Charter Hall Group · ASX:CHC
Charter Hall — Shareholder Meeting (November 2011)
66 slides from Charter Hall's shareholder meeting presentation, Nov 24, 2011
Slide 1: Charter Hall Group 2011 Annual General Meeting
Charter Hall Group 2011Annual General Meeting Thursday, 24 November 2011 Good afternoon Ladies and Gentlemen. For personal use only My name is Kerry Roxburgh, Chairman of Charter Hall Group and on behalf of the Board of Directors, it is my pleasure to welcome you to the Charter Hall Group’s 2011 Ann
Slide 2: Chairman's address: year in review
This year marks the Group’s 20 year anniversary. We have become one of Australia’s leading fully integrated property groups with over 260 employees. Charter Hall manages capital allocated to long- term property investments across Australia for our wholesale, retail and institutional clients and for
Slide 3: Strategic focus, people and remuneration
Strategic focus Since year end we have seen mounting concern about economic conditions in both the EU and in the USA. This has resulted in sovereign downgrades, equity markets have experienced a significant sell off and an inevitable re-pricing of risk. For personal use only Australian data highligh
Slide 4: Executive remuneration changes
Item 3 in the Notice of Meeting will allow time for questions and observations, but let me say now we have made some important changes to executive remuneration and further changes will be phased in, including: ♦ With your approval today, introducing a 12 month deferral into CHC stock of half of the
Slide 5: Chairman's closing remarks
I thank and congratulate Cedric for the role he has played in building this business and for his significant contribution to this Board over the past six years. On behalf of all of us, thanks Cedric and we wish you every success in the future. For personal use only Finally, we have been through a ch
Slide 6: Charter Hall Group 2011 Annual General Meeting
Charter Hall Group For personal use only 2011 Annual General Meeting 24 November 2011
Slide 7: Board of Directors
Board of Directors For personal use only Kerry Roxburgh Chairman and Independent Non-Executive Director Colin McGowan Glenn Fraser Independent Independent Non-Executive Director Non-Executive Director Roy Woodhouse Anne Brennan Peter Kahan Deputy Chairman Independent Independent Non-Executive Direct
Slide 8: Agenda
Agenda For personal use only 1 Chairman’s address : Mr Kerry Roxburgh Joint Managing Director’s address: 2 Mr David Harrison and Mr David Southon 3 Formal business 3
Slide 9: Kerry Roxburgh, Chairman
Charter Hall Group For personal use only Kerry Roxburgh Chairman
Slide 10: Celebrating 20 years
For personal use only celebrating YO years
Slide 11: Highlights for financial year 2011
Highlights for financial year 2011 For personal use only Statutory net profit Operating earnings $52.3 million Funds under management 20.60cps 22% increase on prior year Operating earnings $10.7 billion $60.4 million $645 million Full year distribution 3% ahead of previous guidance 16.50cps Capital
Slide 12: Our strategy
Our strategy For personal use only Maximise long term returns for investors through: – Focusing on property fundamentals – Leveraging our integrated property platform – Enhancing the quality and performance of property portfolios – Growth in funds under management – Improving operational efficienc
Slide 13: Corporate responsibility & sustainability
Corporate responsibility & sustainability For personal use only 8
Slide 14: Corporate governance
Corporate governance For personal use only Independent Chairman and Board majority Independent Directors Strong conflicts protocols across all funds The boards of Charter Hall Retail REIT and Charter Hall Office REIT have announced the completion of a corporate governance review, assisted by E
Slide 15: Joint Managing Directors
Charter Hall Group For personal use only David Harrison Joint Managing Director David Southon Joint Managing Director
Slide 16: Experienced investment management team
Experienced investment management team For personal use only Joint Managing Directors David Harrison / David Southon Investment Management Wholesale Investment Opportunistic Funds Charter Hall Office REIT Charter Hall Retail REIT Direct Funds Management Management (Listed REIT) (Listed REIT) (Unlist
Slide 17: Highlights for financial year 2011
