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2025 Annual Reports and AGM Documentation

AGM27 August 2025AFIFinancials

28 August 2025



The Manager

ASX Market Announcements

Australian Securities Exchange

Exchange Centre

Level 4

20 Bridge Street

Sydney NSW 2000




Electronic Lodgement



Australian Foundation Investment Company Limited

Statutory Annual Report, Annual Shareholder Review and

Annual General Meeting Documentation



Dear Sir / Madam


Please find attached the 2025 Statutory Annual Report, Annual Shareholder

Review and Annual General Meeting Documentation being sent to

shareholders.



Yours faithfully



Matthew Rowe

Company Secretary



Authorised by the Company Secretary

Income, Capital Growth, Low Cost
ANNUAL REPORT

2025

Contents
AUSTRALIAN FOUNDATION

INVESTMENT COMPANY

IS A LISTED INVESTMENT

COMPANY INVESTING

IN AUSTRALIAN AND

NEW ZEALAND EQUITIES.

DIRECTORS’ REPORT3

5 Year Summary3

About the Company4

Review of Operations and Activities6

Top 25 Investments12

Company Position13

FINANCIAL REPORT32

Financial Statements32

Consolidated Income Statement33

Consolidated Statement

of Comprehensive Income34

Consolidated Balance Sheet35

Consolidated Statement

of Changes in Equity36

Consolidated Cash Flow Statement38

Notes to the Consolidated

Financial Statements39

A. Understanding AFIC’s Financial

Performance39

B. Costs, Tax and Risk43

C. Unrecognised Items46

D. Balance Sheet Reconciliations47

E. Income Statement Reconciliations49

F. Further Information50

CONSOLIDATED ENTITY

DISCLOSURE STATEMENT55

DIRECTORS’ DECLARATION56

INDEPENDENT AUDIT REPORT57

OTHER INFORMATION62

Information About Shareholders62

Major Shareholders63

Sub-underwriting64

Substantial Shareholders64

Transactions in Securities64

Major Transactions in the Investment Portfolio65

Holdings of Securities66

Holdings of International Securities68

Issues of Securities70

Company Particulars72

Shareholder Information73

Board Members14

Senior Executives17

Remuneration Report18

Non-audit Services30

Auditor’s Independent Declaration31

Australian Foundation Investment Company Limited ABN 56 004 147 120

* Assumes a shareholder can take full advantage of the franking credits.
#

Includes 12.0 cent interim dividend.

2025

Year in Summary

Profit for the Year

$285.0m

$296.4m in 2024

Total Portfolio Return

10.7% Including franking*

S&P/ASX 200 Accumulation Index including

franking* 15.1%

Management Expense Ratio

0 .16%

0.15% in 2024

Total Shareholder Return

8.2%

Share price plus dividend, including franking*

Total Portfolio

$10.5b

Including cash at 30 June. $9.9 billion in 2024

Fully Franked Dividend Per Share

14. 5¢ Final

31. 5¢

Total

#

5.0¢ Special

26 cents total in 2024

1

Annual Report 2025

Australian Foundation Investment Company Limited

2
Annual Report 2025

Australian Foundation Investment Company Limited

DIRECTORS’ REPORT
5 Year Summary

Notes:

(a) All dividends were fully franked. The LIC attributable gain per share attached to the dividend (including the special dividend) was 2025: 27.86 cents;

2024: 6.43 cents; 2023: 10.0 cents; 2022: 14.29 cents; 2021: 4.29 cents.

(b) Excludes cash.

(c) Net asset backing per share based on year-end data before the provision for the final dividend. The figures do not include a provision for capital

gains tax that would apply if all securities held as non-current investments had been sold at balance date as Directors do not intend to dispose

of the portfolio.

Net Profit After Tax

($ Million)

Net Profit Per Share

(Cents)

Investments at Market Value

($ Million)

(b)

Net Asset Backing Per Share

($)

(c)

Number of Shareholders

(30 June)

20212022202320242025

235.1

360.6

310.2

19.3

29.4

25.1

7.45

6.63

7.19

159,500

164,979

163,964

8,978

8,087

8,753

Dividends Per Share

(Cents)

(a)

2424

25

23.7

22.7

7.88

8.33

157

,923

26

152

,586

26.5

5.0

296.4

285.0

9,709

10,261

202120222023202420252021202220232024

Special

2025

2021202220232024

20252021202220232024202520212022202320242025

3

Australian Foundation Investment Company Limited

Annual Report 2025

About the Company
How AFIC Invests – What We Look For in Companies

A portfolio that

is managed to

achieve long term

capital and dividend

growth

Quality First

Growth

Including dividends

Value

Australian Foundation

Investment Company (AFIC) is

a Listed Investment Company

investing in Australian and

New Zealand equities.

Investment Objectives

The Company’s primary investment goals are:

• to pay a stable to growing dividend over time; and

• to provide attractive total returns over the medium to long term.

INCOME,

CAPITAL GROWTH,

LOW COST

DIRECTORS’ REPORT

4

Australian Foundation Investment Company Limited

Annual Report 2025

Approach to Investing
Investment Philosophy

Our investment philosophy is built on

taking a medium to long term view on

companies in a diversified portfolio; with

an emphasis on identifying and investing

in quality companies that are likely to

sustainably grow their earnings and

dividends over this timeframe.

Quality in this context is an outcome of

our assessment of the following factors:

1. We prefer companies that have a

leadership position or are developing

one within the industry in which they

operate. This will often mean we are

investing in a unique set of assets with

competitive advantages that produces

attractive returns on invested capital.

2. As a long term, tax aware investor we

seek to be in companies that have a

long term sustainable business model,

with low risk of disruption. This helps

to ensure portfolio turnover remains

low. The analysis may consider

technological disruption, environmental

issues, including the impact of climate

change, and social risks as all of these

factors can have a material impact

on the assessment of a company’s

long term sustainability.

3. We consider how a company’s

business can be potentially impacted

by influences outside the control

of management such as change in

government regulation and/or policy.

4. We are attracted to companies with

outstanding management teams

and boards with strong governance

processes, whose interests are

closely aligned with shareholders,

and act in the best interest of all

their stakeholders, including their

employees, customers, suppliers

and wider communities. We consider

matters including safety, diversity,

social impacts, environmental impact,

and modern slavery where material

or appropriate in the context of that

company. We regularly review and

meet with companies to ensure

ongoing alignment with our investment

frameworks. Our process may

include an assessment of the board

in terms of their past performance,

history of capital allocation, level of

accountability, mix of skills, relevant

experience and succession planning.

We also consider a company’s degree

of transparency and disclosure.

Voting on resolutions is one of the

key functions that a shareholder has

in ensuring better long term returns

and management of investment risk.

We take input from proxy advisers

but conduct our own evaluation of

the merits of any resolution. We vote

on all company resolutions as part

of our regular engagement with the

companies in the portfolio and our

voting record is on the company’s

website. We actively engage with

companies when we are concerned

about resolutions that are not aligned

with shareholders’ interests. We seek

to stay engaged with the companies

and satisfy ourselves that any issues

are taken seriously and worked

through constructively. Ideally we

seek to remain invested to influence

a satisfactory outcome for stakeholders.

5. We prefer companies with more

stable income flows. We are wary

of companies that have large,

inconsistent profit streams.

6. We like our companies to be financially

strong and the assessment of the

balance sheet and the degree to which

the company is self-funding is critical

in our analysis. Cash generation

is also an important consideration.

Analysis of the above factors helps to

inform us of the structure of the industry

and a company’s sustainable competitive

position as well as the quality of the

people running the business, strength

of the balance sheet and consistency

of earnings. Within this analysis some

key financial metrics are considered.

These include return on capital employed,

return on equity, the level of gearing

in the balance sheet, margins and free

cash flow generation.

Alongside the assessment of quality

is an analysis of the ability of companies

to grow earnings over time, which

ultimately should drive dividend growth.

Recognising value is also an important

aspect of sound long term investing.

Short term measures such as the price

earnings ratio, price to book or price

to sales may be of some value but

aren’t necessarily strong predictors

of future performance. Our assessment

of value tries to capture the opportunity

a business has to prosper and thrive

over the medium to long term.

Reporting of social and environmental

issues is being influenced by the

development of climate related

disclosures as required by Australian

Corporate Legislation. Their introduction

in Australia should enable investors over

time to better make informed decisions

on these issues based on company

disclosures arising from these standards.

Assessment of commitments and plans

by companies to reach net zero by 2050

may also be considered having regard to

several factors. These include the industry

in which they operate, progress against

their plans, their broader contribution to

social good in addressing the challenge

of reducing global carbon emissions,

and the impact on their value if they fail

to achieve their stated goals. In applying

external data for benchmarking*, the

current carbon intensity of AFIC’s portfolio

is less than the S&P/ASX 200 Index.

In building the investment portfolio

with the principles outlined, we believe

we can offer investors a well-diversified

portfolio of quality companies, structured

to deliver total returns ahead of the

Australian equity market over the long

term with less volatility and with more

consistent dividends.

From time to time, some borrowings

may be used where potential investment

returns justify the use of debt.

AFIC is managed for the benefit

of its shareholders with fees based

on the recovery of costs rather than

as a fixed percentage of the portfolio.

There are no additional fees. As a result,

the benefit of scale over time results

in a very low expense ratio for investors.

For the 12 months to 30 June 2025 this

was 0.16 per cent, or 16 cents for each

$100 invested.

* Data provided by ISS ESG.

Portfolio at 30 June 2025.


5

Australian Foundation Investment Company Limited

Annual Report 2025

Profit and Dividend
The full year profit was $285.0 million,

down from $296.4 million in the previous

corresponding period. The decrease

in the profit from last year was primarily

due to lower dividends as bank holdings

were trimmed. The management expense

ratio remains low at 0.16 per cent with

no additional fees. This is up marginally

from 0.15 per cent last financial year.

Earnings per share for the financial year

were 22.71 cents per share. The final

dividend was maintained at 14.5 cents

per share fully franked. A special dividend

of 5.0 cents per share has also been

declared. This reflects the significant

amount of realised capital gains and

franking credits generated from trimming

our shareholding in Commonwealth Bank

of Australia during the financial year.

Total fully franked dividends applicable

for the year including the special dividend

are 31.5 cents per share, an increase

of 21.2 per cent from the previous

financial year’s total fully franked

dividend of 26.0 cents per share.

The Board has elected to pay the entire

final and special dividends from capital

gains, on which the Group has paid or

will pay tax. The amount of this pre-tax

attributable gain, known as an ‘LIC capital

gain’, equals 27.86 cents per share. This

enables some shareholders to claim a

tax deduction in their tax return. Further

details are on the dividend statements.

The amount of dividends in the future,

including any special dividends, remains

at the discretion of the Board and depends

on the level of earnings, the amount

of realised capital gains generated

and the reserve of franking credits.

Market and Portfolio

Performance

The S&P/ASX 200 Accumulation Index

(not including the benefit of franking)

rose 13.8 per cent in the financial year

with sector returns widely dispersed.

The best performing sectors were Banks,

up 31.1 per cent, Communication

Services, up 27.8 per cent, and

Information Technology, up 24.2 per cent.

Industrials, up 19.1 per cent,

outperformed the broader Index and was

significantly ahead of the Resources

sector, which was down 3.7 per cent.

Domestic economic conditions proved

more resilient than originally expected,

providing a supportive backdrop for

Australian banks. A significant portion of

the Bank sector’s performance has come

from a re-rating higher of valuation

multiples and less from earnings growth.

In the case of Commonwealth Bank of

Australia, we now view the current

valuation as extreme (Figure 3) and

accordingly have been reducing our

holding in recent months. Slowing growth

of fixed asset investment in China

weighed on the performance of the

Resources sector. In addition to the

Resources sector, other sectors to

underperform the broader market return

of 13.8 per cent included Energy (down

8.1 per cent) and Healthcare (down

4.6 per cent).

The portfolio, including the benefit

of franking, returned 10.7 per cent,

underperforming the S&P/ASX 200

Accumulation Index return of

15.1 per cent when franking is included.

Strong returns came from our holdings

in JB Hi-Fi, Wesfarmers, Coles Group,

Computershare and Netwealth Group,

which all materially outperformed the

market. A drag on performance came

from several quality companies that

underperformed the market during the

year. These included ARB Corporation,

James Hardie Industries, CSL and Reece

Limited. We still consider the long term

prospects for these companies to remain

strong. IDP Education, which has been

a disappointing investment for us, also

had a material negative impact on

performance. Additionally, having no

exposure to gold producers dragged

on performance. The All-Ordinaries

Gold Index was up 59.6 per cent during

the year. Widespread uncertainty

regarding the direction of global economic

growth resulted in the perceived safe

haven asset of gold performing well.

Gold producers have historically shown

a variable track record in maintaining

production and increasing profitability

over the medium to long term. On this

basis, AFIC has not traditionally invested

in this sector.

Positioning the Portfolio

In managing the portfolio, we endeavour

to hold a diversified portfolio of quality

companies with an appropriate mix of

income and growth attributes to achieve

our long term investment objectives.

Portfolio adjustments through the year

are consistent with our focus of buying

quality companies during times of bad

news and trimming holdings when

valuations reach extreme levels.

While we endeavour to hold companies

for the long term, selling companies

when we identify a significant deterioration

in future growth prospects remains

fundamental to meeting our long term

investment objectives. We exited Mineral

Resources, Ramsay Health Care and

Domino’s Pizza Enterprises. We are

observing structural industry challenges

for Domino’s Pizza Enterprises and

Ramsay Health Care, which are likely to

weigh on the rate of earnings growth for

both these companies in the foreseeable

future. Competitive intensity has materially

increased for both Mineral Resources

and Domino’s Pizza Enterprises, with the

balance sheet for both companies fully

geared in a tougher operating environment.

Review of Operations and Activities

DIRECTORS’ REPORT

6

Australian Foundation Investment Company Limited

Annual Report 2025

Net asset per share growth
plus dividends, including franking

S&P/ASX 200 Accumulation

Index, including franking

10-year return1-year return3-year return

13.2%

10.7%

15.1%

15.1%

5-year return

12.3%

13.3%

9.5%

10.4%

Figure 2: Portfolio Performance – Per Annum Returns to 30 June 2025

-20%

-10%

0%

10%

20%

30%

40%

Jul 24

Aug 24Sep 24

Oct 24

Nov 24

Dec 24

Jan 25

Feb 25

Mar 25

Apr 25

May 25

Jun 25

S&P/ASX 200

Banks

S&P/ASX 200

Industrials

S&P/ASX 200

Index

S&P/ASX 200

Resources

Figure 1: Key Sector Performance for the 12 Months to 30 June 2025

Includes the full benefit of franking credits.

Note: AFIC’s performance returns are after costs. AFIC on occasions incurs realised capital gains

tax on the sale of shares. Not all the of the franking generated from these realised capital gains

is paid out immediately as dividends and is therefore not included in these performance figures.

Past performance may not be indicative of future performance.

Australian Foundation Investment Company Limited

7

Annual Report 2025

While the trimming of our shareholding
in the Commonwealth Bank of Australia

has weighed on returns given its ongoing

strength in the market, we still consider

our average sale price reflects a position

where the shares were sold at a time

when they were trading at extreme

valuations (Figure 3).

The majority of purchases during the

year were undertaken to increase

weightings in existing holdings BHP,

Goodman Group, ResMed, NEXTDC,

WiseTech Global and Cochlear.

We initiated positions in BlueScope Steel,

Sigma Healthcare, Telix Pharmaceuticals

and Worley. BlueScope Steel is a cyclical

company with operations predominantly

in Australia and the United States.

The company has a number of ‘self-help’

drivers beyond the cycle likely to deliver

significant earnings growth over the

medium term. These predominantly relate

to capital investment into growth projects.

Sigma Healthcare merged with Chemist

Warehouse during the year. We took

a small position pre-ACCC approval

of the merger. We are wishing to make

our holding significantly larger over time

(at an appropriate valuation) given the

strong market position and large market

opportunity for Chemist Warehouse.

