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General Capital ASM Presentations

AGM25 July 2025GENFinancials

General Capital Limited’s
Annual Shareholder Meeting

3:00pm Friday 25 July 2025

1

Chairman
Rewi Bugo

Chairman

2

Rewi Bugo

Agenda
1.1 Chairman’s Introduction

1.2 Apologies

1.3 Chairman’s Address

1.4 Managing Director’s Address

1.5 Regular Business

1.6 General Business and Shareholder Discussion

1.7 Close

3

1.1 Chairman’s Introduction
4

General Capital Directors
5

Rewi Bugo

Non-Executive

Chairman

Brent King

Managing

Director

Gregory James

Non-Executive

Independent Director

Anita Killeen

Non-Executive Independent

Director

1.2 Apologies
6

1.3 Chairman’s
Address

7

Consideration and Discussion of Annual Report
The meeting will receive, consider and discuss the Annual Report of

the Company for the year ended 31 March 2025, including the

financial statements for that year and the Directors’ and auditor’s

reports to the shareholders.

1.4 Regular Business

8

9
Managing Director

Brent King

General Capital
Annual Report

31 March 2025

10

Key Points
•Total Assets up 34% to $218.2m

•Total Equity up 9% to $29.2m

•Revenue up 32% to $22.6m

•Net Profit Before Tax up 10% to $3.9m

•Net Profit After Tax up 7% to $2.8m

•Credit Rating reaffirmed as BB Stable

11

12

99.13
111.87

122.96

128.96

127.69

129.22

133.22

145.70

155.40

162.42

180.41

196.31

211.92

89.42

101.45

111.67

116.73

111.70

112.54

116.00

127.83

136.65

142.67

159.89

173.86

188.88

9.71

10.41

11.29

12.24

15.99

16.68

17.21

17.87

18.75

19.75

20.52

22.44

23.04

0.00

50.00

100.00

150.00

200.00

250.00

Mar-22Jun-22Sep-22Dec-22Mar-23Jun-23Sep-23Dec-23Mar-24Jun-24Sep-24Dec-24Mar-25

GROWTH IN GENERAL FINANCE LIMITED (SUBSIDIARY)

Total AssetsTotal LiabilitiesEquity

13

0
10,000,000

20,000,000

30,000,000

40,000,000

50,000,000

60,000,000

70,000,000

80,000,000

InvercargillQueenstownDunedinCanterburyNelsonWellingtonManuwhatuNew

Plymouth

NapierGisborneWaikatoBay of PlentyAucklandNorthern NZOverseas

SECURED TERM DEPOSIT BY LOCATION 2022 - 2025

2022202320242025

14

0
20,000,000

40,000,000

60,000,000

80,000,000

100,000,000

120,000,000

140,000,000

HouseCommercialApartmentBare landTerraced

LOAN BY SECURITY TYPE 2022 - 2025

2022202320242025

15

0
20,000,000

40,000,000

60,000,000

80,000,000

100,000,000

120,000,000

AucklandWellingtonCanterburyOther South IslandOther North Island

LOAN BY LOCATION 2022 - 2025

2022202320242025

16

Long Lunch with Boris Johnson
17

18

19

20

The Depositor Compensation Scheme (DCS) covers eachdepositor up to $100,000 perdeposit takerin the
event of a failure, when money is held inDCS-protected accounts. Deposit Takers are banks and non-bank

deposit takers, including credit unions, building societies, and finance companies that take retail deposits.

The DCS is a government scheme that is funded by deposit takers and administered by the Reserve Bank of

New Zealand.

Compensation not insurance

This includes new and existing General Finance Secured Term Deposit Holders

What is the Deposit Compensation Scheme?

21

Insurance Premium Funding
Purchased 1 November 2024

Bridges Financial Services

22

b) Resolution 1: Auditors fees and expenses
To record that Company’s auditors, Grant Thornton New Zealand Audit Limited, are

automatically reappointed as auditors pursuant to section 207T of the Companies Act 1993 and

to consider, and if thought fit, to pass the following ordinary resolution:

“That the directors of the Company be authorised to fix the fees and expenses of the auditors of

the Company for the financial year ending 31 March 2026.”