Highlights for financial year 2011 For personal use only Operating earnings of 20.6 cents per security, 22% increase on last financial year Distribution per security of 16.50 cents per security, up 29% on last financial year Raised $645 million for unlisted wholesale and retail funds, and thir
Slide 18: Results summary 12 months to June 2011
Results summary 12 months to 30 June 2011 For personal use only Operating Earnings FY11 FY10 Operating earnings $60.4m $35.8m Operating earnings per security (EPS) 20.60c 16.83c1 Distribution per security (DPS) 16.50c 12.80c1 Payout ratio 80% 76% Balance Sheet At 30 June 11 At 30 June 10 Funds under
Slide 19: Group investments and structure
Group investments and structure As at 30 June 2011 For personal use only Charter Hall Group (ASX:CHC) Stapled Security Charter Hall Property Trust (CHPT) Charter Hall Limited (CHL) Property Investment Property Funds Management Development Investment Total co-investments: Total co-investments: $577m1
Slide 20: Earnings breakdown
Earnings breakdown As at 30 June 2011 For personal use only $37.4m Property Investment EBITDA $37.4m (60.4%) $27.1m FY10 FY11 $20.7m Funds Management $7.9m EBITDA $20.7m (33.5%) $3.8m Development Investment EBITDA $1.1m $3.8m (6.1%) Property Investment Funds Management Development Investment EBITDA
Slide 21: Property investments
Property investments As at 30 June 2011 For personal use only Strong diversity of investments contributing 60% of earnings Investments (by value)1 Sector diversity (by value of investment) 1 Direct Property Retail Investor $17m (3%) Funds CQO Retail $139m (23%) $186m (31%) $161m (27%) CQR Industrial
Slide 22: Capital management
Capital management Managed funds as at 30 June 20111 For personal use only Debt duration (years) Gearing within target levels 3.7 46% 43% 42% 39% 38% 38% 37% 3.0 2.9 33% 30% 2.4 1.9 1% CHC CQO CQR Wholesale Retail Investor CHC CQO CQR Wholesale Retail Investor Unlisted Funds Funds Unlisted Funds Fun
Slide 23: Woolworths portfolio acquisition
Woolworths portfolio acquisition For personal use only Carnes Hill Marketplace, NSW Rutherford Marketplace, NSW $266 million portfolio acquired by Charter Hall Rutherford Marketplace (N) Retail REIT in joint venture with Telstra Super High quality portfolio of eight shopping centres NSW Greater
Slide 24: WorkZone, Perth development
WorkZone, Perth development For personal use only On completion, will comprise two A-grade campus style buildings, totalling approx. 28,000sqm Leighton Contractors Pty Ltd has committed as the anchor tenant, leasing 76% of the total net lettable area for 12 years Broad is appointed as design a
Slide 25: Little Bay Cove development
Little Bay Cove development For personal use only Development alliance between Charter Hall Opportunity Fund No.5 (Group has a 15% interest) and TA Global A 13.6 hectare site, located on the southern end of Sydney’s eastern suburbs Master plan approved for 570 dwellings (apartments, courtyard
Slide 26: Asset recycling strategy
Asset recycling strategy For personal use only Charter Hall has an active strategy to recycle capital into higher return investments 1 Equity realised since balance date $m Mentone Showrooms sold $16.7m 1 Expected equity recycling over the next 12-24 months $m Diversified Property Fund (50% now re
Slide 27: Operational update
Operational update Activity since 30 June 2011 For personal use only Investment portfolio performance As at 30 September 2011 Charter Hall investment portfolio had an above average WALE of 6.1 years and weighted average rent reviews of 3.9% per annum. Delivering on strategy Contracted to sell Ch
Slide 28: Operational update continued
Operational update continued… Activity since 30 June 2011 For personal use only Macquarie Capital led consortium proposal to acquire CQO units On 29 August, the CQO Board received a proposal from a Macquarie Capital led consortium to acquire for cash all CQO issued units, other than those held by
Slide 29: Increasing flows of superannuation
Increasing flows of superannuation For personal use only Currently $1.24 trillion superannuation funds under management – Forecast to grow to a 2020 balance of between $2.4 trillion to $3.2 trillion – Net inflows of $60 billion per annum with 11% allocation to property 3,500m $3.2 trillion (10% gr
Slide 30: Outlook
Outlook For personal use only Economic uncertainty driven by global instability – Financial markets and Australian dollar continue to be volatile – Reduced inflationary outlook prompted the RBA to cut rates – Consumer confidence reacted swiftly, returning to positive territory in November 2011 – U