Telix Pharmaceuticals is predominantly

focused on the diagnosis and treatment

of prostate cancer. Telix Pharmaceuticals

uses a targeting agent with a radioactive

isotype concentrating radiation at the

tumour site for either imaging or therapy.

The technology is being widely adopted

by industry practitioners resulting in

strong earnings growth. The range of

potential outcomes is widely dispersed;

accordingly we elected to establish a

small holding looking to increase our

weighting should our conviction grow.

Worley is an engineering and professional

services company operating in the

energy, chemicals and resources end

markets. Historically, Worley contracted

on a fixed price lump sum basis, meaning

earnings were highly cyclical dependent

on the successful delivery of projects

within budget. Demand for engineering

services, particularly in the energy

market, is growing strongly at a time

when professional service firms have

substantially consolidated. The result

is more favourable contracting terms

on a cost plus model materially

reducing earnings risk.

DIRECTORS’ REPORT

Review of Operations and Activities continued

Figure 3: Commonwealth Bank of Australia Valuation – Price to Earnings Ratio

Jun 05

Times

Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23Jun 24Jun 25

30

Average 15.1

25

20

15

10

Source: FactSet

Figure 4: AFIC Investment by Sector Versus the S&P/ASX 200 Index

as at 30 June 2025 – Excludes International Holdings

0%

5%

10%

15%

20%

25%

AFIC portfolio weightS&P/ASX 200 Index weight

20.4%13.0%12.4%11.5%9.9%7.3%0.0%7.2%3.4%5.2%2.7%3.3%3.9%

Banks

Materials

Healthcare

Industrials

Other

Financials

Consumer

Discretionary

Consumer

Staples

Communication

Services

Information

Technology

Energy

Real Estate

Cash

Utilities

8

Australian Foundation Investment Company Limited

Annual Report 2025

International Portfolio
We have continued to manage the

global portfolio (within the AFIC portfolio)

over the period. This portfolio was first

initiated in May 2021. Whilst significant

preparatory work has been done for

establishing a separate low-cost global

investment company in the future, we are

still considering the most appropriate next

steps for this initiative. AFIC has invested

a total of $103.5 million of shareholder

capital in the global portfolio, which is

valued at $168.1 million as at 30 June 2025.

At current value, the global portfolio

represents about 1.6 per cent of the

overall AFIC portfolio.

AFIC’s global portfolio returned

14.0 per cent for the financial year,

an attractive return for shareholders

although below our benchmark.

Gross returns in Australian dollars

to 30 June 2025

1 Year

% pa

3 Year

% pa

Since

Inception

% pa

AFIC global

portfolio14.021.014.0

Benchmark18.520.314.0

Differential(4.5)0.70.0

Source: Northern Trust.

Volatility stemming in part from changes

to United States domestic and foreign

policy resulted in a negative shift in

sentiment towards a number of our

holdings, although we continue to believe

their characteristics and prospects will

produce attractive risk adjusted returns

for our shareholders over the long term.

During the year we established new

positions in Expand Energy, Spotify,

Haleon, Builders FirstSource and Zoetis.

These investments were funded via

trimming our Costco position and the

complete exits of Cintas, UnitedHealth

Group, Louis Vuitton, Estée Lauder and

Nike. In addition, we switched our GLP1

exposure from Novo Nordisk into Eli Lilly.

During the tariff induced sell off in April,

we added to existing holdings at attractive

prices including Nvidia, Freeport

McMoran, Halma and Marriott.

Figure 5: Share Price Premium/Discount to Net Asset Backing

June 15June 16June 17June 18June 19June 20June 21June 22June 23June 24June 25

20%

15%

10%

5%

0%

-5%

-10%

-15%

9

Australian Foundation Investment Company Limited

Annual Report 2025

Share Price Return
Over the 12-month period the share

price has moved from a discount of

9.3 per cent to the net asset backing

of $7.88 per share at 30 June 2024

to a discount of 11.8 per cent to net

asset backing of $8.33 per share at

30 June 2025 (Figure 5), Total share price

return including franking was 8.2 per cent

over the 12-month period.

As illustrated in Figure 5, the extent of this

discount is unusual in the context of the

historical trend. There appears to have

been less demand for Listed Investment

Companies across the industry as interest

rate products have become more

attractive. In an environment where the

Index increases strongly, the share price

of listed investment companies can also

sometimes lag the market performance,

with AFIC not immune from this trend.

The discount is not something that we

can control in the short term, but we are

very conscious of this issue. As a result,

we have lifted our communication with

brokers and financial planners, moved to

weekly disclosure of the portfolio NTA and

begun to buy back shares in an orderly

fashion as and when opportunities arise.

In total, approximately 9.0 million shares

were bought back at a cost of

approximately $66.3 million.

The way that AFIC shares are priced

relative to the NTA will likely move from

modest premiums to discounts over time,

which is impacted by a range of factors

such as the level of interest rates and the

broader stock market, but we remain very

focused on investing in quality companies

that outperform the market over an

extended period. This will ultimately drive

our share price more than the shorter

term vagaries of the market.

Outlook

Market conditions remain unpredictable

with the outlook for economic growth

uncertain, consumer confidence softening

and the prospect for the employment

market remaining highly uncertain.

In this environment corporate earnings

appear set to slow as revenue growth

appears harder to achieve with many

corporates now talking about cost

out initiatives.

Valuations are trading above long term

averages and at extreme levels for a

number of companies (Figure 6). In this

context the dividend yield for the market

is also trading below the long term

average as share prices have run

strongly across the market (Figure 7).

The dispersion in market valuations

between the winners and losers is also

extremely wide and is likely to exacerbate

volatility as we anticipate that the market’s

tolerance for earnings disappointment

won’t be high. Patient deployment of

capital is required in times like these.

Finally, geopolitical factors remain highly

relevant with the occurrence of ongoing

conflicts and with politics, particularly

out of the United States, driving sharp

changes in market sentiment.

While we are aware of the volatile

geopolitical environment, our focus

continues to remain on the fundamentals

of the companies we seek to invest in.

We consider the portfolio remains invested

in quality companies forecast to deliver

an appropriate mix of income and growth

returns positioning us well to deliver

our long term investment objectives.

DIRECTORS’ REPORT

Review of Operations and Activities continued

Figure 7: Valuation of the Market – Dividend Yield of the S&P/ASX 200 Index

Jun 05Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23

Jun 24Jun 25

Per cent

2.0

2.5

3.0

3.5

4.0

4.5

5.0

5.5

6.0

6.5

7.0

Average 4.1%

Figure 6: Valuation of the Market – Price to Earnings Ratio of the S&P/ASX 200 Index

Jun 05Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23

Jun 24Jun 25

Times

Average 14.8

8

10

12

14

16

18

20

Source: FactSet

Source: FactSet

10

Australian Foundation Investment Company Limited

Annual Report 2025

11
Australian Foundation Investment Company Limited

Annual Report 2025

Includes investments held in both the investment and trading portfolios.
Value at Closing Prices at 30 June 2025

Total Value

$ Million

% of the

Portfolio

1Commonwealth Bank of Australia968.59.4

2BHP 762.77.4

3CSL 632.96.2

4Macquarie Group 491.24.8

5National Australia Bank 485.54.7

6Wesfarmers 473.84.6

7Westpac Banking Corporation449.74.4

8Goodman Group394.63.8

9Transurban Group 369.03.6

10Telstra Group 305.73.0

11ResMed 252.92.5

12ANZ Group Holdings 216.22.1

13CAR Group 212.92.1

14James Hardie Industries*211.42.1

15Woolworths Group 207.42.0

16Rio Tinto 199.51.9

17Woodside Energy Group 192.91.9

18Coles Group* 192.41.9

19Xero 150.11.5

20Mainfreight 149.61.5

21Computershare 144.81.4

22REA Group 138.81.4

23ARB Corporation 138.21.3

24Brambles 136.81.3

25Amcor136.61.3

Total8,014.0

As percentage of total portfolio value (excludes cash)78.1%

* Indicates that options were outstanding against part of the holding.

Top 25 Investments

At 30 June 2025

DIRECTORS’ REPORT

12

Australian Foundation Investment Company Limited

Annual Report 2025

DIRECTORS’ REPORT
Company Position

The following changes occurred to the

Company’ share capital during the year:

• Under the Company’s Dividend

Substitution Share Plan, 919,786 new

shares were issued at nil cost in August

2024 and 763,944 new shares were

issued at nil cost in February 2025.

• Under the Company’s Dividend

Reinvestment Plan, 5,461,382 new shares

were issued at a price of $7.26 in August

2024 and 4,350,392 new shares were

issued at a price of $7.40 in February 2025.

During the year the Company bought back

shares through its on-market buy-back

facility. A total of 9,007,117 shares for a total

consideration of $66.3 million were bought

back and cancelled.

The Company’s contributed equity, net

of share issue costs, rose $5.2 million to

$3.2 billion. At the close of the year the

Company had 1,254 million shares on issue.

Dividends

Directors have declared a fully franked

final dividend of 14.5 cents per share

and a special dividend of 5.0 cents per

share, up from 14.5 cents last year.

The dividends paid during the year

ended 30 June 2025 were as follows:

$’000

Final dividend for the year

ended 30 June 2024 of

14.5 cents fully franked

at 30 per cent paid

30 August 2024174,798

Interim dividend for the year

ended 30 June 2025 of 12 cents

per share fully franked at

30 per cent, paid

25 February 2025144,717

319,515

Dividend Substitution

Share Plan (DSSP)

The Company has in place a Dividend

Substitution Share Plan.

This enables shareholders to elect to

receive shares in the Company instead

of dividends, forgoing any franking credit

and LIC gains that would otherwise be

attached to the dividend but deferring

any tax due on the receipt of such shares

(for Australian tax payers) until such time

as the shareholding is sold. Shareholders

will need to seek their own taxation advice

in determining if this plan is suitable for them.

Further details are available on the Company’s

website or by request from the Company’s

Share Registrar.

Financial Condition

The Company’s primary source of funds

consists of its shareholders’ funds. The

Company also had agreements with

Commonwealth Bank of Australia and

National Australia Bank for loan facilities

totalling $100 million (see Note D2).

As at 30 June 2025, the facilities were

drawn down by $10 million. The Board

takes a prudent and conservative approach

to the use of borrowed funds. Currently,

when used, they are maintained within

a limit of 10 per cent of total assets.

Listed Investment Company

Capital Gains

Listed Investment Companies (LIC), which

make capital gains on the sale of investments

held for more than one year, are able to

attach to their dividends an LIC capital gains

amount, which some shareholders are able

to use to claim a tax deduction. This is called

an ‘LIC capital gain attributable part’. The

purpose of this is to put shareholders in

Listed Investment Companies on a similar

footing with holders of managed investment

trusts with respect to capital gains tax

on the sale of underlying investments.

Tax legislation sets out the definition of a

‘Listed Investment Company’, which AFIC

satisfies. Furthermore, from time to time the

Company sells securities out of the investment

portfolio held for more than one year, which

may result in capital gains being made and

tax being paid. The Company is therefore

on occasion in a position to be able to

make available to shareholders a LIC capital

gain attributable part with our dividends.

In respect of this year’s final and special

dividends of 19.5 cents per share for the

year ended 30 June 2025, it carries with

it a 27.9 cents per share LIC capital gain

attributable part (2024: 6.4 cents). The

amount which shareholders may be able

to claim as a tax deduction depends

on their individual situation. Further details

are provided in the dividend statements.

Likely Developments

The Company intends to continue investing

on behalf of its shareholders as it has been

doing since 1928. The results of these

investment activities will depend upon the

performance of the companies and securities

in which we invest. Their performance in

turn depends on many economic factors

(macro, which include economic growth

rates, inflation, interest rates, exchange

rates and taxation levels, and micro, which

includes industry economics and competitive

behaviour) and their approach to, and

management of, material Environmental,

Social and Governance (ESG) risks.

We do not believe it is possible or

appropriate to make a prediction on the

future course of markets or the performance

of our investments. Accordingly, we do not

provide a forecast of the likely results of our

activities. However, the Company’s focus is

on paying stable to growing dividends over

time and providing attractive total returns

over the medium to long term.

Significant Changes

in the State of Affairs

Directors are not aware of any other

significant changes in the operations

of the Company, or the environment

in which it operates, that will adversely

affect the results in subsequent years.

Events Since Balance Date

The Directors are not aware of any matter

or circumstance not otherwise disclosed

in the financial statements or the Directors’

Report which has arisen since the end

of the financial year that has affected or may

affect the operations, or the results of those

operations, or the state of affairs of the

Company in subsequent financial years.

Environmental Regulations

The Company’s operations are such that

they are not directly materially affected

by environmental regulations.

As an overseas listed issuer on the New

Zealand Stock Exchange (NZX) that does

not have a large presence in New Zealand,

the Company is relying on the exemption

in clause 6 of the Financial Markets Conduct

(Climate-related Disclosures for Foreign

Listed Issuers) Exemption Notice 2024

in respect of the accounting period from

1 July 2024 to 30 June 2025. The effect

of relying on the exemption is that for the

accounting period ended 30 June 2025,

the Company is not required to comply

with climate reporting (including producing

climate statements), assurance and

record-keeping requirements imposed

under part 7A of the Financial Market

Conduct Act 2013. Whilst the Company

does not currently produce climate

statements, any future disclosures, including

the proposed Australian mandatory

climate-related financial disclosures, will

be able to be accessed on the Company’s

website. This information is provided

for the purposes of clause 7(1)(c) of the

Financial Markets Conduct (Climate-related

Disclosures for Foreign Listed Issuers)

Exemption Notice 2024.

Rounding of Amounts

The Company is of the kind referred to

in the ASIC Corporations (Rounding in

Financial/Directors’ Reports) Instrument

2016/191, relating to the ‘rounding off’

of amounts in the Financial Report. Amounts

in the Financial Report have been rounded

off in accordance with that Instrument

to the nearest thousand dollars, or in certain

cases to the nearest dollar.

Corporate Governance Statement

The Company’s Corporate Governance

Statement for the financial year ended

30 June 2025 will be found on the Company’s

website at: afi.com.au/corporate-governance.

As an overseas listed issuer on the

New Zealand Stock Exchange (NZX), the

Company is generally deemed to comply

with the NZX Listing Rules provided that

the Company remains listed on the ASX,

complies with the ASX Listing Rules and

provides the NZX with all the information

and notices that it provides to the ASX.

13

Australian Foundation Investment Company Limited

Annual Report 2025

Board Members
DIRECTORS’ REPORT

Member of the Investment,

Remuneration and

Nomination Committees.

Ms Dee-Bradbury was

appointed to the Board in

May 2019. Ms Dee-Bradbury

is a Non-Executive Director

at BlueScope Steel Limited

(appointed April 2014), a

Director of Energy Australia

Holdings following her

appointment in April 2017

and a member of Chief

Executive Women.

Ms Dee-Bradbury was

previously Non-Executive

Director of Bapcor Limited,

Chief Executive Officer/

President of Developed

Markets (Asia Pacific and

ANZ) for Mondelez from

2010 to 2014. Before joining

Mondelez, Ms Dee-Bradbury

was Group CEO of the global

Barbeques Galore group and

has held other senior executive

roles in organisations including

Maxxium, Burger King

Corporation and Lion

Nathan/Pepsi Cola Bottlers.

Member of the Investment

and Nomination Committees.

Managing Director of the

Company’s subsidiary,

Australian Investment Company

Services Limited (AICS).

Mr Freeman became

Chief Executive Officer and

Managing Director in January

2018 having been Chief

Investment Officer since joining

the Company in February

2007. Prior to this he was a

Partner with Goldman Sachs

JBWere where he spent 12

years advising the investment

companies on their investment

and dealing activities. He

has a deep knowledge and

experience of investment

markets and the Company’s

approaches, policies and

processes. He is also

Managing Director of

Djerriwarrh Investments

Limited, Mirrabooka

Investments Limited

and AMCIL Limited.

Rebecca Dee-Bradbury


Independent Non-Executive

Director

BBus, GAICD

Mark Freeman


Managing Director

BE, MBA, Grad Dip App Fin

(Sec Inst), AMP (INSEAD)

Chairman of the Audit

Committee and member

of the Investment and

Nomination Committees.

