The proposed resolution is similar to that which was passed in 2021. And the Board considers that it is in the best interest of the company's shareholders to vote in favor of this resolution. Details of the proxies received are up on the screen.

Nigel Garrard executive
#88

Are there any questions from the floor?

Unknown Attendee attendee
#89

So how does this contravene law present that prohibits that?

Nigel Garrard executive
#90

So under the Corporations Act, correct me if I'm wrong, there are maximum requirements on the termination or retirement of people -- of executives from a business -- and that may or may not be appropriate for the legislation in a particular jurisdiction. So we just want to be 100% sure that we are not, a, breaching an existing employment agreement; or b, bridging the requirements of the Corporations Act.

Unknown Attendee attendee
#91

But wouldn't the law override those things?

Nigel Garrard executive
#92

No, the reason we can -- if the law says that this is the maximum without shareholder approval. So hence, we're seeking shareholder approval. Correct? Yes.

Unknown Attendee attendee
#93

[indiscernible]

Nigel Garrard executive
#94

Well, I don't think it's a finance. I think it's -- we are open and transparent to say, yes, this was approved in 2027, we don't have to bring it back to shareholders. We think it's good corporate governance to do that, and we want to be in a position where we can meet our legal requirements, both here, but also in other parts of the world. .

Unknown Shareholder shareholder
#95

The shareholder association again. The plan has some protections. However, it allows for an open-end authority -- the approval has no stated sunset or maximum value applies to future executives and is intended to remain effective if the STI and the LTI rules are amended. It seeks maximum flexibility for the firm and must be considered together with change of control terms that can allow up to 100% vesting and waiver of unmet conditions. A timely approval confined to the current plans capped in value and requiring pro rata service plus original performance testing will be more acceptable. Could you comment on our concerns?

Nigel Garrard executive
#96

Sure. I think as a matter of principle, what we call good levers, people who leave through retirement or redundancy in particular, normally are given as a matter of principal under our incentive program rules, pro rata for the time served under that particular plant. So that is what we've done for all the time I've been on the Board, and that would be our intention as we go forward. This is for the exception. Have I got an exception in mind? Is there anything that we're planning? No. It's just providing the cover against the legislation in the event that occurs. But normal practice in the business, which we expect to continue is pro rata as you indicate. And importantly, not pro rata on retirement, but it's pro rata calculated at the time it would otherwise vest. So if you've been there 1 year of a 3-year program, you've got to wait until the end of the 3-year program to determine whether you get 1/3 or 0 or something in between of that program. Are there any other questions from the floor? Any questions online?

Operator operator
#97

There are no questions online.

Nigel Garrard executive
#98

Thank you.

Nigel Garrard executive
#99

I'll move on to the last one, financial statements. It's the consideration of the financial statements for the year ended 31st March, including the directors' report of the auditor that were all included in the 2026 annual report. So this is the provision or the opportunity for shareholders to ask questions in relation to those financial statements and report. Address any questions to the auditor, all questions about the operation of the management of the company. Before I ask for any questions, I should point out Kelly MacKenzie, over there in the front row, is available to respond to anything in relation to the conduct of the audit and the preparation of the auditor's report. And Malcolm Deane and Stuart Hutton, our CFO, are both online in Madrid to answer any questions you may have of them and that I can't answer.

Nigel Garrard executive
#100

Before I open up for questions, there's a couple of questions we've had earlier, which I'd like just to answer. Firstly, the LTI issue price, the calculation of that is the VWAP, so the value-weighted average price, over 10 trading days, so not 30, as I said, 10 trading days following the full year results. So the calculation has been consistently used the VWAP for the 10 days after full year training. In relation to the -- your questions earlier about the CSR takeover, understand, I think for all of us, seeing ownership of Australia, great Australian companies going offshore is a concern. But as a Board and as shareholders, we had, in that case, an attractive offer that shareholders voted to accept. On your question about the federal government and dividend and changes to the capital gains tax legislation. I think the media has given that a fair wack. So I'm not going to comment on the appropriateness of those changes or others. It will cause us to have a look at our dividend policy because there's no doubt that the changes in the legislation do favor dividends over capital gains from an historical point of view, but we do need to reflect that we've got shareholders both in Australia and overseas and get the balance right. But it will give us cause to consider the policy as we go forward given the changes that have been made more recently. So are there any other questions from the floor?