Slide 31: FY12 earnings guidance
FY12 earnings guidance For personal use only FY12 earnings guidance provided at time of full year results reconfirmed Baring unforseen circumstances, FY12 operating earnings are expected to be between 24 - 25 cps 3 cps of FY12 operating earnings relates to the net earnings associated with the CQ
Slide 32: Procedural Matters
Charter Hall Group For personal use only Procedural Matters
Slide 33: Procedural Matters
Procedural Matters For personal use only If there are any Securityholders who are eligible to vote who have not received their yellow voting card, please see a representative from Link Market Services at the registration desk Securityholders holding a red card are not eligible to vote but can sp
Slide 34: General Business
General Business For personal use only First Item of business: - Consideration of the annual report, financial report, Directors report and Auditors report for the financial year ended 30 June 2011 No questions for PricewaterhouseCoopers were received Mr Rob Baker of PwC will answer any questi
Slide 35: General Business: Formal Resolutions
General Business For personal use only Formal Resolutions: Items 2.1, 2.2, 3, 4, 5.1, 5.2, 6.1, 6.2, 8.3, and 8.4 are proposed as ordinary resolutions and will be approved if passed by at least 50% of votes cast by members entitled to vote on the resolution. Items 7.1, 7.2, 8.1 and 8.2 are proposed
Slide 36: Resolution 2.1
Resolution 2.1 For personal use only “That Mr Kerry Roxburgh, a Director of CHL retiring in accordance with the CHL Constitution, is re-elected as a Director of CHL” Resolution 2.1 is an ordinary resolution, and will be approved if passed by at least 50% of the votes cast by members entitled to vote
Slide 37: 2.1 - Proxies
Resolution 2.1 - Proxies For personal use only FOR: 237,555,109 95.75 % OPEN: 2,393,090 0.96% AGAINST: 8,147,374 3.28 % ABSTAIN: 36,910 32
Slide 38: Resolution 2.2
Resolution 2.2 For personal use only “That Mr Roy Woodhouse, a Director of CHL retiring in accordance with the CHL Constitution, is re-elected as a director of CHL”. Resolution 2.2 is an ordinary resolution, and will be approved if passed by at least 50% of the votes cast by members entitled to vote
Slide 39: 2.2 - Proxies
Resolution 2.2 - Proxies For personal use only FOR: 237,498,232 95.74% OPEN: 2,405,590 0.97% AGAINST: 8,170,322 3.29% ABSTAIN: 58,339 34
Slide 40: Resolution 3: Remuneration Report
Resolution 3 For personal use only "That the Remuneration Report included in the Annual Report for the year ended 30 June 2011 be adopted." Resolution 3 is an ordinary resolution, and will be approved if passed by at least 50% of the votes cast by members entitled to vote on the resolution. 35
Slide 41: Proxies
Resolution 3 - Proxies For personal use only FOR: 223,962,373* 92.61 % OPEN: 16,072 0.01 % AGAINST: 17,863,754 7.39 % ABSTAIN: 639,986 * Includes votes available to the Chairman of the meeting. 36
Slide 42: Resolution 4: Non-Executive Director remuneration
Resolution 4 For personal use only “That , for the purposes of Rule 43(b) of the CHL Constitution and Listing Rule 10.17, the maximum aggregate remuneration that may be paid to all of the Non-Executive Directors of CHL for their services as Non- Executive Directors of CHL be increased by $200,000, f
Slide 43: Proxies
Resolution 4 - Proxies For personal use only FOR: 227,737,514 94.28 % OPEN: 2,293,707 0.95 % AGAINST: 11,517,887 4.77 % ABSTAIN: 400,739 38
Slide 44: Resolution 5.1
Resolution 5.1 For personal use only “That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular, Listing Rule 10.14) for the issue of 564,516 performance rights to Mr David Southon as described in the Explanatory Memorandum." Resolution 5.1 is an ordinar
Slide 45: 5.1 - Proxies
Resolution 5.1 - Proxies For personal use only FOR: 228,014,852 94.29 % OPEN: 2,400,011 0.99 % AGAINST: 11,418,554 4.72 % ABSTAIN: 399,444 40
Slide 46: Resolution 5.2
Resolution 5.2 For personal use only “That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular, Listing Rule 10.14) for the issue of 564,516 performance rights to Mr David Harrison as described in the Explanatory Memorandum.” Resolution 5.2 is an ordina
Slide 47: 5.2 - Proxies
Resolution 5.2 - Proxies For personal use only FOR: 228,014,852 94.29 % OPEN: 2,400,011 0.99 % AGAINST: 11,418,554 4.72 % ABSTAIN: 399,444 42