Ms Fahey was appointed

to the Board in April 2021.

She has over 30 years of

experience in technology,

including in major organisations

such as Western Mining,

Exxon, Roy Morgan, General

Motors and SAP, covering

consulting, software vendor

and Chief Information Officer

roles. In addition to her

industry experience, she

spent 10 years at KPMG as

a partner with the firm, during

which time she held roles

as National Lead Partner

Telecommunications, Media

and Technology, and National

Managing Partner – Markets.

She was also a member

of the KPMG National

Executive Committee.

Ms Fahey is a Non-Executive

Director of Datacom and

a member of the Australian

Red Cross LifeBlood board.

She was formerly a Non-

Executive Director of IRESS

Limited, Seek Limited, Vocus,

Partnerslife and Cenitex and

formerly a member of the

Latrobe University Council.

Julie Fahey


Independent Non-Executive

Director

BAS

Chairman of the Investment

and Nomination Committees.

Member of the Remuneration

and Audit Committees.

Non-Executive Chairman

of the Company’s subsidiary,

Australian Investment Company

Services Limited (AICS).

Mr Drummond was appointed

to the Board in July 2021.

He is Chairman of Transurban

Co Ltd, Chairman of The Ian

Potter Foundation and a

Director of Ramsay Health

Care Ltd. He was a Director

of the Geelong Football Club

from 2011 to 2024 and

President of the Club from

2021 until the end of 2024.

Mr Drummond served as Chief

Executive Officer of Medibank

from July 2016 to May 2021.

Prior to joining Medibank, he

was Group Executive Finance

and Strategy of National

Australia Bank (NAB), and Chief

Executive Officer and Country

Head of Bank of America Merrill

Lynch (Australia). He served

as a Member of the Financial

Regulator Assessment

Authority from 2021 to 2023.

Earlier in his career,

Mr Drummond worked in

equity research at JBWere,

and subsequently held roles

including Chief Operating

Officer, Chief Executive Officer

and Executive Chairman of

Goldman Sachs JBWere.

Craig Drummond


Chairman and Independent

Non-Executive Director

BCom (Melb), SF FIN, FCA

14

Australian Foundation Investment Company Limited

Annual Report 2025

Chairman of the Remuneration
Committee and member

of the Investment and

Nomination Committees.

Mr Liebelt was appointed to

the Board in June 2012. He

is Chairman of Amcor Limited.

He is a Fellow of the Australian

Academy of Technological

Sciences and Engineering and

a Life Fellow of the Australian

Institute of Company Directors.

He was formerly Director of

Australia and New Zealand

Banking Group Limited,

Chairman and Director of

DuluxGroup Limited, a Director

of Carey Baptist Grammar

School, Chairman and Director

of the Global Foundation,

Deputy Chairman of

Melbourne Business School

and Managing Director

and CEO of Orica Limited.

Member of the Audit and

Nomination Committees.

Ms Hudson was appointed

to the Board in January 2024.

She has more than 25 years of

experience in investment

markets, including roles as

an equities research analyst,

head of research and

portfolio manager.

Ms Hudson is currently a

portfolio manager for Yarra

Capital Management focused

on the small and mid cap

universe and, in addition,

serves as Yarra Capital’s

Head of Australian Equities

Research. Prior to transitioning

to Yarra Capital Management,

she was a managing director

at Goldman Sachs Asset

Management and has

previously worked as an

equities analyst and partner

at JBWere. Prior to this

she spent seven years

at PwC, where she was a

senior manager primarily

focused on mergers and

acquisitions advisory and

transaction support.

Ms Hudson is currently

a Director of Yarra Capital

Management and the Hawthorn

Football Club.

Member of the Nomination

Committee.

Mr Murray was appointed to

the Board in January 2024.

Mr Murray has over 30 years’

experience in the retail industry,

assurance and advisory

services and listed public

companies. His most recent

executive experience includes

CEO of Total Tools Holdings

and CEO Premier Retail

and Executive Director

of Premier Investments.

Prior to his role at Premier

Investments, he was the Group

Chief Executive Officer from

2014 to 2021 and Executive

Director of JB Hi-Fi, the major

electronic and white-goods

retailer. He had an 18-year

career at JB Hi-Fi, commencing

in 2003, initially as Chief

Financial Officer, taking the

business through the IPO

process. Prior to that he

had roles for 10 years in

the Corporate Finance and

Assurance and Advisory

practices at Deloitte.

Mr Murray holds a Bachelor

of Commerce degree

from Melbourne University,

a Graduate Diploma in

Applied Finance and

Investment and is a qualified

Chartered Accountant.

Graeme R Liebelt


Independent Non-Executive

Director

BEc (Hons), FAICDLife, FTSE

Katie Hudson


Independent Non-Executive

Director

BCom (Melb)

Richard Murray


Independent Non-Executive

Director

B.Comm, Grad.Dip. Applied

Finance and Investment, FCA

Member of the Audit,

Investment and Nomination

Committees. Non-Executive

Director of the Company’s

subsidiary, Australian

Investment Company

Services Limited (AICS).

Mr Peever was appointed to

the Board in November 2013.

He was Managing Director of

Rio Tinto Australia from 2009

to 2014. He is Chairman of

Brisbane Airport Group Pty

Ltd. He chaired the Minister

of Defence’s First Principles

Review of Defence and

following the acceptance

of the review by Government

was Chair of the Oversight

Board, which helped guide

implementation (with

Defence) of the Review’s

recommendations.

Mr Peever was a Non-

Executive Chairman of Naval

Group Australia, a former

member of the Foreign

Investment Review Board,

a former Chair of Cricket

Australia and a former Director

of the Stars Foundation, a not

for profit body which promotes

education of Indigenous

girls and also a former Vice

Chairman of the Minerals

Council of Australia and

was a Director of the Business

Council of Australia.

David A Peever


Independent Non-Executive

Director

BEc MSC (Mineral Economics)

15

Australian Foundation Investment Company Limited

Annual Report 2025

Board Members continued
DIRECTORS’ REPORT

Meetings of Directors

The number of meetings of the Company’s Board of Directors and of each Board Committee held during the year ended 30 June 2025

and the numbers of meetings attended by each Director were:

BoardInvestmentAuditRemunerationNomination

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

CM Drummond 881313442222

RM Freeman 881313–4

#

–2

#

22

RP Dee-Bradbury 881313–4

#

2122

JA Fahey 8813944–2

#

22

KM Hudson 88–12

#

44––22

GR Liebelt 881313–4

#

2222

RL Murray 88–11

#

–2

#

––22

DA Peever 88131244–2

#

22

# Attended meetings as non-members.

Insurance of Directors and Officers

During the financial year, the Company paid insurance premiums to insure the Directors and officers named in this report to the extent

allowable by law. The terms of the insurance contract preclude disclosure of further details.

16

Australian Foundation Investment Company Limited

Annual Report 2025

Mr Driver joined the Company
in January 2003. Previously,

he was with National Australia

Bank Ltd for 18 years in

various roles covering business

strategy, marketing, distribution,

investor relations and business

operations. Mr Driver was

formerly Chairman of Trust

for Nature (Victoria).

Mr Porter joined the Company

in January 2005. He is a

Chartered Accountant and

has had over 30 years’

experience in accounting and

financial management both

in the United Kingdom with

Andersen Consulting and

Credit Suisse First Boston,

and in Australia where he

was Regional Chief Operating

Officer for the Corporate and

Investment Banking Division

of CSFB. He is a Director of

the Auditing and Assurance

Standards Board (AUASB)

and a Director of the Anglican

Foundation. Mr Porter is a

former Chair of The Group

of 100 (G100), the peak

body for CFOs.

Mr Rowe joined the Company

in July 2016. He is a Chartered

Secretary with over 18 years

of experience in corporate

governance with a particular

focus in Listed Investment

Companies. He was previously

a corporate governance adviser

at a professional services firm,

which included acting as

Company Secretary for three

ASX listed companies. Prior

to that he was the Company

Secretarial Manager for a funds

management company based

in the United Kingdom.

Geoffrey N Driver


General Manager

Business Development

and Investor Relations

B Ec, Grad Dip Finance,

MAICD

Andrew JB Porter


Chief Financial Officer/

Company Secretary

MA (Hons) (St And),

FCA, MAICD

Matthew J Rowe


Company Secretary

BA (Hons), MSc Corp Gov,

FGIA, FCG

Senior Executives

DIRECTORS’ REPORT

17

Australian Foundation Investment Company Limited

Annual Report 2025

Contents
The Directors present AFIC’s 2025 Remuneration Report, which outlines key aspects of our remuneration policy and remuneration

awarded this year.

Note on Incentives

The Remuneration Committee uses a range of performance measures to inform their deliberations. Whilst the Incentive Plan is termed

the ‘annual’ Incentive Plan, the performance measures used cover one, three, five and 10 years. The plan is therefore a mixture of short

and long term incentives. The Remuneration Committee considers the various measures holistically to make a determination on the

progress of AFIC (and the other LICs) in meeting their defined investment goals.

Awards under the Incentive Plan are paid in cash. Executives are required to use 25 per cent of the pre-tax amount of any incentive

that vests to purchase shares in AFIC and/or the other LICs (see below). Executives are expected to build over time and maintain

an appropriate holding not only in AFIC shares, but also in shares in the other LICs to which the Executives provide service.

Note on AFIC’s Proportion of the Costs Detailed in the Remuneration Report

The Remuneration Report is required to show the salary and incentives that the Group Executives receive. It does not accurately reflect

the actual cost to AFIC shareholders of this remuneration as the other companies that the Executives provide services to (Djerriwarrh

Investments Ltd, Mirrabooka Investments Ltd and AMCIL Ltd, collectively ‘the LICs) pay for a proportion of these costs.

The total remuneration shown in Table 3 is $3.6 million.

Of this, 45 per cent (or $1.6 million) is or will be paid for by the other LICs, through the service agreements with AFIC’s subsidiary,

Australian Investment Company Services Ltd (AICS).

Therefore, 55 per cent, or $2.0 million, will be borne by AFIC and its shareholders.

The report is structured as follows:

1. Remuneration Policy, Link to Performance and Outcomes

2. Structure of Remuneration

3. Contract Terms

4. Non-Executive Director Remuneration

DIRECTORS’ REPORT

Remuneration Report

18

Australian Foundation Investment Company Limited

Annual Report 2025

18

Annual Report 2025

Australian Foundation Investment Company Limited

Appendix
A. Remuneration Governance

B. Annual Incentives: Details of Outcomes and Conditions

C. Directors and Executives: Equity Holdings and Other Transactions

D. Potential Clawback of Incentives

E. Detailed Performance Measures by Investment Company

1. Remuneration Policy, Link to Performance and Outcomes

1.1 What is our Remuneration Policy?

AFIC is an investor in securities which are listed mainly in Australia and New Zealand. Our primary investment goals are to ‘provide

attractive total returns over the medium to long term and to pay a stable to growing dividend over time’.

To achieve this we need to attract and retain professional, competent and highly motivated executives and staff through offering

attractive remuneration arrangements, which:

• reflect market conditions;

• recognise the skills, experience, roles and responsibilities of the individuals;

• align with shareholder interests; and

• align with the risk management strategies.

Generally, we seek to set total remuneration above the median level of the sectors in which we operate.

Remuneration for the Group’s executives has two main elements:

• fixed annual remuneration (FAR); and

• performance-related pay (Incentive Plan).

FAR is determined with reference to levels necessary to recruit and retain staff with the relevant skills and experience in the industry in

which the Group operates. We utilise external input, seeking to ensure that the FAR meets these reference levels. This includes industry

data provided by the Financial Institutions Remuneration Group Inc. (FIRG) for the financial services industry. The costs of the FAR (and

the personal element of the Incentive Plan) are allocated to the LICs based on an internal estimate of work performed which is subject

to Board approval.

Through performance-related pay, the remuneration is adjusted to reflect the risks that the Company and its shareholders face and

how the Company has responded to those risks. In particular:

• the key performance indicators chosen to determine performance-related pay are those that the Company considers most relevant

to its objectives of improving shareholder wealth over the medium to long term, whilst also considering the relative levels of risk;

• the focus is on performance over the medium to long term. A smaller proportion of the Incentive Plan is based on investment returns

over the most recent year’s performance; and

• executives agree to invest 25 per cent of the pre-tax annual cash incentive in AFIC shares and/or shares of the other investment

companies that AICS currently or will in the future provide services to and to hold these shares for a minimum of four years.

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Australian Foundation Investment Company Limited

Annual Report 2025

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Annual Report 2025

Australian Foundation Investment Company Limited

1.2 What is Our Target Remuneration Mix?
The target remuneration mix for executives is as follows:

Managing Director’s

Target Remuneration Mix

Other Executives’ Target

Remuneration Mix

Fixed annual remuneration 50%

Annual incentive 50%

Fixed annual remuneration 67%

Annual incentive 33%

1.3 How is the Remuneration Paid in 2025 Linked to Performance?

1.3.1 Fixed Remuneration

Most executives received increases in their fixed annual remuneration this year. AFIC continues to operate in a highly competitive

market, and salary levels are reviewed at least annually. The Company aims to attract and retain executives who are extremely

competent and highly motivated.

Performance-related Pay

This section shows how Incentive measurements are split between AFIC and the other investment companies.

%Result

AFIC investment performance32Table 2

AFIC other metrics 8Table 1

Percentage of incentive determined by AFIC performance40

Other LIC investment performance28Table 9

Other LIC other metrics12Table 9

Percentage of incentive determined by other LIC performance40

Total percentage of Incentive determined by AFIC/Other LIC performance80

Personal metrics20N/A

100

See Section 2 for more details on the measures used in determining the annual incentives.

Commentary

The Banks Index continued to outperform during the year ended 30 June 2025, up another 31.1 per cent, whilst the S&P/ASX Gold

Index was up 59.6 per cent. These are both areas of the market where AFIC is underweight, and this contributed, amongst other

factors, to AFIC underperforming the S&P/ASX 200 during the year. This underperformance has had an effect on longer-term

performance, with AFIC falling below the benchmarks for three, five and 10 years, and on the risk/reward measure. This

underperformance has been reflected in the remuneration figures shown in Table 3. As noted above, not all of the incentive payment is

based on AFIC’s performance – 60 per cent of the Incentive Plan is based on personal KPIs and on the performance of the other LICs.

The incentive paid based on the performance of the other LICs is charged to those LICs and is not borne by AFIC.

It should be noted that many returns quoted by managed funds exclude either tax or expenses, or both. The use of ‘grossed-up

returns’ mitigates the tax disparity to some extent, as it adds back franking credits to the nominal dividend that the Index pays, and also

that AFIC pays. The extent to which franking credits are retained by the Company, particularly from capital gains, will be a drag on the

stated performance and are only reflected in performance when the Board elects to pay them out, whilst being mindful of the need

to preserve a suitable reserve of franking credits to meet future dividends.

Remuneration Report continued

DIRECTORS’ REPORT

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Australian Foundation Investment Company Limited

Annual Report 2025

20

Annual Report 2025

Australian Foundation Investment Company Limited

For the other LICs, AMCIL also underperformed on its performance measures, although the returns measured from the beginning of
2023 when there was a limited restructure continue to be favourable, but this recent improvement is not reflected fully in the measures

used. Mirrabooka outperformed on all of its longer term investment targets, in several cases very strongly, despite underperforming

on a one-year basis.

AMCIL’s MER remained constant at 0.56 per cent whilst Mirrabooka’s MER fell from 0.56 per cent to 0.54 per cent.

Djerriwarrh also underperformed on its performance measures. However, a significant element of Djerriwarrh’s value proposition is its

ability to pay a fully franked dividend yield higher than that obtainable from the broader market. This has continued during the current

year, and Djerriwarrh has increased its dividend each year since 2021. Djerriwarrh’s MER increased during the year, partly due to reduced

gearing (which also explains part of Djerriwarrh’s underperformance) and also due to a reduced profit from its associated entity, AICS.