1.4 Regular Business

23

1.4 Regular Business
c) Resolution 2: Re-election of Director: Rewi Hamid Bugo

To consider and, if thought fit, pass the following ordinary

resolution:

“That Rewi Hamid Bugo, who retires at the Annual Meeting

and is eligible for reelection, be elected as a director of the

Company.”

24

1.4 Regular Business
c) Resolution 3: Increase to Directors’ fee pool

To consider and, if thought fit, pass the following ordinary resolution:

“That the maximum aggregate amount of remuneration payable by the Company to the Directors (in

their capacity as directors, as that term is defined in the NZX Listing Rules) be increased by 10% from

$600,000 to $660,000 per annum, plus GST (if any), to be paid and allocated among the Directors as the

Board from time to time deems appropriate and that any remuneration payable to such Directors may,

at the Board’s discretion, in whole or in part, be through an issue of Equity Securities (as that term is

defined in the NZX Listing Rules) of the Company.”

25

To consider any other matters that may be brought properly before the Meeting.
1.5 General Business and

Shareholder Discussion

26

Chairman
Rewi Bugo

Thank You

27

---

General Capital Limited Annual Shareholder Meeting 2025

Chairman’s Speech


1 Introduction


Good afternoon, everybody.


It is 3:00pm and it is time to start the Annual Meeting of Shareholders of General Capital Limited.


My name is Rewi Bugo, Chairman of General Capital, and I will be chairing the meeting today.


I would ask that all mobile phones be turned off or to silent and that you please note the exits

which we may need to use in the event of an emergency.


I would like to introduce my fellow General Capital Directors:


• Greg James (Independent Director);

• Anita Killeen (Independent Director); and

• Mr. Brent King our Managing Director.

I am advised that:

➢ the notice of meeting has been in Shareholders’ hands for the required period;

➢ the Annual Report has been available to Shareholders for the required period;

➢ we have a quorum of shareholders present.

and thus, we have a correctly constituted meeting.

I therefore declare the meeting open.

It is my pleasure to formally welcome you all here today to the Seventh Annual Meeting of

General Capital Limited.

I am advised that we have received 3,408,339 proxies representing 3.71% of all shares on

issue.


2 Apologies


Greg Pearce, a director of General Finance seeds his apologies.





3 Attendees


We also have in attendance:


• The Chair of General Finance Ltd, Don Hattaway and General Finance Board member

Geoff Sinclair;

• General Capital’s auditors, Grant Thornton represented by Ryan Campbell;

• Covenant Trustee Services, the General Finance trustee, represented by Richard Spong;

and

• General Capital and General Finance Staff including Vik Singh, Group CFO and Richard

McIntosh, Group Corporate Counsel.


We are very pleased with the turnout and look forward to meeting with you all after the

meeting.


4 The Meeting


In the interests of a full and open discussion, the Directors of General Capital have invited

non-shareholders to attend this meeting.


I advise:


• There is no automatic right for a non-shareholder to attend this meeting.

• There is no automatic right for non-shareholders to speak without the consent of

the Chair.

• If you would like to speak at any time:

o Please raise your hand;

o Wait to be acknowledged by the Chair; and

o Please give your name and advise whether you are a shareholder, a member

of the media or a guest.

The Chair will retain the right to accept or reject the comments or questions on a case-by-

case basis.


Rule 6.1 of the NZX Listing Rules requires all voting to be conducted by poll. Accordingly, if

you have not already appointed a proxy, you can vote by completing a voting form and

providing it to the Computershare representatives at any time up to the conclusion of the

formal meeting. All shareholders should have received a voting paper at the door but if not,

one the Computershare representatives can remedy this for you.


Results of the voting will be publicly notified by way of announcement to the NZX.




5 Agenda


I am sure you have all read the Notice of Meeting and the attachments, so we will take

these as read.