Slide 48: Resolution 6.1
Resolution 6.1 For personal use only “That approval is given for all purposes under Corporation Act and the Listing Rules (in particular, Listing Rule 10.14) for the issue of up to 85,731 service rights to Mr David Southon as described in the Explanatory Memorandum” Resolution 6.1 is an ordinary res
Slide 49: 6.1 - Proxies
Resolution 6.1 - Proxies For personal use only FOR: 227,535,590 94.09 % OPEN: 2,400,011 0.99 % AGAINST: 11,899,550 4.92 % ABSTAIN: 397,710 44
Slide 50: Resolution 6.2
Resolution 6.2 For personal use only 6.2 “That approval is given for all purposes under Corporation Act and the Listing Rules (in particular, Listing Rule 10.14) for the issue of up to 85,731 service rights to Mr David Harrison as described in the Explanatory Memorandum” Resolution 6.2 is an ordinar
Slide 51: 6.2 - Proxies
Resolution 6.2 - Proxies For personal use only FOR: 227,439,054 94.05 % OPEN: 2,558,547 1.06 % AGAINST: 11,837,550 4.89 % ABSTAIN: 397,710 46
Slide 52: Resolution 7.1
Resolution 7.1 For personal use only “That, subject to the passing of a resolution by CHPT Unitholders in respect of a corresponding buy-back of CHPT Units stapled to CHL Shares, the terms and conditions of the selective buy-back agreement relating to the off-market buy-back by CHL of up to 12,585,8
Slide 53: 7.1 - Proxies
Resolution 7.1 - Proxies For personal use only FOR: 239,669,013 98.99 % OPEN: 2,427,019 1.00 % AGAINST: 20,150 0.01 % ABSTAIN: 42,607 48
Slide 54: Resolution 7.2
Resolution 7.2 For personal use only “That, subject to the passing of a resolution by CHL Shareholders in respect of a corresponding buy-back of CHL Shares stapled to CHPT Units, the terms and conditions of the selective buy-back agreement relating to the off-market buy-back by CHFML of up to 12,585
Slide 55: 7.2 - Proxies
Resolution 7.2 - Proxies For personal use only FOR: 239,516,664 98.93 % OPEN: 2,579,368 1.07 % AGAINST: 20,150 0.01 % ABSTAIN: 42,607 50
Slide 56: Resolution 8.1
Resolution 8.1 For personal use only “That the Constitution of CHPT be amended in accordance with the provisions of the CHPT Supplemental Deed Poll in the form tabled at the Meeting and initialled by the Chairman of the Meeting for the purpose of identification, and that CHFML is authorised to execu
Slide 57: 8.1 - Proxies
Resolution 8.1 - Proxies For personal use only FOR: 245,624,399 99.02 % OPEN: 2,429,795 0.98 % AGAINST: 6,837 0.00 % ABSTAIN: 71,452 52
Slide 58: Resolution 8.2
Resolution 8.2 For personal use only 8.2 “That the Constitution of CHL be amended with effect on and from the date that this resolution is passed by inserting the following clause after clause 72: “72A Capital reallocation: If, at any time, the RE makes a distribution of capital of the Trust to Unit
Slide 59: 8.2 - Proxies
Resolution 8.2 - Proxies For personal use only FOR: 245,627,175 99.02 % OPEN: 2,427,019 0.98 % AGAINST: 6,837 0.00 % ABSTAIN: 71,452 54
Slide 60: Resolution 8.3
Resolution 8.3 For personal use only “That , subject to the resolutions in Items 8.1 and 8.2 in the Notice of Meeting convening the Meeting each being approved and the amendments to the Constitution of CHPT referred to in the Item 8.1 resolution taking effect, at any time prior to 30 June 2012, CHFM
Slide 61: 8.3 - Proxies
Resolution 8.3 - Proxies For personal use only FOR: 245,631,285 99.02 % OPEN: 2,427,019 0.98 % AGAINST: 16,250 0.01 % ABSTAIN: 57,929 56
Slide 62: Resolution 8.4
Resolution 8.4 For personal use only 8.4 “That, subject to the resolutions in Items 8.1, 8.2 and 8.3 in the Notice of Meeting convening the Meeting each being approved and the amendments to the Constitution of CHL referred to in the Item 8.2 resolution taking effect, if, at any time prior to 30 June
Slide 63: 8.4 - Proxies
Resolution 8.4 - Proxies For personal use only FOR: 245,631,285 99.02 % OPEN: 2,427,019 0.98 % AGAINST: 16,250 0.01 % ABSTAIN: 57,929 58
Slide 64: Questions
For personal use only Questions
Slide 65: Disclaimer
Disclaimer For personal use only This presentation has been prepared by Charter Hall Group (Charter Hall Limited (ABN 57 113 531 150) and Charter Hall Funds Management Limited (ABN 31 082 991 786) (AFSL 262861) as the Responsible Entity for Charter Hall Property Trust (ARSN 113 339 147)). This prese
Slide 66: charterhall.com.au
For personal use only charterhall.com.au
Charter Hall Group — Shareholder Meeting (November 2011) on 6ix