The MER for AFIC has increased slightly in the year from 0.15 per cent to 0.16 per cent, but still remains comfortably within the targets

that the Board has set, and which it believes still represents excellent value for shareholders, noting the additional expense (including

additional headcount) being incurred whilst the international portfolio is being trialled.

Earnings growth for AFIC has been subdued in an environment where the dividend income from many companies that constitute

the S&P/ASX 200 has been reducing, particularly from previously large dividend payers such as BHP. Despite this, AFIC has been able

to increase its dividend over each of the last three years.

Detailed information about the performance of each investment company is provided in Section E of the Appendix.

Table 1: Non-investment Return Performance Measures

Performance MeasureBenchmark ResultAFIC Result

Comparison to

Benchmark

Growth in net operating result Est. CPI over 5 years: 3.8%

2.7%Unfavourable

Management expense ratio n/a*

0.16%Favourable

Outcome: Achieved Partially achieved Not achieved

Table 2: Investment Return Performance Measures

^

MeasureBenchmark ResultAFIC Result

Comparison to

Benchmark

Investment return – 1 year13.8%

10.9%Unfavourable

Investment return – 3 years13.6%

12.6%Unfavourable

Investment return – 5 years11.9%

11.6%In line

Investment return – 10 years8.9%

8.4%Unfavourable

Grossed-up return – 1 year15.1%

10.7%Unfavourable

Grossed-up return – 3 years15.1%

13.2%Unfavourable

Grossed-up return – 5 years13.3%

12.3%Unfavourable

Grossed-up return – 10 years10.4%

9.5%Unfavourable

Risk/Reward – 5 years0.96

0.87Unfavourable

Outcome: Achieved Partially achieved Not achieved

* Favourable to Board-established targets and external benchmarks – see above.

^ See Table 7. Note that investment return figures exclude expenses and tax, and the latter in particular can have a meaningful impact on the grossed-up

returns as these tax figures are only included when paid out as dividends. This explains in part the disparity in the differential to the benchmark between

the two measures utilised.

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Annual Report 2025

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Annual Report 2025

Australian Foundation Investment Company Limited

1.3.2 Remuneration Outcomes
The below table discloses the actual remuneration outcomes received by the Company’s executives during the year.

Table 3: Actual Executive Remuneration Outcomes

Short

Term

Post-

employment

Total

FAR

$

Annual

Incentive

$

Total

Remune-

ration

$

Fixed/

Perform-

ance-

related

%

Total

Borne by

AFIC

$

Total

Borne by

Other

LICs

$

Incentive

Forfeited

$

Base

Salary

$

Super-

annuation

$

Mark Freeman – Managing Director

2025943,90030,000973,900439,7161,413,61669%/31%753,214660,402(534,184)

2024913,50027,500941,000771,7141,712,71455%/45%946,458766,256(169,286)

Andrew Porter – Chief Financial Officer

2025758,00030,000788,000177,891965,89182%/18%549,000416,891(216,109)

2024732,50027,500760,000309,7381,069,73871%/29%616,626453,112(70,262)

Geoff Driver – General Manager –

Business Development and Investor Relations

2025608,80030,000638,800144,209783,00982%/18%445,052337,957(175,191)

2024591,50027,500619,000252,273871,27371%/29%502,226369,047(57,227)

Matthew Rowe – Company Secretary

2025334,10030,000364,10082,196446,29682%/18%253,668192,628(99,854)

2024316,96727,500344,467140,387484,85471%/29%279,483205,371(31,846)

The value of incentive forfeited is the difference between the target amount and the amount awarded. See Table 6.

Information about Non-Executive Director remuneration is provided in Section 4 Non-Executive Director Remuneration.

Remuneration Report continued

DIRECTORS’ REPORT

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Annual Report 2025

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Annual Report 2025

Australian Foundation Investment Company Limited

2. Structure of Remuneration
2.1 Fixed Annual Remuneration (FAR)

The FAR component of an executive’s remuneration comprises base salary, superannuation guarantee contributions and fringe benefits.

Executives can elect to receive a portion of their FAR in the form of additional superannuation contributions or fringe benefits. This will

not affect the gross amount payable by the Group.

2.2 Incentive Plan

The table below outlines the key terms and conditions of the Incentive Plan.

Table 4: Annual Incentives – Key Terms and Conditions

MDOther Execs

Targeted per cent of FAR 100 per cent50 per cent

ObjectivesAlign remuneration with the creation of shareholder wealth.

Measures reflect the management of the Group and the other investment companies, as well as the key

investment returns that reflect the creation of shareholder wealth.

Performance measuresCompany performance (20 per cent); investment performance (60 per cent); personal objectives

(20 per cent)

Relative weightings of

investment companies for

investment and Company-

related performance

AFIC: 40 per cent

Djerriwarrh Investments Limited: 16 per cent

AMCIL Limited: 12 per cent

Mirrabooka Investments Limited: 12 per cent

Personal objectives: 20 per cent (allocated on same basis as FAR)

Delivery of awardIncentive is paid in cash, but 25 per cent of the pre-tax amount received is used by recipients to acquire

shares in AFIC and/or the other investment companies which they agree to hold for minimum of four years.

Performance measured

in 2025

See Tables 1 and 2 for AFIC. Mirrabooka outperformed on most measures, Djerriwarrh outperformed

on yield. AMCIL underperformed.

Outcomes for 2025

(see Table 6 for details)

45 per centAverage 45 per cent

The performance measures of the Incentive Plan are reviewed by the Remuneration Committee. The Committee may, from time to time,

revise the performance conditions and weightings in order to better meet the objectives of the annual incentive policies. It may also

change or suspend any part of the incentive payment arrangements. If relevant targets are not achieved but performance is close

to the target, some of the incentive may be paid. This would be noted as ‘partially achieved’ or ‘in line’ in Table 2. Where stretch levels

of performance are achieved above target, then higher amounts may be paid at the discretion of the Board. To date, total annual

incentives paid to each executive have never exceeded target.

For more detailed information about the annual incentive performance conditions and outcomes for 2025, please refer to Appendix B

Annual Incentives: Details of Outcomes and Conditions.

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3. Contract Terms
Each executive is employed under an open-ended contract, the terms of which can be varied by mutual agreement. There are no

contractual provisions for cessation of employment other than statutory requirements. Either the Company or the executive can give

notice in accordance with statutory requirements. There are no specific payments to be made as a consequence of termination beyond

those required by statute. Should there be any payments, these will be at the Board’s discretion.

Material breaches of the terms of employment will normally result in the termination of an executive’s employment.

4. Non-Executive Director Remuneration

Shareholders approve the maximum aggregate amount of remuneration per year available to be allocated between Non-Executive

Directors (NEDs). In proposing the amount for consideration by shareholders, the Remuneration Committee takes into account the

time demands made on Directors together with such factors as the general level of fees paid to Australian corporate directors.

For NEDs, who are charged with the responsibility of oversight of the Company’s activities, a fixed annual fee is paid with no element

of performance-related pay.

The amount approved at the AGM in October 2019 was $1,250,000 per annum, which is the maximum amount that may be paid

in total to all NEDs.

On appointment, the Company enters into a deed of access and indemnity with each NED. There are no termination payments

due at the cessation of office, and any Director may retire or resign from the Board, or be removed by a resolution of shareholders.

The amounts paid to each NED, and the figures for the corresponding period, are set out below. The Board has decided to hold

Directors’ fees unchanged for the 2025/26 year.

Remuneration Report continued

DIRECTORS’ REPORT

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Table 5: Non-Executive Director Remuneration
Primary

(Fee/Base

Salary)

$

Post-

employment

(Superannuation)

$

Total

Remuneration

$

CM Drummond – Chairman (appointed Chairman 3 October 2023)

2025196,41322,587219,000

2024167,90518,470186,375

J Paterson – Chairman (retired 3 October 2023)

202449,5375,44954,986

RP Dee-Bradbury – Non-Executive Director

202598,38611,314109,700

202495,94610,554106,500

JA Fahey – Non-Executive Director

202598,38611,314109,700

202495,94610,554106,500

KM Hudson – Non-Executive Director (appointed 1 January 2024)

2025106,8712,829109,700

202447,9735,27753,250

GR Liebelt – Non-Executive Director

2025106,8712,829109,700

2024103,8612,639106,500

RL Murray – Non-Executive Director (appointed 22 January 2024)

202598,38611,314109,700

202442,4384,66847,106

DA Peever – Non-Executive Director

202598,38611,314109,700

202495,94610,554106,500

CM Walter AM – Non-Executive Director (retired 3 October 2023)

202424,7692,72527,494

Total remuneration of Non-Executive Directors

2025803,69973,501877,200

2024724,32170,890795,211

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Appendix
A. Remuneration Governance

Responsibilities of the Board and the Remuneration Committee

It is the Board’s responsibility to review and approve the recommendations of the Remuneration Committee.

For more information, the Charter of the Board is available on the Company’s website.

The Remuneration Committee’s primary responsibilities include:

• reviewing the level of fees for NEDs and the Chairman;

• reviewing the Managing Director’s remuneration arrangements;

• evaluating the Managing Director’s performance;

• reviewing the remuneration arrangements for other senior executives;

• monitoring legislative developments with regards to executive remuneration; and

• monitoring the Group’s compliance with requirements in this area.

For more information, the Charter of the Remuneration Committee is available on the Company’s website.

The Remuneration Committee is composed of three NEDs (GR Liebelt (Chairman), CM Drummond and RP Dee-Bradbury) and meets

at least twice per year.

Policy on Hedging

The Company provides no lending or leveraging arrangements to its executives, who are prohibited by Company policy from entering

hedging arrangements that mitigate the possibility that ‘at risk’ incentive payments may not vest.

Use of Remuneration Consultants

The Managing Director makes recommendations to the Remuneration Committee with regards to the remuneration levels and structure

of the KMP. The Company has not engaged a remuneration adviser in the last two years.

The Company also participates in the annual FIRG survey of fund managers to understand current remuneration levels and practices.

B. Annual Incentives: Details of Outcomes and Conditions

Table 6 below shows the annual incentives paid to individual executives as a result of AFIC’s and the other investment companies’

performance on financial metrics and the individual’s achievement of their own personal objectives. Table 7 sets out the detailed terms

and conditions of the annual incentives.

Table 6: Annual Incentive Outcomes

Executive

% of

Target Paid

$

Paid

% of Target

Forfeited

$

Forfeited

Mark Freeman45%$439,71655%$534,184

Andrew Porter45%$177,89155%$216,109

Geoff Driver45%$144,20955%$175,191

Matthew Rowe45%$82,19655%$99,854

Remuneration Report continued

DIRECTORS’ REPORT

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Table 7: Executive Annual Incentive Performance Conditions
Performance Areas and

Relative WeightingPerformance MeasuresPurpose of Measure

Company performance (20 per cent)

The relevant weightings of the investment

companies are:

• AFIC: 50 per cent

• Djerriwarrh Investments Limited:

20 per cent

• AMCIL Limited: 15 per cent

• Mirrabooka Investments Limited:

15 per cent

• Operating result and dividend growth –

measured over five years against CPI.

• Management expense ratio (MER):

at Board discretion, generally

measured against prior years’ results.

• Dividend yield (DJW only).

• Net operating result reflects the ability

of the Company to meet its dividend

objectives. The dividends of both MIR

and AMH vary from year to year and are

not a key objective for those companies.

• MER reflects the costs of running

the Company.

• Maintaining a dividend yield above the

market’s is an important object for DJW.

Investment performance (60 per cent)

The relevant weightings of the investment

companies are:

• AFIC: 50 per cent

• Djerriwarrh Investments Limited:

20 per cent

• AMCIL Limited: 15 per cent

• Mirrabooka Investments Limited:

15 per cent

• Relative investment return: measure

of the return on the portfolio invested

(including cash) over the previous one,

three, five and 10 years, relative to the

S&P/ASX 200 Accumulation Index

(Combined Mid Cap 50 and Small

Ordinaries for Mirrabooka and a modified

S&P/ASX 200 Accumulation Index for

Djerriwarrh).

• Risk/Reward – measure of the return

that AFIC’s portfolio generates as

a ratio of the volatility risk that such

a portfolio incurs.

• Grossed-up return (GR): measure of

the movement in the net asset backing

of the Company (per share) plus the

dividends assumed to be reinvested

grossed up for franking credits over the

previous one, three, five and 10 years.

This return is compared to the S&P/ASX

200 Accumulation Index grossed up for

franking credits (Combined Mid Cap 50

and Small Ordinaries for Mirrabooka and

a modified S&P/ASX 200 Accumulation

Index for Djerriwarrh).

• The Board considers that the metrics

used reflect, over the medium to long

term, the Company’s investment

return objectives.

• Investment return: reflects the returns

generated by the mix of the investments

that the Company has invested in.

These reflect the value added to

shareholders’ wealth by the investment

decisions of the Company.

• Risk/Reward: reflects the aim for AFIC’s

portfolio to be designed to face less

volatility risk than the market generally.

• Grossed-up return (GR): reflects the

movement in the value of the underlying

portfolio over the period with the

additional recognition of the importance

of franking credits.

Note: The Remuneration Committee has

discretion to determine, at the time of

the review, what it considers to be the

appropriate level of return to be used.

Personal objectives (20 per cent)

These costs are allocated to AFIC

and to the LICs on the same proportion

as the FAR

Includes:

• advice to the Board;

• succession planning;

• management of staff;

• risk management; and

• shareholder stewardship.

These measures all contribute to the

efficient running of the Group, and the

other investment companies, enhancing

investment outcomes.

Personal objectives are included in incentive

calculations to encourage out performance

on non-financial metrics. These metrics

can be important determinants of business

success in the medium term. The Managing

Director reviews the performance of

each executive with the Remuneration

Committee, and the Remuneration

Committee alone determines how the

Managing Director is performing against

his objectives.

50 per cent is awarded based on the

individual’s execution of their role and

50 per cent on alignment with the

Company’s culture.

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C. Directors and Executives: Equity Holdings and Other Transactions
This table sets out reconciliations of shares issued by the Group and held directly, indirectly or beneficially by Non-Executive Directors

and executives of the Group, or by entities to which they were related.

Table 8: Shareholdings of Directors and Executives

Opening

Balance

Changes

During Year

Closing

Balance

CM Drummond66,0012,41068,411

RM Freeman190,1489,741199,889

RP Dee-Bradbury15,46130915,770

JA Fahey5,4241985,622

KM Hudson–8,0008,000

GR Liebelt663,629–663,629

RL Murray8,31328,315

DA Peever35,9561,31337,269

GN Driver162,2975,927168,224

MJ Rowe14,0922,93117,023

AJB Porter199,7757,295207,070

Other Arrangements with Non-Executive Directors

The Chairs of the LICs are provided offices within premises rented by the Group. These offices are provided on an ex-officio basis with

no rent being charged to the individual.

D. Potential Clawback of Incentives

The Directors consider that the Incentive Plan allows for sufficient ‘clawback’ in the case of a material misstatement of the Group’s

financial statements or in any other case where the Board considers that such remuneration would be an ‘inappropriate benefit’.

The Directors, in their absolute discretion, may take such clawback actions as they deem necessary or appropriate to address

the events that give rise to an ‘inappropriate benefit’. Such actions may include:

1. cancelling or requiring the forfeiture of some or all of the Executive’s incentive payments;

2. adjusting the Executive’s future performance-based remuneration;

3. dismissing the Executive and/or initiating legal action; and/or

4. any other action the Directors consider appropriate.

The Directors are not required to show loss to the Company in order to determine that an ‘inappropriate benefit’ should be subject

to clawback.

E. Detailed Performance Measures by Investment Company

Table 9 shows the performance of AFIC and the other investment companies over the past five years, including details of investment

return and gross return (GR). These measures, which represent growth in shareholder wealth, are used in part to determine the vesting

of AFIC’s Incentive Plans to executives and the investment team.