We have already dealt with items 1.1 and 1.2 on the Agenda, which brings us to the

Chair’s address.


6 Chair’s Address


It’s been a relatively eventful year for the Group, as you’ll have seen from our public

announcements.


In what’s been a challenging economic environment, even with several interest rate cuts by

the RBNZ — in search of that elusive ‘neutral’ rate — those at the coalface are still reporting

real struggles. Property values and sales remain a key barometer of sentiment and

confidence, if not a direct reflection of the underlying economic reality.


That said, the Group remains resilient. We continue to look for opportunity in the midst of

challenge — we’re well-capitalised, and in a strong position to pursue earnings-accretive

acquisitions. We punch on.


To better reflect the company’s value, we undertook a 4-for-1 share consolidation. I’m

pleased to say the share price is still comfortably above the post-consolidation level — as of

today.


I also trust that the payment of our first two dividends — the first in December 2024, and

the second earlier this month — will help build greater interest in our counter, from both

the public and institutions. With a dividend yield of around 4.5%, we’re hopeful that this will

attract new, larger investors to join us on the journey.


We introduced a Dividend Reinvestment Plan, or DRP, with a 5% discount on the most

recent dividend. While take-up has been modest, I believe that will change — as awareness

grows and shareholders become more familiar with the option. For now, I know it’s been a

long wait for that first payout — and shareholders are understandably happy to see some

cash in their pockets! (I’m looking at you, Owen Daji!)


In March this year, we launched an Employee Share Purchase Scheme as part of our Long-

Term Incentive Plan — designed to bring in new talent, and retain the loyal colleagues who

believe in our business.


We also undertook a brand refresh. You’ll see the results reflected in our Annual Report —

and gradually, across all our marketing materials and public touchpoints.







In November 2024, we completed the acquisition of Bridges Financial Services — an

insurance premium funding firm. This has been a smart diversification of our lending risk

profile, and we expect it to contribute meaningfully to both turnover and profitability as we

continue to grow the business. We’re actively on the lookout for similar high-quality

acquisitions — at the right price, of course.


Just this week, our major subsidiary, General Finance, had its credit rating reaffirmed at “BB”

with a stable outlook. That’s a great outcome, and a strong affirmation of the business. We

continue to promote the value of that credit rating to our depositors — because it helps

build trust and confidence in us as a licensed deposit taker.


On 1 July 2025, the Reserve Bank introduced the Deposit Compensation Scheme. I’m

pleased to confirm that General Finance qualified to participate. Brent will speak more

about this shortly.


The General Capital Board continues to focus on maintaining strong, professional

relationships with our regulators. We’re committed to good governance, to thoughtful

oversight of risk, and to supporting the company’s long-term growth and direction.


To all our valued staff and shareholders — thank you. Your support is what makes our

progress possible.


We don’t take it for granted.


7. Managing Directors Address


I will now move to Agenda Item 1.4 being the Managing Director’s Address which includes a

discussion on the Company’s Annual Report for 31 March 2025.


Over to you Brent


[BK Presentation]


Thank you, Brent.


Do we have any questions on the Annual Report, financial statements or other matters

discussed by Brent?


{Allow 30 seconds for first question}








8. Regular Business


I now move to agenda item 1.5, Regular Business. We have already considered and discussed

the Annual Report under 1.5 (a) so I will now move to the Resolutions before the Meeting.


All resolutions are ordinary resolutions, requiring a 50% majority of those entitled to

vote and voting to be carried.


I will be exercising any discretionary proxies conferred on the Chair. As noted in the Notice of

Meeting, I will be voting any undirected proxies in favour of the resolutions, except in relation


to Resolution 3, where I am ineligible to vote, and will accordingly abstain in relation to any

undirected proxies.


The Board has unanimously recommended that you vote in favour of all of today’s

resolutions.


Resolution 1


Moving to Resolution 1.


The resolution we have before us is:


“That the directors of the Company be authorised to fix the fees and expenses of the auditors

of the Company for the financial year ending 31 March 2026.”


I move the motion.

Do we have a seconder? Thank you.


