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The Charter Hall Retail REIT 2017 Annual Unitholders Meeting was held on Tuesday 31 October 2017 at 10:00am (AEDT) at Level 20, 1 Martin Place, Sydney, NSW 2000.
Good morning. On behalf of the Board of Directors, it is my pleasure to welcome you all to the 2017 Annual Unitholder Meeting of Charter Hall Retail REIT.
My name is John Harkness and I am the Chairman of the Charter Hall Retail REIT Board of Directors.
Could I request that you now take a moment to ensure that your mobile phones are switched to silent for the duration of this meeting.
It is now 10:00am, and as the necessary quorum is present, I declare this meeting properly constituted and open.
This morning, I will provide a brief overview of our business and achievements during FY17.
I will also comment on personnel changes at senior level within the REIT.
CQR Fund Manager, Scott Dundas will then provide an update on our business and key results as well as provide an outlook for financial year 2018.
We will then move to the formal business of the meeting and the resolutions for your consideration.
Unitholders holding a yellow or red attendance card will have the opportunity to ask questions as we address each item of business listed in the Notice of Meeting. Visitors with blue attendance cards are not permitted to ask questions during this meeting.
At the conclusion of the meeting we look forward to joining you for refreshments outside the Boardroom.
Today’s meeting is being recorded and will be shown as a delayed webcast on our website.
Board of Directors
I would now like to introduce my fellow Board members:
Also present today and I welcome:
I will now provide a short overview of our business and focus during FY17.
Focused delivery on strategy is at the core of the REIT’s day to day activities and signifies the importance we place on the three pillars of our strategy of active asset management, enhancing portfolio quality, and prudent capital management. When we look at the growth in Net Tangible Assets and distributions paid, this delivered unitholders a total return of over 17% for the 2017 financial year.
In our 22nd year as an ASX listed A-REIT, we delivered a 9% increase in NTA per unit to $4.13, with a 2.5% increase in operating earnings to $123.3 million. Earnings were 30.4 cents per unit and Unitholders have been paid a full year distribution of 28.1 cents per unit, in line with guidance, representing a payout ratio of 92.4%.
We will continue to deliver on our strategy with a clear focus on actively constructing our portfolio to deliver long-term income growth.
Reshaping the portfolio
CQR is the leading owner and manager of convenience based supermarket-anchored shopping centres in Australia, with a property portfolio comprising 71 shopping centres, valued at $2.8 billion as at 30 June 2017. To improve the portfolio quality, in FY17 we sold eight lower growth assets for $157.2 million at an average yield of 6.5%.
We also acquired three higher-growth, multi-tenanted assets for a total consideration of $282.6 million. The three acquisitions were: Salamander Bay Centre, NSW, for $174.5 million; Arana Hills Plaza, Qld, for $67.1 million; and Highfields Village, Qld, for $41.0 million.
We will continue to transition the portfolio from lower growth assets into centres where we can add value through active management.
Solid earnings and distribution growth
I am pleased to report that the REIT delivered another solid financial result during the 2017 financial year, reporting operating earnings growth of 2.5% to $123.3 million or 30.4 cents per unit, statutory profit up 39.12% to $251.3 million and an increase in the portfolio value of 8.4% to $2.8 billion.
As a result, the Board was able to deliver a distribution for the 12 months to 30 June 2017 of 28.1 cents per unit.
Evolving our Sustainability Approach
Charter Hall Retail REIT continues to align its sustainability policy, with that of the Charter Hall Group. This approach to sustainability now incorporates a shared value approach, incorporating business, economic, social and environmental outcomes into our operations and developments. The shared value framework focuses on the themes of eco-innovation, place creation and wellbeing and will continue to produce sustainable returns for our unitholders and positive experiences for our tenants, our people and the communities in which we operate. Creating a sustainable future for our stakeholders and the communities in which we operate is a key part of our goal to be Australia’s best and most highly regarded property investment and funds management business.
Over the last few years, a program to effect Board renewal of independent directors has been undertaken by the Responsible Entity of Charter Hall Retail REIT.
In November 2015, Sue Palmer joined the Board followed by Mr Michael Gorman joining the Board in November 2016. Mr Gorman is also before investors today for election later in the meeting.