Remuneration Report continued

DIRECTORS’ REPORT

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Australian Foundation Investment Company Limited

Table 9: Detailed Performance Measures for AFIC and the Other Investment Companies
Year Ending 30 June

10-year

Return

5-year

Return

3-year

Return 20252024202320222021

Comparative Returns

S&P/ASX 200 Accumulation Return8.86%11.85%13.56%13.81%12.10%14.78%-6.47%27.80%

Modified S&P/ASX 200 Accumulation*8.45%10.54%11.74%11.92%10.72%12.59%-6.47%21.71%

Gross S&P/ASX 200 Accumulation Return10.35%13.29%15.06%15.06%13.52%16.64%-5.12%29.12%

Modified Gross S&P/ASX 200

Accumulation Return*9.50%11.55%12.80%12.79%11.71%13.90%-5.12%22.64%

Combined Mid Cap 50 and Small Ordinaries

Accumulation Return

^

9.70%10.05%11.80%14.35%7.95%13.21%-14.06%34.42%

Gross Combined Mid Cap 50 and Small Ordinaries

Accumulation Return

^

10.59%10.82%12.65%15.16%8.71%14.19%-13.52%35.22%

Yield on S&P/ASX 200 grossed up for franking creditsn/an/an/a4.2%4.7%5.6%5.1%2.9%

Australian Foundation Investment Company Limited

Mercer risk/rewardn/a66/96n/an/an/an/an/an/a

Growth in earnings per share-0.7%2.7%-0.8%-4.6%-5.2%7.7%42.9%-18.0%

Management expense ration/an/an/a0.16%0.15%0.14%0.16%0.14%

Gross return9.48%12.29%13.22%10.69%15.12%13.91%-6.78%31.92%

Investment return8.44%11.57%12.61%10.85%14.21%12.81%-7.08%30.28%

Djerriwarrh Investments Limited

Growth in net operating result per sharen/an/a2.7%1.0%1.3%5.8%30.9%-4.5%

Management expense ration/an/an/a0.47%0.42%0.40%0.45%0.45%

Gross return7.74%11.12%11.83%7.80%13.59%14.20%-6.51%29.58%

Investment return6.39%10.05%11.00%7.41%12.08%13.60%-6.21%25.83%

Gross yield on NTA at end of June n/an/an/a6.5%6.5%6.8%6.7%4.7%

Mirrabooka Investments Limited

Management expense ration/an/an/a0.54%0.56%0.59%0.46%0.50%

Gross return12.03%13.00%15.54%11.42%17.40%17.91%-20.87%50.92%

Investment return11.80%13.53%15.85%11.95%17.61%18.08%-19.04%49.80%

AMCIL Limited

Management expense ration/an/an/a0.56%0.56%0.66%0.52%0.56%

Gross return9.74%10.43%13.30%6.37%20.50%13.46%-14.31%31.76%

Investment return9.92%11.23%13.09%7.31%19.90%12.42%-12.40%34.36%

* Used for Djerriwarrh Investments Limited.

^ Used for Mirrabooka Investments Limited.

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Australian Foundation Investment Company Limited

Details of non-audit services performed by the auditors may be found in Note F2 of the Financial Report.
The Board of Directors has considered the position and, in accordance with the advice received from the Audit Committee, is satisfied

that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the

Corporations Act 2001. The Directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not

compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

• all non-audit services have been reviewed by the Audit Committee to ensure they do not impact the impartiality and objectivity

of the auditor; and

• none of the services undermine the general principles relating to auditor independence as set out in the Corporations Act 2001

including reviewing or auditing the auditor’s own work, acting in a management or a decision-making capacity for the Company,

acting as advocate for the Company, or jointly sharing economic risk and rewards.

A copy of the Auditor’s Independence Declaration is set out on page 31.

This report is made in accordance with a resolution of the Directors.

Craig M Drummond

Chairman

28 July 2025

Non-audit Services

DIRECTORS’ REPORT

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Australian Foundation Investment Company Limited

Auditor’s Independence Declaration
DIRECTORS’ REPORT


pwc.com.au

PricewaterhouseCoopers, ABN 52 780 433 757

2 Riverside Quay, SOUTHBANK VIC 3006,

GPO Box 1331, MELBOURNE VIC 3001

T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.


Auditor’s Independence Declaration

As lead auditor for the audit of Australian Foundation Investment Company for the year ended 30 June

2025, I declare that to the best of my knowledge and belief, there have been:

a. no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation

to the audit; and

b. no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Australian Foundation Investment Company Limited and the entity it

controlled during the period.

Kate L Logan Melbourne

Partner

PricewaterhouseCoopers


28 July 2025

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Annual Report 2025

31

Annual Report 2025

Australian Foundation Investment Company Limited

FINANCIAL REPORT
32 Financial Statements

33 Consolidated Income Statement

34 Consolidated Statement of

Comprehensive Income

35 Consolidated Balance Sheet

36 Consolidated Statement of

Changes in Equity

38 Consolidated Cash Flow

Statement

39 Notes to the Consolidated

Financial Statements

39 A. Understanding AFIC’s

Financial Performance

39 A1. How AFIC Manages

its Capital

39 A2. Investments Held and

How They are Measured

40 A3. Operating Income

41 A4. Dividends Paid

42 A5. Earnings Per Share

43 B. Costs, Tax and Risk

43 B1. Management Costs

43 B2. Tax

44 B3. Risk

46 C. Unrecognised Items

46 C1. Contingencies

47 D. Balance Sheet

Reconciliations

47 D1. Current Assets – Cash

47 D2. Credit Facilities

47 D3. Revaluation Reserve

48 D4. Realised Capital

Gains Reserve

48 D5. Retained Profits

48 D6. Share Capital

49 E. Income Statement

Reconciliations

49 E1. Reconciliation of Net Cash

Flows From Operating

Activities to Profit

49 E2. Tax Reconciliations

50 F. Further Information

50 F1. Related Parties

50 F2. Remuneration of Auditors

51 F3. Segment Reporting

51 F4. Summary of Other

Accounting Policies

53 F5. Performance Bond

53 F6. Share Incentive

Arrangements

54 F7. Principles of Consolidation

54 F8. Subsidiaries

54 F9. Lease Commitments

54 F10. Parent Entity Financial

Information

32

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Annual Report 2025

Australian Foundation Investment Company Limited

Note
2025

$’000

2024

$’000

Dividends and distributionsA3312,620321,836

Interest income from deposits A39,1956,963

Other revenueA36,3115,555

Total revenue328,126334,354

Net gains on trading portfolio A32,2944,901

Income from operating activities330,420339,255

Finance costs(1,208)(1,405)

Administration expenses B1(22,991)(18,915)

Profit before income tax expense 306,221318,935

Income tax expenseB2, E2(21,250)(22,522)

Profit for the year284,971296,413

Profit is attributable to:

Equity holders of Australian Foundation Investment Company Ltd284,912296,174

Minority interest59239

284,971296,413

CentsCents

Basic earnings per shareA522.7123.75

This Income Statement should be read in conjunction with the accompanying notes.

Consolidated Income Statement

For the Year Ended 30 June 2025

FINANCIAL REPORT

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Annual Report 2025

33

Annual Report 2025

Australian Foundation Investment Company Limited

Year to 30 June 2025Year to 30 June 2024
Revenue

1

$’000

Capital

1

$’000

Total

$’000

Revenue

1

$’000

Capital

1

$’000

Total

$’000

Profit for the year284,971–284,971296,413–296,413

Other comprehensive income

Items that will not be recycled through

the Income Statement

Gains/(losses) for the period –731,229731,229–923,692923,692

Tax on above–(222,552)(222,552)–(279,803)(279,803)

Total other comprehensive income–508,677508,677–643,889643,889

Total comprehensive income 284,971508,677793,648296,413643,889940,302

1 ‘Capital’ includes realised or unrealised gains or losses (and the tax on those) on securities in the investment portfolio. Income in the form of distributions

and dividends is recorded as ‘revenue’. All other items, including expenses, are included in profit for the year, which is categorised under ‘revenue’.

Total comprehensive Income is attributable to:

Year to 30 June 2025Year to 30 June 2024

Revenue

$’000

Capital

$’000

Total

$’000

Revenue

$’000

Capital

$’000

Total

$’000

Equity holders of Australian

Foundation Investment Company 284,912508,677793,589296,174643,889940,063

Minority interests59–59239–239

284,971508,677793,648296,413643,889940,302

This Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

Consolidated Statement of Comprehensive Income

For the Year Ended 30 June 2025

FINANCIAL REPORT

34

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Annual Report 2025

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Australian Foundation Investment Company Limited

Note
2025

$’000

2024

$’000

Current assets

Cash D1280,769166,499

Receivables39,53442,425

Trading portfolio5,7735,387

Total current assets326,076214,311

Non-current assets

Investment portfolioA210,254,7579,703,558

Fixtures and fittings155–

Total non-current assets10,254,9129,703,558

Total assets10,580,9889,917,869

Current liabilities

Payables1,3351,256

Borrowings – bank debt10,00010,000

Tax payable113,48334,105

Provisions7,0846,014

Total current liabilities131,90251,375

Non-current liabilities

Provisions169154

Deferred tax liabilities – other2331,237

Deferred tax liabilities – investment portfolioB21,707,9181,603,716

Total non-current liabilities1,708,3201,605,107

Total liabilities1,840,2221,656,482

Net assets8,740,7668,261,387

Shareholders’ equity

Share capitalA1, D63,210,1963,204,950

Revaluation reserveA1, D33,651,3333,449,280

Realised capital gains reserveA1, D4799,329546,953

General reserveA123,63723,637

Retained profitsA1, D51,054,4391,034,794

Parent entity interest8,738,9348,259,614

Minority interest1,8321,773

Total equity8,740,7668,261,387

This Balance Sheet should be read in conjunction with the accompanying notes.

Consolidated Balance Sheet

As at 30 June 2025

FINANCIAL REPORT

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Australian Foundation Investment Company Limited

Year Ended 30 June 2025Note
Share

Capital

$’000

Revaluation

Reserve

$’000

Realised

Capital Gains

$’000

General

Reserve

$’000

Retained

Profits

$’000

Total

Parent Entity

$’000

Minority

Interest

$’000

Total

$’000

Total equity at the beginning of the year3,204,9503,449,280546,95323,6371,034,7948,259,6141,7738,261,387

Dividends paid to shareholdersA4––(54,248)–(265,267)(319,515)–(319,515)

– Dividend Reinvestment PlanD671,842––––71,842–71,842

Share buy-backsD6(66,274)––––(66,274)(66,274)

Other share capital adjustments(322)––––(322)–(322)

Total transactions with shareholders5,246–(54,248)–(265,267)(314,269)–(314,269)

Profit for the year––––284,912284,91259284,971

Other comprehensive income (net of tax)

Net gains for the period–508,677

–––508,677–508,677

Other comprehensive income for the year–508,677–––508,677–508,677

Transfer to realised capital gains of cumulative gains on investments sold–(306,624)306,624–––––

Total equity at the end of the year3,210,1963,651,333799,32923,6371,054,4398,738,9341,8328,740,766

Year Ended 30 June 2024Note

Share

Capital

$’000

Revaluation

Reserve

$’000

Realised

Capital Gains

$’000

General

Reserve

$’000

Retained

Profits

$’000

Total

Parent Entity

$’000

Minority

Interest

$’000

Total

$’000

Total equity at the beginning of the year3,136,2822,926,191509,74123,637960,1717,556,0221,5347,557,556

Dividends paid to shareholdersA4––(83,588)–(221,551)(305,139)–(305,139)

– Dividend Reinvestment PlanD668,840––––68,840–68,840

Other share capital adjustments(172)––––(172)–(172)

Total transactions with shareholders68,668–(83,588)–(221,551)(236,471)–(236,471)

Profit for the year––––296,174296,174239296,413

Other comprehensive income (net of tax)

Net gains for the period–643,889

–––643,889–643,889

Other comprehensive income for the year–643,889–––643,889–643,889

Transfer to realised capital gains of cumulative gains on investments sold–(120,800)120,800–––––

Total equity at the end of the year3,204,9503,449,280546,95323,6371,034,7948,259,6141,7738,261,387

This Statement of Changes in Equity should be read in conjunction with the accompanying notes

Consolidated Statement of Changes in Equity

For the Year Ended 30 June 2025

FINANCIAL REPORT

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Australian Foundation Investment Company Limited

Year Ended 30 June 2025Note
Share

Capital

$’000

Revaluation

Reserve

$’000

Realised

Capital Gains

$’000

General

Reserve

$’000

Retained

Profits

$’000

Total

Parent Entity

$’000

Minority

Interest

$’000

Total

$’000

Total equity at the beginning of the year3,204,9503,449,280546,95323,6371,034,7948,259,6141,7738,261,387

Dividends paid to shareholdersA4––(54,248)–(265,267)(319,515)–(319,515)

– Dividend Reinvestment PlanD671,842––––71,842–71,842

Share buy-backsD6(66,274)––––(66,274)(66,274)

Other share capital adjustments(322)––––(322)–(322)

Total transactions with shareholders5,246–(54,248)–(265,267)(314,269)–(314,269)

Profit for the year––––284,912284,91259284,971

Other comprehensive income (net of tax)

Net gains for the period–508,677

–––508,677–508,677

Other comprehensive income for the year–508,677–––508,677–508,677

Transfer to realised capital gains of cumulative gains on investments sold–(306,624)306,624–––––

Total equity at the end of the year3,210,1963,651,333799,32923,6371,054,4398,738,9341,8328,740,766

Year Ended 30 June 2024Note

Share

Capital

$’000

Revaluation

Reserve

$’000

Realised

Capital Gains

$’000

General

Reserve

$’000

Retained

Profits

$’000

Total

Parent Entity

$’000

Minority

Interest

$’000

Total

$’000

Total equity at the beginning of the year3,136,2822,926,191509,74123,637960,1717,556,0221,5347,557,556

Dividends paid to shareholdersA4––(83,588)–(221,551)(305,139)–(305,139)

– Dividend Reinvestment PlanD668,840––––68,840–68,840

Other share capital adjustments(172)––––(172)–(172)

Total transactions with shareholders68,668–(83,588)–(221,551)(236,471)–(236,471)

Profit for the year––––296,174296,174239296,413

Other comprehensive income (net of tax)

Net gains for the period–643,889

–––643,889–643,889

Other comprehensive income for the year–643,889–––643,889–643,889

Transfer to realised capital gains of cumulative gains on investments sold–(120,800)120,800–––––

Total equity at the end of the year3,204,9503,449,280546,95323,6371,034,7948,259,6141,7738,261,387

This Statement of Changes in Equity should be read in conjunction with the accompanying notes

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Note
2025

$’000

Inflows/

(Outflows)

2024

$’000

Inflows/

(Outflow)

Cash flows from operating activities

Sales from trading portfolio 20,48113,346

Purchases for trading portfolio (18,573)(9,995)

Interest received9,3706,963

Dividends and distributions received312,779319,169

324,057329,483

Other revenue6,5835,758

Administration expenses(21,921)(19,316)

Finance costs paid(1,208)(1,405)

Taxes paid(28,255)(25,172)

Net cash inflow/(outflow) from operating activitiesE1279,256289,348

Cash flows from investing activities

Sales from investment portfolio791,260489,873

Purchases for investment portfolio (609,806)(517,291)

Taxes paid on sales from investment portfolio(31,287)(24,571)

Payment for fixed assets(179)–

Net cash inflow/(outflow) from investing activities149,988(51,989)

Cash flows from financing activities

Share issue transaction costs(322)(172)

Share buy-backs(66,274)–

Dividends paid(248,378)(236,073)

Net cash inflow/(outflow) from financing activities(314,974)(236,245)

Net increase/(decrease) in cash held114,2701,114

Cash at the beginning of the year166,499165,385

Cash at the end of the yearD1280,769166,499

For the purpose of the Cash Flow Statement, ‘cash’ includes cash and deposits held at call.

This Cash Flow Statement should be read in conjunction with the accompanying notes.

Consolidated Cash Flow Statement

For the Year Ended 30 June 2025

FINANCIAL REPORT

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A. Understanding AFIC’s Financial Performance
A1. How AFIC Manages its Capital

AFIC’s objective is to provide shareholders with stable to growing dividends over time and attractive total returns over the medium

to long term.