I now open the matter for discussion. Are there any questions from

Shareholders?


{Allow 30 seconds for first question}


As there are no [further] questions, I remind you to cast your vote on Resolution 1 now

or prior to the close of the meeting if you haven’t done so already.


I note that all shareholders are entitled to vote on this resolution.










Resolution 2


Moving on to Resolution 2.


As I am standing for re-election, I invite Greg James, Chair of our Audit Committee, to

introduce resolution 2.


[Greg James TAKES OVER]


Thank you Rewi.


The resolution is as follows:


“That Rewi Hamid Bugo, who retires at the Annual Meeting and is eligible for re-election, be

elected as a director of the Company.”


Under NZX Listing Rule 2.7.1, no director may hold office without re-election past the third

annual meeting following appointment or 3 years, whichever is the longest. Such directors are

eligible for re-election. Mr Bugo was last elected in 2022 and therefore Mr Bugo retires by

rotation, and being eligible, seeks re-election. The Board unanimously supports Mr Bugo’s re-

election and considers him to be a non-independent Director due to his substantial

shareholding in the Company.


Rewi, do you want to speak to the Resolution?


[Rewi Bugo ADDRESS]


Thank you Rewi


I will now move the resolution; do I have a seconder? Thank you


Do we have any questions or comments from shareholders?


{Allow 30 seconds for first question}


As there are no [further questions], I remind you to cast your vote on Resolution 2

now or prior to the close of the meeting if you haven’t done so already.


All shareholders are entitled to vote on this resolution.


[Rewi Bugo TAKES OVER]








Resolution 3.


Thank you, Greg. Moving on to the final resolution, Resolution 3.


The Resolution is as follows:

“That the maximum aggregate amount of remuneration payable by the Company to the

Directors (in their capacity as directors, as that term is defined in the NZX Listing Rules) be

increased by 10% from $600,000 to $660,000 per annum, plus GST (if any), to be paid and

allocated among the Directors as the Board from time to time deems appropriate and that

any remuneration payable to such Directors may, at the Board’s discretion, in whole or in

part, be through an issue of Equity Securities (as that term is defined in the NZX Listing

Rules) of the Company.”


I would note the following in regards to the Resolution:


• The Director fee pool has not been increased since September 2022.

• Shareholders should be aware that this pool is used to remunerate both the

directors of the Company, and the three non-executive directors of General Finance

Limited who are required to be appointed to comply with the requirements of the

Non-bank Deposit Takers Act.

• The Board considers that the current fee pool should be increased to better align

with the significant asset growth experienced by the Company, and therefore the

oversight and work required of the Directors, since 2022 which has seen the total

consolidated assets of the Company increase from approximately $103 million in

2022 to $218 million as at 31 March 2025, the increasing compliance requirements

and associated complexity of GFL’s business, and the time commitment and level of

governance required of Directors.

• The current remuneration payable per annum to Directors is set out in the Annual

Report. While we have not commissioned any formal benchmarking, the Board

believes that the fees currently paid are comparatively low compared to those paid

for companies managing businesses with a similar quantum of assets and

complexity.

• Finally, I would note the Board has never spent the full fee pool, and do not intend

to do so now. However, the proposal will give us the head room to address the

challenges facing the business and appointment of additional directors as the need

arises.


Further notes are included in sections 4.20 to 4.25 of the Notice of Meeting explanatory notes.

I will now move the resolution; do I have a seconder? Thankyou.

Do we have any questions or comments from shareholders?

{Allow 30 seconds for first question}




As there are no [further questions], I remind you to cast your vote on Resolution 3 now or

prior to the close of the meeting if you haven’t done so already.

The Directors of the Company and any of their associated persons are ineligible to vote on

this resolution. However, they have unanimously recommended that you vote in support

of the resolution.


9 General Business


That brings us to General Business – item 1.6 on the Agenda.


Do we have any questions, comments, or items of general business from

shareholders?


{Allow 30 seconds for any general business or questions}


10 Closing


If there is nothing [more], that concludes the formalities of the meeting.