Michael is one of the most highly regarded Real Estate professionals and has strategic operations experience at both a Board and Executive level. With more than 30 years’ experience Michael’s expertise extends to the investment, master planning, management and development of, large retail real estate assets, particularly large shopping centres.
Alan Rattray-Wood has served as an independent non-executive director since 1996. During that period, he has contributed significantly in all areas of Board deliberations but particularly in his field of expertise, being the REIT’s asset class of shopping centres. With a satisfactory period of overlap, it is time for Alan to step down from the Board and that will occur at the close of this Unitholder’s meeting.
Alan, thank you for your ever present enthusiasm and knowledge. We wish you well in your future endeavours.
Subject to my re-election and as the process of Board renewal is continuing, it is intended that another independent director will be sought to take office in the short term. Therefore, it is likely that I will not serve out the next three years but will step down from the Board following the induction of a new Board member and a satisfactory period to ensure stability.
I should also mention at this meeting that an ASX announcement was made on 18 October 2017 to advise that Scott Dundas will step down from his role as CQR’s Fund Manager following this Unitholders’ meeting.
Scott has worked within the REIT in various senior roles over the last 19 years joining soon after the original Macquarie IPO.
Scott has made a significant contribution over those many years. I have always been impressed with Scott’s knowledge not only of our portfolio but of opportunities within the broader marketplace for growth and acquisitions within our asset class. Since his appointment as Fund Manager in 2012 he successfully managed the exit of offshore property exposures post the GFC and has grown assets under management in the Australian portfolio to around $2.9B. Scott has been passionate in pursuing the interests of CQR unitholders and we wish him well in life after CQR.
The management of the Fund will be taken over by Greg Chubb. Scott will be available to the business until June 2018 to ensure a smooth transition.
Greg will assume a new role as Retail-CEO and will oversee the day to day management of CQR with the support of Deputy Fund Manager, Christine Kelly, and the highly experienced team which has been driving the performance of the REIT.
Greg joined the Charter Hall Group in 2014 as Head of Retail and is responsible for driving the Charter Hall strategy associated with CQR’s shopping centre asset class but also hardware, hospitality and automotive showroom assets. He joined the CQR Board in February 2016 and, consequently, has an in depth knowledge of the REIT and its assets.
These changes in Board and senior executive personnel have been undertaken in a carefully managed process to ensure stability and minimal loss of corporate memory.
I now hand over to Scott Dundas, CQR Fund Manager, who will outline how we have continued to grow the REIT, enhancing the quality of the portfolio by recycling out of smaller non-core properties into larger assets with forecast higher growth characteristics.
[Scott Dundas Presentation]
Thank you Scott. I will now take questions from the floor.
Items of Business
We will now move to the formal business of the meeting and the resolutions for your consideration.
The only items for consideration today is the election and re-election of directors, Michael Gorman and myself as independent directors of Charter Hall Retail Management Limited, the responsible entity of the fund, which will be decided by poll.
As explained in the Notice of Meeting, only the directors or shareholders of the company may appoint a Director. Accordingly, it is noted that that these resolutions are advisory only and are non- binding. Notwithstanding this, Directors will of course give due consideration to the results of the resolutions.
Before I open the poll, I will briefly explain the procedure for voting on a poll.
I now declare the poll open and note that the resolutions will be put to the meeting shortly and thereafter ask all Unitholders to cast their votes for or against the resolutions by marking the box on their voting card for each resolution.
I will now put the resolutions as follows, with the respective proxy votes displayed on the screen:
[Proxy votes to be displayed] Resolution 1:
“That Michael Gorman, an Independent Director of CHRML be elected as a director of CHRML”
“That John Harkness, an Independent Director of CHRML be re- elected as a director of CHRML”.
As there is no other business to be considered, I now declare the formal business of the meeting closed.
Close of Meeting
In closing today’s meeting I would like to acknowledge the loyalty that our investor partners, financiers, tenants and the community have shown us over 22 years, allowing the business to grow.
We are well placed to continue to deliver on our strategy to provide investors with a secure and growing income stream.
Thank you for your attendance".