AFIC recognises that its capital will fluctuate with market conditions. In order to manage those fluctuations, the Board may adjust

the amount of dividends paid, issue new shares, buy back the Company’s shares or sell assets.

AFIC’s capital consists of its shareholders’ equity plus any net borrowings. A summary of the balances in equity is provided below:

2025

$’000

2024

$’000

Share capital3,210,1963,204,950

Revaluation reserve3,651,3333,449,280

Realised capital gains reserve799,329546,953

General reserve23,63723,637

Retained profits1,054,4391,034,794

8,738,9348,259,614

Refer to Notes D3–D6 for a reconciliation of movement from period to period for each equity account (except the general reserve, which

is historical, relates to past profits which can be distributed and has had no movement).

A2. Investments Held and How They are Measured

AFIC has two portfolios of securities: the investment portfolio and the trading portfolio.

The investment portfolio holds securities which the Company intends to retain on a long term basis, and includes a small sub-component

over which options may be written and an additional small sub-component of international (i.e. non-Australian/New Zealand listed stocks).

The trading portfolio consists of securities that are held for short term trading only, including call option contracts written over securities

that are held in the specific sub-component of the investment portfolio and on occasion put options and is relatively small in size.

The Board has therefore focused the information in this section on the investment portfolio. Details of all holdings (except for the specific

option holdings) as at the end of the reporting period can be found at the end of the Annual Report.

The balance and composition of the investment portfolio (all at market value) was:

2025

$’000

2024

$’000

Equity instruments (excluding below) 8,889,0348,539,661

Equity instruments (over which options may be written)1,201,6641,019,386

Equity instruments (listed on non-Australian/New Zealand Exchanges)164,059144,511

10,254,7579,703,558

How Investments are Shown in the Financial Statements

The accounting standards set out the following hierarchy for fair value measurement:

Level 1: Quoted prices in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices, which can be observed either directly (as prices) or indirectly (derived from prices).

Level 3: Inputs for the asset or liabilities that are not based on observable market data.

All financial instruments held by AFIC are classified as Level 1 (other than the options sold by the Company which are Level 2).

Their fair values are initially measured at the costs of acquisition and then remeasured based on quoted market prices at the end

of the reporting period.

Notes to the Consolidated Financial Statements

FINANCIAL REPORT

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

Net Tangible Asset Backing Per Share

The Board regularly reviews the net asset backing per share both before and after provision for deferred tax on the unrealised gains in

AFIC’s long term investment portfolio. Deferred tax is calculated as set out in Note B2. The relevant amounts as at 30 June 2025 and

30 June 2024 were as follows:

30 June 2025

$

30 June 2024

$

Net tangible asset backing per share

Before tax8.337.88

After tax6.976.60

Equity Investments

The shares in the investment portfolio are designated under the accounting standards as financial assets measured at fair value through

‘other comprehensive income’ (OCI), because they are equity instruments held for long term capital growth and dividend income, rather

than to make a profit from their sale. This means that changes in the value of these shares during the reporting period are included in OCI

in the Consolidated Statement of Comprehensive Income. The cumulative change in value of the shares over time is then recorded in the

revaluation reserve. On disposal, the amounts recorded in the revaluation reserve are transferred to the realisation reserve.

Securities Sold and How They are Measured

Where securities are sold from the investment portfolio, any difference between the sale price and the cost is transferred from the

revaluation reserve to the realisation reserve and the amounts noted in the Consolidated Statement of Changes in Equity. This means

the Company is able to identify the realised gains out of which it can pay a ‘Listed Investment Company’ (LIC) gain as part of the

dividend, which conveys certain taxation benefits to many of AFIC’s shareholders.

During the period $791.7 million (2024: $486.6 million) of equity securities were sold. The cumulative gain on the sale of securities was

$306.6 million for the period after tax (2024: $120.8 million). This has been transferred from the revaluation reserve to the realisation

reserve (see Consolidated Statement of Changes in Equity). These sales were accounted for at the date of trade.

A3. Operating Income

The total income received from AFIC’s investments is set out below.

Dividends and Distributions

2025

$’000

2024

$’000

Income from securities held in investment portfolio at 30 June302,257316,100

Income from investment securities sold during the year10,1885,736

Income from securities held in trading portfolio at 30 June175–

Income from trading securities sold during the year––

312,620321,836

Interest income

Revenue from deposits and cash management trusts9,1956,963

Other revenue

Administration fees6,2745,525

Other income 3730

6,3115,555

Dividend Income

Distributions from listed securities are recognised as income when those securities are quoted in the market on an ex-distribution basis.

Capital returns on ordinary shares are treated as an adjustment to the carrying value of the shares.

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Trading Income
Net gains on the trading portfolio are set out below.

Net Gains

2025

$’000

2024

$’000

Net realised gains/(losses) from trading portfolio – shares/securities14(77)

– options3,1794,119

Unrealised gains/(losses) from trading portfolio – shares/securities(729)937

– options(170)(78)

2,2944,901

If all call options were exercised, this would lead to the sale of $42.9 million worth of securities at an agreed price – the ‘exposure’

(2024: $34.5 million).

A4. Dividends Paid

The dividends paid and payable for the year ended 30 June 2025 are shown below:

2025

$’000

2024

$’000

(a) Dividends Paid During the Year

Final dividend for the year ended 30 June 2024 of 14.5 cents fully franked at 30 per cent paid

30 August 2024 (2024: 14 cents fully franked at 30 per cent paid on 1 September 2023)174,798167,176

Interim dividend for the year ended 30 June 2025 of 12.0 cents per share fully franked at

30 per cent paid 25 February 2025 (2024: 11.5 cents fully franked at 30 per cent paid

26 February 2024)144,717137,963

319,515305,139

Dividends paid or payable in cash247,673236,299

Dividends reinvested in shares71,84268,840

319,515305,139

Dividends forgone via DSSP12,33111,856

(b) Franking Credits

Opening balance of franking account at 1 July263,771248,712

Franking credits on dividends received97,068101,489

Tax paid during the year59,02649,428

Franking credits paid on ordinary dividends paid(136,935)(130,774)

Franking credits deducted on DSSP shares issued(5,287)(5,084)

Closing balance of franking account277,643263,771

Adjustments for tax payable in respect of the current year’s profits and the receipt

of dividends recognised as receivables121,07942,488

Adjusted closing balance398,722306,259

Impact on the franking account of dividends declared but not recognised as a liability

at the end of the financial year:(104,803) (77,776)

Net available 293,919228,483

These franking account balances would allow AFIC to frank additional dividend payments

up to an amount of:685,811533,127

AFIC’s ability to continue to pay franked dividends is dependent upon the receipt of franked dividends from the trading and investment

portfolios and on AFIC paying tax.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

2025

$’000

2024

$’000

(c) New Zealand Imputation Account

(Figures in A$ at year-end exchange rate: 2025: $NZ$1.08: $A1; 2024: $NZ1.097: $A1)

Opening balance 19,24310,325

Imputation credits on dividends received9,7378,619

Imputation credits on dividends paid(18,027)–

Closing balance10,95318,944

A NZ imputation credit on NZ 4.0 cents of the dividend was attached to the final dividend

to be paid on 30 August 2024. There is no NZ imputation credit attached to the proposed

final dividend for the year ended 30 June 2025.

(d) Dividends Declared After Balance Date

Since the end of the year Directors have declared a final dividend of 14.5 cents per share plus

a special dividend of 5.0 cents per share, both fully franked at 30 per cent. The aggregate

amount of the final and special dividends for the year to 30 June 2025 to be paid on

28 August 2025, but not recognised as a liability at the end of the financial year is244,541

(e) Listed Investment Company Capital Gain Account

Balance of the Listed Investment Company (LIC) capital gain account at 1 July:64,65092,813

Capital gains (including LIC gains received from dividends)272,17255,425

LIC gains paid as part of dividend(54,248)(83,588)

Balance at 30 June 282,574 64,650

This equates to an attributable gain of:403,677 92,357

Distributed LIC capital gains may entitle certain shareholders to a deduction in their tax return, as set out in the dividend statement.

LIC capital gains available for distribution are dependent on the disposal of investment portfolio holdings that qualify for LIC capital

gains, or the receipt of LIC distributions from LIC securities held in the portfolios. $349.3 million attributable gain is attached to the

final and special dividends to be paid on 28 August 2025.

A5. Earnings Per Share

The table below shows the earnings per share based on the profit for the year:

Basic Earnings Per Share

2025

Number

2024

Number

Weighted average number of ordinary shares used as the denominator1,254,334,9701,247,196,831

$’000 $’000

Profit for the year 284,912296,174

Cents Cents

Basic earnings per share22.7123.75

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B. Costs, Tax and Risk
B1. Management Costs

The total management expenses for the period are as follows:

2025

$’000

2024

$’000

Rental expense relating to non-cancellable leases (736)(702)

Employee benefit expenses (15,076)(12,390)

Depreciation charge(24)–

Other administration expenses(7,155)(5,823)

(22,991)(18,915)

Employee Benefit Expenses

A major component of employee benefit expenses is Directors’ and Executives’ remuneration. This has been summarised below:

Short Term

Benefits

$

Post-

employment

Benefits

$

Total

$

2025

Non-Executive Directors 803,69973,501877,200

Executives3,488,812120,0003,608,812

Total4,292,511193,5014,486,012

2024

Non-Executive Directors724,32170,890795,211

Executives4,028,579110,0004,138,579

Total4,752,900180,8904,933,790

Detailed remuneration disclosures are provided in the Remuneration Report.

The Group (i.e. AFIC and its subsidiary, Australian Investment Company Services Ltd (AICS) – see Note F8) does not make loans

to Directors or Executives.

B2. Tax

AFIC’s tax position, and how it accounts for tax, is explained here. Detailed reconciliations of tax accounting to the financial statements

can be found in Note E2.

The income tax expense for the period is the tax payable on this financial year’s taxable income, adjusted for any changes in deferred

tax assets and liabilities attributable to temporary differences and for any unused tax losses. Deferred tax assets and liabilities (except

for those related to the unrealised gains or losses in the investment portfolio) are offset, as all current and deferred taxes relate to the

Australian Taxation Office and can legally be settled on a net basis.

A provision has been made for taxes on any unrealised gains or losses on securities valued at fair value through the Income Statement

– i.e. the trading portfolio, puttable instruments and convertible notes that are classified as debt.

A provision also has to be made for any taxes that could arise on sale of securities in the investment portfolio, even though there is

no intention to dispose of them. Where AFIC disposes of such securities, tax is calculated according to the particular parcels allocated

to the sale for tax purposes, offset against any capital losses carried forward.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

Tax Expense

The income tax expense for the period is shown below:

(a) Reconciliation of Income Tax Expense to Prima Facie Tax Payable

2025

$’000

2024

$’000

Profit before income tax expense 306,221318,935

Tax at the Australian tax rate of 30 per cent (2024: 30 per cent)91,86695,681

Tax offset for franked dividends received(67,947)(71,058)

Sundry items whose tax treatment differs from accounting treatment514619

24,43325,242

Over provision in prior years(3,183)(2,720)

Total tax expense21,25022,522

Deferred Tax Liabilities – Investment Portfolio

The accounting standards require us to recognise a deferred tax liability for the potential capital gains tax on the unrealised gain in the

investment portfolio. This amount is shown in the Balance Sheet. However, the Board does not intend to sell the investment portfolio,

so this tax liability is unlikely to arise at this amount. Any sale of securities would also be affected by any changes in capital gains tax

legislation or tax rate applicable to such gains when they are sold.

2025

$’000

2024

$’000

Deferred tax liabilities on unrealised gains in the investment portfolio1,707,9181,603,716

Opening balance at 1 July1,603,7161,355,200

Tax on realised gains(118,350)(31,287)

Charged to OCI for ordinary securities on gains or losses for the period222,552279,803

1,707,9181,603,716

B3. Risk

Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.

As a Listed Investment Company that invests in tradeable securities, AFIC can never be free of market risk as it invests its capital

in securities which are not risk free – the market price of these securities will fluctuate.

A general fall in market prices of 5 per cent and 10 per cent, if spread equally over all assets in the investment portfolio, would have

led to a reduction in AFIC’s comprehensive income of $358.9 million and $717.8 million respectively, at a tax rate of 30 per cent

(2024: $339.6 million and $679.2 million).

AFIC seeks to reduce market risk at the investment portfolio level by ensuring that it is not, in the opinion of the Investment Committee,

overly exposed to one company or one particular sector of the market. The relative weightings of the individual securities and the

relevant market sectors are reviewed by the Investment Committee and risk can be managed by reducing exposure where necessary.

AFIC does not have a minimum or maximum amount of the portfolio that can be invested in a single company or sector.

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AFIC’s total investment exposure by sector is as below:
2025

%

2024

%

Energy3.333.77

Materials12.8114.28

Industrials11.5110.75

Consumer Discretionary7.417.95

Consumer Staples 3.854.08

Banks 20.1720.81

Other Financials 9.909.23

Real Estate5.095.01

Telecommunications7.376.51

Healthcare12.3113.17

Information Technology3.552.72

Utilities0.030.03

Cash2.671.69

Securities representing over 5 per cent of the investment portfolio at 30 June were

Commonwealth Bank of Australia9.410.1

BHP7.48.1

CSL6.27.8

AFIC is also not directly exposed to material currency risk as most of its investments are quoted in Australian dollars. The international

portfolio is a minor (1.6 per cent) part of the total portfolio (2024: 1.5 per cent).

The writing of call options provides some protection against a fall in market prices as it generates income to partially compensate

for a fall in capital values. Options are only written against securities that are held in the trading or the specific sub-section of the

investment portfolio.

Interest Rate Risk

The Group is not currently materially exposed to interest rate risk as all its cash investments and borrowings are short term for a fixed

interest rate.

Credit Risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an

obligation. AFIC is exposed to credit risk from cash, receivables, securities in the trading portfolio and securities in the investment

portfolio respectively. None of these assets are overdue. The risk in relation to each of these items is set out below.

Cash

All cash investments not held in a transactional account (including with a custodian) are invested in short term deposits with Australia’s

major commercial banks. In the unlikely event of a bank default, there is a risk of losing the cash deposits and any accrued unpaid interest.

Receivables

Outstanding settlements are on the terms operating in the securities industry, which usually require settlement within two days of the

date of a transaction. Receivables are non-interest bearing and unsecured. In the event of a payment default, there is a risk of losing any

difference between the price of the securities sold and the price of the recovered securities from the discontinued sale. Receivables also

include dividends from securities that have passed the record date for the distribution but have not paid as at balance date.

Trading and Investment Portfolios

Converting and convertible notes or other interest-bearing securities that are not equity securities carry credit risk to the extent of their

carrying value. This risk will be realised in the event of a shortfall on winding-up of the issuing companies. As at 30 June 2025, no such

investments are held (2024: nil). AFIC engages a custodian, Northern Trust, to hold the shares that are in the sub-component of the

investment portfolio that contains international shares. AFIC receives a GS007 report on Internal Controls for Custody, Investment

Administration, Registry Monitoring and Related Information Technology Services from Northern Trust every six months.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

Liquidity Risk

Liquidity risk is the risk that an entity will not be able to meet its financial liabilities.

AFIC monitors its cash flow requirements daily. The Investment Committee also monitors the level of contingent payments on a regular

basis by reference to known sales and purchases of securities, dividends and distributions to be paid or received, put options that may

require AFIC to purchase securities, and facilities that need to be repaid. AFIC ensures that it has either cash or access to short term

borrowing facilities sufficient to meet these contingent payments.

AFIC’s inward cash flows depend upon the dividends received. Should these drop by a material amount, AFIC would amend its outward

cash flows accordingly. AFIC’s major cash outflows are the purchase of securities and dividends paid to shareholders, and both of these

can be adjusted by the Board and management. Furthermore, the assets of AFIC are largely in the form of readily tradeable securities

which can be sold on-market if necessary.