Unknown Shareholder shareholder
#101

Susan Bailey, Australian Shareholders' Association, again. You don't disclose when EY actually commenced as an auditor or when the audit was last competitively tendered? And I'm wondering if you could fill us in on that, please.

Nigel Garrard executive
#102

The answer is I don't know when -- Kelly, do you know when you were appointed? 2020. So they've been auditors for 6 years. To the implied next question with audit tenders, there's a fair bit of controversy about international -- about international accounting firms. And to be clear, our audit, given we operate in 65-plus countries needs to be done by a global international accounting firm as representatives across those organizations. So at this point, we have no intention of changing subject to the process remaining competitive, Kelly, just to be clear.

Unknown Attendee attendee
#103

I have to save money for the shareholders. In relation to the cyber attack, and I must confess this was very concerning when I read it in the annual report. Has the company established who the instigators were? And what was the purpose? Was it ransom, criminal, espionage, access to other tests or just personal information? Do we have any information on what they were basically about?

Nigel Garrard executive
#104

Look, let me take a step back. Firstly, cyberattacks, frankly, it's a matter of if not when from every company's perspective. And you've seen even this last week, I think Origin Energy had one this week. We've had Medibank. We've had quite a lot over the journey. The cyber attackers, I'm generalizing here, they're not particularly discriminative in what they seek. They just seek information and then try and assess what they've got. . What seems to happen is they often get a lot of systems in files so far that run your operating systems in our case, whether it be SAP or one of those ERP systems, and then, they try and leverage that information. Let's be frank, it's really -- it's run by criminals, and it is to get a ransom. It's as simple as that. It's a criminal enterprise, which is done at large scale by some state actors and some private actors, but that's how it works. In our case, it was largely system files they got. There were some personnel files or personal information that was accessed. And we provided support for our staff members who were involved. And there was some limited historical customer data, nothing commercially sensitive. It's fortunate fact of -- it's an unfortunate fact of corporate life. And as we go forward with AI and increased things like that, this is going to become more prevalent. Now, what's meant for us is that we've amped up our security, amped up our processes and all of those type of things. But we've got to be realistic. The hackers are getting better, too. The same tools that we're using the hackers are using. And this is done on industrial scale by professional people and just -- it's a great example of how you can't relax. It's very disruptive from a company point of view, very disruptive. So you don't -- once is enough. Arguably, once is too many. Are there any other questions from the floor? Yes, sir?

Unknown Attendee attendee
#105

Yes, there's been a few problems with audit firms disclosing information when they shouldn't to people they shouldn't do. Do you have a good relationship and make sure that the right information is kept?

Nigel Garrard executive
#106

Kelly, do you want to answer that? I mean, do we have any concerns with EY? No. And what I would say is the incidence as you've seen in the press I think would be by far the exception rather than a rule. We are very comfortable with the internal processes that EY us, but I'll let Kelly speak to that.

Unknown Attendee attendee
#107

Yes, that was probably going to be marked when we have processes, procedures complex, confidentiality, all of which are documented, outlined in our training and have been obviously reinforced given what's going on. But I have no concerns, particularly as it relates to ALS or any of my clients for that matter about information being shared.

Nigel Garrard executive
#108

Thank you. Any more questions from the floor?

Unknown Attendee attendee
#109

Thank you, Mr. Chairman. I spoke to Malcolm with regard to the hacking shortly after it happened. And I believe that the company should be able to take some positive out of it, illustrating how quickly they resolve the problem. So when they're doing tenders, et cetera, they can say, yes, we were hacked, but we reacted in this time, this was what happened and how we handle it, and it can be used as a promotional tool for the company rather than a distraction from the company with the way that it was handled.