In a couple of minutes, we will close the voting system. Please ensure that you have cast

your vote on all resolutions.


I wish to thank you all for your attendance. I ask you now to join the Directors for light

refreshments.


On behalf of the Directors, Management and staff thank you very much for your support and

look forward to seeing you all next year.


I declare the meeting closed.

---

General Capital – Annual Shareholders Meeting
25 July 2025 – Managing Director Speech


Thank you, Chairman.


Good afternoon, fellow shareholders, ladies and gentlemen.


It is my pleasure to speak with you today at the 7th Annual Shareholders Meeting of

General Capital.


I am very pleased with the progress the Group has made over the past year,

particularly with the result for the period ending 31 March 2025. Our Chair has

already highlighted the key matters, and I will now speak to some of the operational

aspects of the business.


General Finance – Overview


General Finance is a licensed Non-Bank Deposit Taker (NBDT), regulated by the

Reserve Bank of New Zealand. It is authorised to accept deposits from the public.


Please note that many financial entities can only accept investments from wholesale

investors. General Finance is not one of them — we accept deposits from the general

public.


Loan Types


General Finance offers two types of loans:


1. Property Loans


The largest category involves lending to borrowers and taking security over

property, typically secured by a registered first mortgage. The vast majority of this



lending is on residential property, with a smaller portion involving commercial

property.


2. Insurance Premium Funding


The second category involves lending to individuals and entities who prefer to

spread their insurance premium payments over the year rather than paying a lump

sum upfront.


Acquisition of Bridges Financial Services


We acquired Bridges Financial Services on 1 November 2024 and are very pleased

with the progress made since then.


We see strong growth opportunities across both lending categories.


Funding and Deposits


A key strength of General Finance is our ability to raise our own capital. Many of our

competitors simply borrow from banks and then re-lend. We do not have bank

funding. We raise our own capital. We receive deposits from investors on most days

— including weekends.


As a continuous issuer, our offer is always open, similar to how banks operate.


Investor Confidence


Investors are becoming increasingly sophisticated in choosing where to invest.

Being listed on the NZX, General Capital is subject to significant obligations and

regulatory oversight. This enhances investor confidence in both General Capital and

its subsidiary, General Finance.


General Finance is:


- Licensed by the Reserve Bank of New Zealand and must comply with the Non-Bank

Deposit Takers Act.



- Supervised by a Trustee, Covenant Trustee Services, who ensures compliance with

all regulatory and trust deed obligations.


- A member of the Depositor Compensation Scheme, which covers investor losses up

to $100,000 in the unlikely event of failure. Please note that most deposit takers are

not part of this scheme — only registered banks and licensed NBDTs qualify.


Audit and Credit Rating


General Finance is audited twice per year, providing significant transparency and

assurance to investors. Many competing entities are not even audited annually.


We also hold a credit rating from Equifax Australasia, which reviews our

performance every six months and publishes a report which can be found on our

website.


We are proud to maintain a BB rating, which many deposit takers do not have.


These efforts reflect our commitment to transparency and to providing investors

with meaningful, reliable information.


We all know financial markets are cyclical and some financial businesses will fail in

tough times. We have worked hard to ensure we are not one of them.


Community Engagement


You may have noticed our increased involvement in community and promotional

events. Our collaboration with Duco Events has allowed us to reward investors with

unique experiences — such as the “Long Lunch” with Boris Johnson and a rum

tasting event with Chris Gayle.


We also sponsor various events such as the North Shore Veteran Golf Tournament

along with the Royal Akarana Yacht Club, the Kohimarama Tennis Club and the

Parnel Cricket Club.


We continue to leverage our relationships to create value-added experiences for our

investors.



Looking Ahead


Thank you again for your continued support of General Finance and General Capital.


We remain focused on growth, innovation, and value creation. Over the coming year,

we will continue to explore opportunities — including acquisitions, mergers, and

takeovers — to further strengthen and expand the business.


Q&A


I’d be happy to take any questions now.


Thank you — I will now hand you back to the Chair.

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