The table below analyses AFIC’s financial liabilities into relevant maturity groupings. The amounts disclosed in the table are the contractual

undiscounted cash flows. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.

30 June 2025

Less Than

6 Months

$’000

6–12 Months

$’000

Greater

Than 1 Year

$’000

Total

Contractual

Cash Flows

$’000

Carrying

Amount

$’000

Non-derivatives

Payables

1,335––1,3351,335

Borrowings10,000––10,00010,000

11,335––11,33511,335

Derivatives

Options in trading portfolio*–––––

–––––

30 June 2024

Less Than

6 Months

$’000

6–12 Months

$’000

Greater

Than 1 Year

$’000

Total

Contractual

Cash Flows

$’000

Carrying

Amount

$’000

Non-derivatives

Payables1,256––1,2561,256

Borrowings10,000––10,00010,000

11,256––11,25611,256

Derivatives

Options in trading portfolio*–––––

–––––

* In the case of call options, there are no contractual cash flows as if the option is exercised the contract will be settled in the securities over which

the option is written. The contractual cash flows for put options written are the cash sums the Company will pay to acquire securities over which the

options have been written, and it is assumed for the purpose of the above disclosure that all options will be exercised (i.e. maximum cash outflow).

There were no put options outstanding at 30th June 2025 or 30th June 2024.

C. Unrecognised Items

C1. Contingencies

Directors are not aware of any material contingent liabilities or contingent assets other than those already disclosed elsewhere

in the Financial Report.

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Further information that shareholders may find useful is included here. It is grouped into three sections:
D. Balance Sheet Reconciliations

E. Income Statement Reconciliations

F. Further Information

D. Balance Sheet Reconciliations

These notes provide further information about the basis of calculation of line items in the financial statements.

D1. Current Assets – Cash

2025

$’000

2024

$’000

Cash at bank 280,181166,262

Cash with custodian588237

280,769166,499

Cash holdings yielded an average floating interest rate of 4.08 per cent (2024: 4.30 per cent). All cash investments are held in a

transactional account, with a custodian or in an ‘at call’ deposit account with the Commonwealth Bank of Australia and Macquarie Bank.

D2. Credit Facilities

2025

$’000

2024

$’000

Commonwealth Bank of Australia – cash advance facility

80,000110,000

Amount drawn down at 30 June00

Undrawn facilities at 30 June80,000110,000

National Australia Bank – cash advance facility 20,00020,000

Amount drawn down at 30 June10,00010,000

Undrawn facilities at 30 June10,00010,000

Total short term loan facilities100,000130,000

Total drawn down at 30 June10,00010,000

Total undrawn facilities at 30 June90,000120,000

The above borrowings, with the exception of the National Australia Bank facility, are unsecured. Repayment of facilities is done either

through the use of cash received from distributions or the sale of securities, or by rolling existing facilities into new ones. Facilities are

usually drawn down for no more than three months and hence are classified as current liabilities when drawn. The Board decided to

reduce the total amount of facilities during the year.

The debt facility with National Australia Bank is structured in the form of a securities lending arrangement. The terms of the agreement

require that securities be pledged as collateral for the drawn secured borrowings under that facility and that such securities currently

satisfy a minimum value of $11 million (110 per cent of the total drawn facility). These securities are held by the National Australia Bank

but included as part of the Company’s investment portfolio. As at 30 June 2025, the market value of the securities pledged as collateral

was $17.1 million (2024: $15.1 million).

D3. Revaluation Reserve

2025

$’000

2024

$’000

Opening balance at 1 July3,449,2802,926,191

Gains/(losses) on investment portfolio

– Equity instruments731,229923,692

Provision for tax on above(222,552)(279,803)

Cumulative taxable realised (gains)/losses (net of tax)(306,624)(120,800)

3,651,3333,449,280

This reserve is used to record increments and decrements on the revaluation of the investment portfolio as described in accounting

policy Note A2.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

D4. Realised Capital Gains Reserve

2025

$’000

2024

$’000

Opening balance at 1 July546,953509,741

Dividends paid(54,248)(83,588)

Cumulative taxable realised gains/(losses) (net of tax)306,624120,800

799,329546,953

This reserve records gains or losses after applicable taxation arising from disposal of securities in the investment portfolio as described in

Note A2.

D5. Retained Profits

2025

$’000

2024

$’000

Opening balance at 1 July1,034,794960,171

Dividends paid(265,267)(221,551)

Profit for the year284,912296,174

1,054,4391,034,794

This reserve relates to past profits.

D6. Share Capital

Movements in Share Capital

DateDetailsNotes

Number

of Shares

’000

Issue

Price

$

Paid-up

Capital

$’000

1/07/2023Balance1,240,3493,136,282

1/09/2023Dividend Reinvestment Plani5,2807.0337,121

1/09/2023Dividend Substitution Share Planii9207.03n/a

26/02/2024Dividend Reinvestment Plani4,2927.3931,719

26/02/2024Dividend Substitution Share Planii7297.39n/a

VariousCosts of issue––(172)

30/06/2024Balance1,251,5703,204,950

30/08/2024Dividend Reinvestment Plani5,4617.2639,650

30/08/2024Dividend Substitution Share Planii9207.26n/a

25/02/2025Dividend Reinvestment Plani4,3507.4032,192

25/02/2025Dividend Substitution Share Planii7647.40n/a

VariousShare buy-backsiii(9,006)–(66,274)

VariousCosts of issue––(322)

30/06/2025Balance1,254,0593,210,196

i. Shareholders elect to have all or part of their dividend payment reinvested in new ordinary shares under the Dividend Reinvestment Plan (DRP).

The price of the new DRP shares is based on the average selling price of shares traded on the Australian Securities Exchange and Cboe in the five

days after the shares begin trading on an ex-dividend basis.

ii. The Group has a Dividend Substitution Share Plan (DSSP) whereby shareholders may elect to forgo a dividend and receive shares instead. Pricing

for the DSSP shares is done as per the DRP shares.

iii. The Group has an on-market share buy-back program. During the financial year, 9.0 million shares were bought back at an average price

of $7.36 (2024: nil).

All shares have been fully paid, rank pari passu and have no par value.

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E. Income Statement Reconciliations
E1. Reconciliation of Net Cash Flows From Operating Activities to Profit

2025

$’000

2024

$’000

Profit for the year284,971296,413

Net decrease/(increase) in trading portfolio(386)(1,550)

Dividends received as securities under DRP investments(1,420)–

Decrease/(increase) in current receivables2,8912,284

– Less increase/(decrease) in receivables for investment portfolio504(3,223)

Increase/(decrease) in deferred tax liabilities103,198248,923

– Less (increase)/decrease in deferred tax liability on investment portfolio(104,202)(248,516)

Increase/(decrease) in current payables79(12)

– Less (increase)/decrease in dividends payable714(226)

– Less (increase)/decrease in payables for investment portfolio(509)–

Increase/(decrease) in provision for tax payable79,3781,949

Capital gains tax charge taken through equity(118,350)(31,287)

Prior year taxes paid relating to capital gains31,28724,571

Depreciation24–

Increase/(decrease) in other provisions/non-cash items 1,07722

Net cash flows from operating activities279,256289,348

E2. Tax Reconciliations

Tax Expense Composition

2025

$’000

2024

$’000

Charge for tax payable relating to the current year25,43724,835

Over provision in prior years(3,183)(2,720)

Increase/(decrease) in deferred tax liabilities(1,004)407

21,25022,522

Amounts Recognised Directly Through Other Comprehensive Income

Net movement in deferred tax liabilities relating to capital gains tax

on the movement in gains/losses in the investment portfolio222,552279,803

222,552279,803

Deferred Tax Assets and Liabilities

The deferred tax balances are attributable to:

2025

$’000

2024

$’000

(a) Tax on unrealised gains or losses in the trading portfolio(127)(362)

(b) Provisions and expenses charged to the accounting profit which are not yet tax deductible2,3931,856

(c) Interest and dividend income receivable which is not assessable for tax until receipt(2,499)(2,731)

(233)(1,237)

Movements:

Opening balance at 1 July(1,237)(830)

Credited/(charged) to Income Statement1,004(407)

(233)(1,237)

Deferred tax assets and liabilities arise when provisions and expenses have been charged but are not yet tax deductible. These assets

are realised when the relevant items become tax deductible, as long as enough taxable income has been generated to claim the assets

against, and as long as there are no changes to the tax legislation that affect AFIC’s ability to claim the deduction.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

F. Further Information

This section covers information that is not directly related to specific line items in the financial statements, including information about

related party transactions, share-based payments, assets pledged as security and other statutory information.

F1. Related Parties

All transactions with deemed related parties were made on normal commercial terms and conditions and approved by independent

Directors.

(a) AICS Transactions With Minority Interests

The below transactions were with Djerriwarrh Investments Ltd as a minority interest holder in the Company’s subsidiary:

2025

$’000

2024

$’000

Administration expenses charged for the year2,7382,566

At the end of June, the Company’s investment in Djerriwarrh Investments Limited, which is measured at fair value through OCI as part of

the investment portfolio, was valued at $22.7 million (2024: $22.1 million) and it received dividend income during the year of $1.1 million

(2024: $1.1 million).

(b) AICS Transactions With Other Listed Investment Companies

AICS had the following transactions with other Listed Investment Companies to which it provides services:

2025

$’000

2024

$’000

Administration expenses charged for the year to Mirrabooka Investments Ltd2,4482,139

Administration expenses charged for the year to AMCIL Ltd1,3431,011

At the end of June, the Company’s investment in Mirrabooka Investments Limited, which is measured at fair value through OCI as part

of the investment portfolio, was valued at $49.9 million (2024: $27.7 million), which included participation in Mirrabooka’s 1-for-7 rights

issue and capital raising and it received dividend income during the year of $1.2 million (2024: $1.3 million). The Company did not have

an investment in AMCIL Ltd during the year.

F2. Remuneration of Auditors

For the year the auditor earned or will earn the following remuneration including GST:

2025

$

2024

$

PricewaterhouseCoopers

Audit services

Audit or review of financial reports 184,884178,115

Audit related services

AFSL compliance audit and review9,8689,507

Permitted non-audit services

Review of realised CGT balances67,76067,760

Preparation and lodgement of tax returns40,62337,479

Total remuneration303,135292,861

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F3. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting used by the chief operating decision-maker.

The Board, through its Committees, has been identified as the chief operating decision-maker, as it is responsible for allocating

resources and assessing performance of the operating segments.

Description of Segments

The Board makes the strategic resource allocations for AFIC. AFIC has therefore determined the operating segments based

on the reports reviewed by the Board, which are used to make strategic decisions.

The Board is responsible for AFIC’s entire portfolio of investments and considers the business to have a single operating segment

(noting that the investment portfolio contains sub-components for ease of administration). The Board’s asset allocation decisions

are based on a single, integrated investment strategy, and AFIC’s performance is evaluated on an overall basis.

Segment Information Provided to the Board

The internal reporting provided to the Board for AFIC’s assets, liabilities and performance is prepared on a consistent basis with the

measurement and recognition principles of Australian Accounting Standards, except that net assets are reviewed both before and after

the effects of capital gains tax on investments (as reported in AFIC’s Net Tangible Asset announcements to the ASX).

Other Segment Information

Revenues from external parties are derived from the receipt of dividend, distribution and interest income, and income arising on the

trading portfolio and realised income from the options portfolio.

AFIC is domiciled in Australia and most of AFIC’s income is derived from Australian entities or entities that maintain a listing in Australia.

AFIC has a diversified portfolio of investments, with only one investment comprising more than 10 per cent of AFIC’s income – BHP

12.0 per cent (2024: two investments: BHP (12.4 per cent) and Commonwealth Bank of Australia (10.6 per cent)).

F4. Summary of Other Accounting Policies

This general purpose Financial Report has been prepared in accordance with Australian Accounting Standards, Interpretations issued

by the Australian Accounting Standards Board and the Corporations Act 2001. This Financial Report has been authorised for issue on

28 July 2025 in accordance with a resolution of the Board and is presented in the Australian currency. The Directors of the Company

have the power to amend and reissue the Financial Report.

AFIC has attempted to improve the transparency of its reporting by adopting ‘plain English’ where possible. Key ‘plain English’ phrases

and their equivalent AASB terminology are as follows:

PhraseAASB Terminology

Market valueFair value for actively traded securities

CashCash and cash equivalents

Share capitalContributed equity

OptionsDerivatives written over equity instruments that are valued at fair value through profit or loss

HybridsEquity instruments that have some of the characteristics of debt

AFIC complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

AFIC is a ‘for profit’ entity.

AFIC has not applied any Australian Accounting Standards or AASB Interpretations that have been issued as at balance date but

are not yet operative for the year ended 30 June 2025 (‘the inoperative standards’). The impact of the inoperative standards has been

assessed and the impact has been identified as not being material. AFIC only intends to adopt other inoperative standards at the date

at which their adoption becomes mandatory.

Basis of Accounting

The financial statements are prepared using the valuation methods described in Note A2. All other items have been treated

in accordance with the historical cost convention.

Fair Value of Financial Assets and Liabilities

The fair value of cash and non-interest bearing monetary financial assets and liabilities of AFIC approximates their carrying value.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

Convertible Notes

On the issue of convertible notes, the Group estimates the fair value of the liability component of the convertible notes, being the

obligation to make future payments of principal and interest to holders, using a market interest rate for a non-convertible note of similar

terms and conditions. The residual amount is included in equity as other equity securities with no recognition of any change in the value

of the option in subsequent periods. The liability component is then included in borrowings. Expenses incurred in connection with the

issue of the notes are deducted from the total face value and the expense is then incurred over the life of the notes.

The total liability is subsequently carried on an amortised cost basis with interest on the notes recognised as finance costs on an effective

yield basis until the liability is extinguished on conversion or maturity of the notes. The Group had no convertible notes on issue for the

years ended 30 June 2025 or 30 June 2024.

Employee benefits

(i) Wages, Salaries and Annual Leave

Liabilities for wages and salaries, including annual leave, expected to be settled within 12 months of balance date are recognised

as current provisions in respect of employees’ services up to balance date and are measured at the amounts expected to be paid

when the liabilities are settled.

(ii) Long Service Leave

In calculating the value of long service leave, consideration is given to expected future wage and salary levels, experience of employee

departures and periods of service. Expected future payments are discounted using corporate bond rate information provided by Milliman

via the G100.

(iii) Cash Incentives

Cash incentives are provided under the Incentive Plan and are dependent upon the performance of the Group. A provision is made

for the cost of unsettled cash incentives at balance date.

(iv) Share Incentives

Share incentives are provided under the Incentive Plan and the Employee Share Acquisition Scheme.

For the Employee Share Acquisition Scheme and the Incentive Plan, the incentives are based on the performance of the individual,

the Group and investment companies to which the Group provides administration services, for the financial year and, in the case

of performance of the Group and other investment companies, longer term performance of up to 10 years. For the Employee Share

Acquisition Scheme and a portion of the Executive Incentive Plan, the recipient agrees to purchase (or have purchased for them) shares

on-market, but receives a cash amount. A provision for the amount payable the Incentive Plan is recognised on the Balance Sheet.

Administration Fees

The Group currently provides administrative services to other Listed Investment Companies. The associated fees are recognised

on an accruals basis as income throughout the year. Any amounts outstanding at balance date are recognised as receivable, subject

to the assessment of recoverability by the Directors.

Operating Leases

The Group currently has an operating lease in respect of its premises. Payments made under operating leases are charged to the

Income Statement on a straight-line basis over the period of the lease.

Rounding of Amounts

AFIC is a company of the kind referred to in the ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191,

relating to the ‘rounding off’ of amounts in the Financial Report. Amounts in the Financial Report have been rounded off in accordance

with that Instrument, to the nearest thousand dollars, or in certain cases, to the nearest dollar.

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F5. Performance Bond
The Group’s subsidiary, AICS, has under the terms of its Australian Financial Services Licence in place a performance bond to the sum

of $20,000 underwritten by the Commonwealth Bank of Australia in favour of the Australian Securities and Investments Commission

(ASIC), payable on demand to ASIC.