Nigel Garrard executive
#110

Yes. Well, I think it's a good point -- just a little bit more information. The hacker occurred on a Friday afternoon, and we are up and operational in 98 or more percent of our sites by 8:00 on the Monday morning. Firstly, there were 400 potential customers. We're not sure exactly how many whose information may have been accessed. We have personally spoken with every 1 of those and explain what happened and the mitigations we put in place. And I would say, to your point, George, the relationships with the customers have been enhanced rather than harmed by the, a, the communication, and b, the actions that we've taken.

Unknown Attendee attendee
#111

That's the way it should be. The other question that I had was with regard to Nuvisan. A couple of years ago, you wrote the value of that down to nothing, I think, about $148 million of the profit, where is the value of that company going back in the company figures at this point in time? The company -- that business is now making a profit. So it obviously has some value. Where is that value shown in the reports?

Nigel Garrard executive
#112

So the investment in Nuvisian is still held at that $1 that it's been -- that was written down to -- and yes, there's no doubt, it's worth more than that. Now, it's making profits, but we have not as yet revalued the business. We don't, as a matter of principle, revalue the business different businesses based on profitability, but it's very pleasing to see Nuvisan making money. And certainly, the market value is materially in excess of where we've held it.

Unknown Attendee attendee
#113

When you wrote $148 million of profit at the time to put back into profit to be distributed to the shareholders.

Unknown Attendee attendee
#114

Finally, once again, the cyber attack, which is certain concern and devastated business. A lot of boards have difficulties getting people qualified or have knowledge in cyber and AI, and we note that Catherine Farrow on your Board does. Did you play any major role when this issue what happened?

Nigel Garrard executive
#115

I think it would be fair to say all directors played a major role in this. And Catherine, yes, has recently conducted or undertaken some postgraduate studies in AI. Christy, I know has done the same. And our Board has had training in AI and cyber. It is an annual thing on the agenda. And I'd say all directors contributed strongly to that. It was obviously a really important issue for us as a business. Are there any questions online then?

Operator operator
#116

Yes, we have 3 questions online, starting with the first question. This comes from Mr. Kevin Daly. The annual report refers to a capital allocation framework. Could you give some detail about how this works with respect to geography and technical area?

Nigel Garrard executive
#117

I think both Mark and I have covered the capital allocation framework. Let me explain it to you this way. It looks at how we allocate capital, which is, let's call it, maintenance and replacement. It's organic growth, it's productivity improvement and inorganic growth. So that's mergers and acquisitions. The first 3, the allocation is we expect a 15% return on investment within a 3-year period. And the last one, so the M&A, the inorganic, we expect a 15% return within 5 years. So there's financial discipline there. The overriding thing is that each part of the business has got to earn the right to get the capital. So we expect performance, and we expect them to meet their targets to earn the right for either growth, be it organic or inorganic capital. And the overlay to that is going to be consistent with our strategy. So the capital will be focused on the areas and the geographies in which we've decided we think we can win. And that's not all areas and it's not all geographies.

Operator operator
#118

Second question comes from Mr. Stephen Mayne. In September 2019, we split within auditor, KPMG, as potential litigation arose of nonaudit advice provided by KPMG in a foreign jurisdiction. Ernst & Young was subsequently appointed external auditor. How did the situation with KPMG end up getting resolved? And assuming we have not run an audit tender over the past 6 years, when are we next likely to market test auditing services with a competitive tender?

Nigel Garrard executive
#119

Look, I wasn't here in 2019. So frankly, I can't answer that question, but I'm happy to come back and put an answer on the company's website, as we said. And I think I've addressed the issue of about audit tenders. It's a somewhat difficult time given the issues that we've got with 2 of the major big 4 accounting firms at the moment. . That being said, just to reinforce, they've got to be competitive from a price and a service point of view, and we will continue to keep them honest in that regard.

Operator operator
#120

The third and final question that we have online comes from Mr. Stephen Mayne. Thank you to John Mulcahy for his successful 14 years of service on the board, a period in which the share price more than doubled. It is always helpful for investors to have access to some exit perspectives from retiring independent directors. In his final contribution as a director, could you please ask John to comment on what he regards as the best decisions he has made during his time on the Board? And if he had his time again, what different decisions would he have made?

Nigel Garrard executive
#121

Let me preface John's response by hindsight is the world's best manager. And so I think with the benefit of hindsight, we'd all do things differently. I'd know what numbers to put into crossline last Saturday, and I know who won the Melbourne the year before, right? So -- but I'd be happy for John to answer what he thinks are the highlights of the 2 or 3 highlights over his 14 years. But what I would say for executives and directors, I think our job ideally is to lead the business in a better place than when we started. So that's the legacy, I think we should leave to those who follow us. I don't think there's any doubt that John has left who is leaving the business in a better place than it was 14 years ago. But John, let's see how the mechanics work here of John, who is in Houston, Texas.

John Mulcahy executive
#122

Can you hear me?

Nigel Garrard executive
#123

Very good. Yes, we can, John.

John Mulcahy executive
#124

Okay. All right, Nigel. First of all, thank you very much for your kind words Angel. But to answer the Stephen Maine, I think the key highlight for me is the appointment of Malcolm as CEO. So I've seen 3 CEOs for ALS. And there's no doubt that Malcolm has made a significant difference. And the real difference is, I guess, the enforcement of 1 ALS and the determination to continue to increase the strength of the executive team. So that would be the highlight for me. But really, ALS has transformed really from being even though it was an international business, it's still very much a parochial business when I joined with only members of the Board being resident in Queensland. So it's now very much an international company with a great Board and a great executive team. And I think that's just showing the development of the organization over the last 14 years. So -- and I've been privileged to be part of that. .

Nigel Garrard executive
#125

Thank you, John. Any other questions?

Operator operator
#126

There are no further online questions.

Nigel Garrard executive
#127

Any other questions from the floor? Yes, sir.

Unknown Attendee attendee
#128

Basically, just a commentation the ASA does like to have the directors have a annual fees within 3 years of being on the Board. Looking Christy, she's nodding knows the situation. We aren't going to pick out the 3 ladies who are just basically have not yet served their 3 years. We're looking forward to at the completion of 3 years, they do have their are equivalent of their fees in shares.

Nigel Garrard executive
#129

So I think we were really clear when directors joined. This is our requirement. It's it makes a statement, but it also ensures that our interests are aligned with shareholders. So it's really important. And I think we look at that at least annually at each Board meeting. So we're clear about when people have to meet those requirements. Any more questions. Yes, sir?

Unknown Attendee attendee
#130

You're thinking about doing a share buyback. How do you manage your capital?

Nigel Garrard executive
#131

In short, no. And the reason for that is we think there are plenty of inorganic and organic opportunities to utilize our capital. And I think we also need to be cognizant of the fact that it's an uncertain world right now, and we need to be appropriately conservative in our leverage in -- on the balance sheet given the uncertainties. But I think share buybacks you do, if you don't have a better way to utilize the capital. And in our view, we have more than enough opportunities to utilize our capital. Okay. This is the last chance before I close the meeting. Anybody else? Okay. As there are no more questions, this concludes our discussions on the items of business. So we now move to collect the poll voting cards, so -- and close the online voting. So if you've got your blue slips, if you could pass those out to the representatives. In 1 minute, I'll close the online voting system. So if you're online, please ensure that you have cast your vote. Have we got any more cards in the room that need collecting? 1 here at the front. Okay. Ladies and gentlemen, voting is now closed. As I said earlier, the results of the poll will be announced to the ASX as soon as possible after the meeting and will also be available on the company's website. I now declare the meeting closed. And in doing so, thank you for all of you here in person and online for your participation today, and I look forward to seeing you next year at next year's AGM. Thank you.

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