F6. Share Incentive Arrangements

Share Incentive Arrangements

The Group has a number of share incentive arrangements. These are accounted for in accordance with Note F4. Where shares are

issued to employees of AICS, AICS compensates AFIC for the fair value of the shares.

(a) Incentive Plan

The executives’ remuneration arrangements incorporate an ‘at risk’ component as set out in the Remuneration Report. Part of this

‘at risk’ component is paid in shares in the Group.

Each financial year, the Remuneration Committee sets the target (cash) amount of remuneration that could be paid should all performance

targets and measures be achieved. If all are achieved, 100 per cent of the remuneration will be awarded. If stretch levels of performance

are achieved above target, then higher amounts may be paid. On the other hand, there is no set minimum that will be paid regardless

of performance.

The performance measures are a combination of the performance of the Group, the investment companies to which the Group provides

administration services, and personal objectives.

All of the incentive remuneration awarded is paid in cash, with 25 per cent of the pre-tax amount being used by the executive to purchase

shares in AFIC and/or the other LICs. All remuneration under the plan is paid in the financial year following the year of assessment.

The executive agrees to the shares being subject to being held for four years (holding term), during which they cannot be sold.

Dividends are paid to executives on these shares prior to the expiry of the holding term. Should an executive leave the Group before

the holding term expires, the restriction will be lifted.

20,309 AFIC shares for the Incentive Plan (2024: 10,291 shares) were purchased by executives in the year (in relation to the prior year)

with a fair value (being the acquisition price) of $148,606 (2024: $72,717). Executives are allowed to buy shares in any of the LICs that

AICS administers in order to meet this requirement.

(b) Employee Share Acquisition Scheme (ESAS)

Under the current Employee Share Acquisition Scheme, each employee who is not a participant in the executive or investment team

Incentive Plans is awarded $6,000 per annum. After PAYG is deducted, $3,000 is used to buy shares in the Company, which needs

to be held for three years. After three years, or the departure of the employee from employment with the Group, the shares come out

of the holding lock.

In addition, each employee is eligible for an additional award of up to $6,000. 50 per cent of the amount awarded is used to buy shares

in one of the other LICs that AICS provides services to. The amount that is awarded is dependent on the metrics used for the vesting

of the Investment Team’s Short Term Incentive (excluding personal measures). During the year, 79 per cent of the possible maximum

was awarded, and 50 per cent of this was used to buy shares in Djerriwarrh Investments Limited, as part of the Group’s policy

of rotating these purchases amongst the LICs other than AFIC to which AICS provides services.

(c) Expenses Arising From Share-based Payment Transactions

Total expenses arising from share-based payment transactions recognised during the period as part of the employee benefit expense

were as follows (ESAS only):

2025

$’000

2024

$’000

Share-based payment expense 64 47

(d) Liability

The total liability arising from share-based payment transactions is included in the current liabilities for ‘provisions’.

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Notes to the Consolidated Financial Statements continued
FINANCIAL REPORT

F7. Principles of Consolidation

AFIC’s consolidated financial statements consist of the financial statements of AFIC the parent, and its subsidiary, Australian Investment

Company Services Ltd (AICS). 25 per cent of AICS is owned by Djerriwarrh Investments Ltd, another investment company for which

AICS performs operational and investment administration services, and for which it is paid monthly.

No subsidiaries were acquired or disposed of during the year. Intercompany transactions and balances between AFIC and AICS are

eliminated on consolidation.

The financial information for the parent entity, disclosed in Note F10 below, has been prepared on the same basis as the consolidated

financial statements. All notes are for the consolidated group unless specifically noted otherwise.

F8. Subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries:

Name of Entity

Equity Holding

Country of

IncorporationClass of Shares20252024

Australian Investment Company Services LtdAustralia Ordinary75%75%

The investment in AICS is accounted for at cost in the individual financial statements of AFIC.

F9. Lease Commitments

The Group has entered into a non-cancellable operating lease for the use of its premises for six years with effect from 1 July 2022.

Current commitments relating to leases at balance date, for the current lease (including GST), is:

2025

$’000

2024

$’000

Due within one year589561

Later than one year but less than five1,2661,855

Greater than five years––

1,8552,416

F10. Parent Entity Financial Information

Summary Financial Information

The individual financial statements for the parent entity show the following aggregate amounts:

2025

$’000

2024

$’000

Balance Sheet

Current assets313,566202,583

Total assets10,568,3249,906,291

Current liabilities124,23246,579

Total liabilities1,834,7361,651,840

Shareholders’ equity

Issued capital3,210,3463,205,100

Reserves

Revaluation reserve3,651,3333,449,280

Realised capital gains reserve799,329546,953

General reserve23,63723,637

Retained earnings1,048,9431,029,481

5,523,2425,049,351

Total shareholders’ equity8,733,5888,254,451

Profit or loss for the year284,735295,457

Total comprehensive income 793,412939,346

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As disclosed in Note F8 to the Financial Statements, the Company has one subsidiary, Australian Investment Company Services
Limited (AICS).

The Company owns 75 per cent of AICS (the other 25 per cent being owned by Djerriwarrh Investments Limited). AICS is a body

corporate, incorporated and tax resident in Australia.

CONSOLIDATED ENTITY DISCLOSURE STATEMENT

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In the Directors’ opinion:
(1) the financial statements and notes set out on pages 33 to 54 are in accordance with the Corporations Act 2001 including:

(a) complying with the accounting standards, the Corporations Regulations 2001 and other mandatory professional reporting

requirements; and

(b) giving a true and fair view of the entity’s financial position as at 30 June 2025 and of its performance for the financial year ended

on that date;

(2) the Consolidated Entity Disclosure Statement is true and correct; and

(3) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

Note F4 to the financial statements confirms that the financial statements also comply with International Financial Reporting Standards

as issued by the International Accounting Standards Board.

This declaration is made in accordance with a resolution of the Directors.

This declaration has been made after receiving the declarations required to be made to the Directors by the Managing Director and the

Chief Financial Officer regarding the financial statements in accordance with Section 295A of the Corporations Act 2001 for the financial

year ended 30 June 2025. The declarations received were that, in the opinion of the Managing Director and the Chief Financial Officer to

the best of their knowledge, the financial records of the Company have been properly maintained, that the financial statements comply

with accounting standards and that they give a true and fair view.

Craig M Drummond

Chairman

Melbourne

28 July 2025

DIRECTORS’ DECLARATION

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INDEPENDENT AUDIT REPORT

pwc.com.au

PricewaterhouseCoopers, ABN 52 780 433 757

2 Riverside Quay, SOUTHBANK VIC 3006,

GPO Box 1331, MELBOURNE VIC 3001

T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.


Independent auditor’s report

To the members of Australian Foundation Investment Company Limited

Report on the audit of the financial report

Our opinion

In our opinion:

The accompanying financial report of Australian Foundation Investment Company Limited (the

Company) and its controlled entity (together the Group) is in accordance with the Corporations Act 2001,

including:

a. giving a true and fair view of the Group’s financial position as at 30 June 2025 and of its financial

performance for the year then ended

b. complying with Australian Accounting Standards and the Corporations Regulations 2001.

What we have audited

The financial report comprises:

• the consolidated balance sheet as at 30 June 2025

• the consolidated statement of comprehensive income for the year then ended

• the consolidated statement of changes in equity for the year then ended

• the consolidated cash flow statement for the year then ended

• the consolidated income statement for the year then ended

• the notes to the consolidated financial statements, including material accounting policy information

and other explanatory information

• the consolidated entity disclosure statement as at 30 June 2025

• the directors’ declaration.

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INDEPENDENT AUDIT REPORT continued


Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under

those standards are further described in the Auditor’s responsibilities for the audit of the financial report

section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Independence

We are independent of the Group in accordance with the auditor independence requirements of the

Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards

Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the

Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other

ethical responsibilities in accordance with the Code.

Our audit approach

An audit is designed to provide reasonable assurance about whether the financial report is free from

material misstatement. Misstatements may arise due to fraud or error. They are considered material if

individually or in aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of the financial report.

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion

on the financial report as a whole, taking into account the geographic and management structure of the

Group, its accounting processes and controls and the industry in which it operates.

Audit Scope

Our audit focused on assessing the financial report for risks of material misstatement in account

balances, classes of transactions or disclosures, and designing and performing audit procedures to obtain

reasonable assurance that the financial statements as a whole were free of material misstatement due to

fraud or error. This included identifying areas of higher risk, based on quantitative and qualitative

assessments of the Group's operations and activities.


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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our

audit of the financial report for the current period. The key audit matters were addressed in the context

of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide

a separate opinion on these matters. Further, any commentary on the outcomes of a particular audit

procedure is made in that context. We communicated the key audit matters to the Audit Committee.

Key audit matter How our audit addressed the key audit

matter

Investment Portfolio

Refer to note A2 ($10,254.8 million)

The lnvestment Portfolio held by the Group of

$10,254.8 million as at 30 June 2025

predominantly consists of listed Australian

equities, as well as a smaller portfolio of listed

international equities.

Whilst there is no significant judgement in

determining the existence or valuation of the

Group’s investments, investments represent a key

measure of the Group’s performance and

comprise a significant proportion of total assets in

the consolidated balance sheet. The fluctuations

in investments will also impact the realised and

unrealised gains/(losses) recognised in the

consolidated statement of comprehensive income.

Given the pervasive nature investments have on

the Group’s key financial metrics, we determined

the existence and valuation of investments to be a

key audit matter.


Our procedures included the following:

1) Agreed the investment quantity holdings at 30

June 2025 to third party confirmations or registry

sources.

2) Obtained the purchases and sales listing for the

year ended 30 June 2025 and agreed a sample of

purchases and sales transactions to contracts.

3) Performed a reconciliation of the opening

investment portfolio balances (quantity of

holdings and value), purchases, sales and other

relevant transactions, and agreed this back to the

30 June 2025 closing investment portfolio.

4) Agreed quoted market prices used to fair value

listed equity investments at 30 June 2025 to third

party market pricing sources.


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INDEPENDENT AUDIT REPORT continued


Other information

The directors are responsible for the other information. The other information comprises the information

included in the annual report for the year ended 30 June 2025, but does not include the financial report

and our auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not

express any form of assurance conclusion thereon through our opinion on the financial report. We have

issued a separate opinion on the remuneration report.

In connection with our audit of the financial report, our responsibility is to read the other information

and, in doing so, consider whether the other information is materially inconsistent with the financial

report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of

this auditor’s report, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

Responsibilities of the directors for the financial report

The directors of the Company are responsible for the preparation of the financial report in accordance

with Australian Accounting Standards and the Corporations Act 2001, including giving a true and fair

view, and for such internal control as the directors determine is necessary to enable the preparation of

the financial report that is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the Group to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the

going concern basis of accounting unless the directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free

from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes

our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit

conducted in accordance with the Australian Auditing Standards will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,

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individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of the financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing

and Assurance Standards Board website at: https://auasb.gov.au/media/bwvjcgre/ar1_2024.pdf. This

description forms part of our auditor's report.

Report on the remuneration report

Our opinion on the remuneration report

We have audited the remuneration report included in the directors’ report for the year ended 30 June

2025.

In our opinion, the remuneration report of Australian Foundation Investment Company Limited for the

year ended 30 June 2025 complies with section 300A of the Corporations Act 2001.

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the remuneration

report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an

opinion on the remuneration report, based on our audit conducted in accordance with Australian

Auditing Standards.



PricewaterhouseCoopers



Kate L Logan Melbourne

Partner 28 July 2025

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At 17 July 2025 there were 152,156 holdings of ordinary shares. These holdings were distributed in the following categories:
Size of Holding

Number of

Shareholdings

% of Share

Capital

1 to 1,00057,6961.77

1,001 to 5,00049,1719.90

5,001 to 10,00019,47711.23

10,001 to 100,00024,79649.11

100,000 and over1,01627.99

Total152,156100.00

Percentage held by the 20 largest holders12.3%

Average shareholding8,241

There were 4,493 shareholdings of less than a marketable parcel of $500 (67 shares).

Voting Rights of Ordinary Shares

The Constitution provides for votes to be cast:

(i) on a show of hands, one vote for each shareholder; and

(ii) on a poll, one vote for each fully paid ordinary share.

Information About Shareholders

OTHER INFORMATION

62

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Australian Foundation Investment Company Limited

The 20 largest registered holdings of ordinary shares as at 17 July 2025 are listed below:
Ordinary Shares

RankNameShares

% of Share

Capital

1HSBC Custody Nominees (Australia) Limited 41,528,405 3.31

2Evanson Pty Ltd 19,006,651 1.52

3Citicorp Nominees Pty Limited 15,256,828 1.22

4Netwealth Investments Limited <Wrap Services A/C> 12,847,480 1.02

5BNP Paribas Nominees Pty Ltd <HUB24 Custodial Serv Ltd> 8,907,909 0.71

6IOOF Investment Services Limited <IPS Superfund A/C> 7,169,427 0.57

7IOOF Investment Services Limited <IOOF idps A/C> 5,799,529 0.46

8HMS Nominees Ltd 4,772,871 0.38

9Netwealth Investments Limited <Super Services A/C> 4,526,623 0.36

10Custodial Services Limited <Beneficiaries Holding A/C> 3,429,614 0.27

11Bougainville Copper Limited 3,349,586 0.27

12Redemptorists 2,872,211 0.23

13Bushways Pty Ltd 2,570,592 0.20

14Mutual Trust Pty Ltd 2,386,490 0.19

15Jamama Nominees Pty Limited 2,369,858 0.19

16J P Morgan Nominees Australia Pty Limited 2,118,232 0.17

17Investment Custodial Services Limited <C A/C> 2,086,737 0.17

18HSBC Custody Nominees (Australia) Limited – A/C 2 1,745,161 0.14

19Mr Malcolm Cavill 1,660,000 0.13

20BNP Paribas Noms (NZ) Ltd 1,636,559 0.13

Major Shareholders

OTHER INFORMATION

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Annual Report 2025

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Annual Report 2025

Australian Foundation Investment Company Limited

During the year the Company did not participate as a sub-underwriter in any issues of securities.
The Company has not been notified of any substantial shareholders.

During the year ended 30 June 2025, the Company recorded 844 transactions in securities (including options). $3,802,786 in brokerage

(including GST) was paid or accrued for the year.

Sub-underwriting

Substantial Shareholders

Transactions in Securities

OTHER INFORMATION

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Annual Report 2025

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Annual Report 2025

Australian Foundation Investment Company Limited

Acquisitions
Cost

($m)

BHP 95.4

Worley 55.2

Goodman Group41.3

ResMed 38.6

NEXTDC 35.6

Disposals

Proceeds

($m)

Commonwealth Bank of Australia375.4

Wesfarmers90.7

Ramsay Health Care*51.0

Mineral Resources*35.3

Westpac Banking Corporation 35.1

* Complete disposal from the portfolio.

New Companies Added to the Portfolio

Worley

BlueScope Steel

Telix Pharmaceuticals

Sigma Healthcare

Major Transactions in the Investment Portfolio

OTHER INFORMATION

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Annual Report 2025

Australian Foundation Investment Company Limited

Individual investments for the combined Investment and trading portfolios as at 30 June 2025 are listed below. The list should not,
however, be used to evaluate portfolio performance or to determine the net asset backing per share at other dates. Net asset backing

is advised to the Australian Securities Exchange each month and is recorded on the toll free telephone service at 1800 780 784 and

posted to AFIC’s website afi.com.au.

Individual holdings in the portfolios may change during the course of the year. In addition, holdings which are part of the trading portfolio

may be subject to call options or sale commitments by which they may be sold at a price significantly different from the market price

prevailing at the time of the exercise or sale.

Ordinary Shares, Trust Units or Stapled Securities

Number Held

2024

’000

Number Held

2025

’000

Market Value

2025

$’000

AIAAuckland International Airport10,30011,50181,659

ALDAmpol1,1051,85547,748

ALQALS7,6227,622130,339

AMCAmcor9,6179,617136,556

ANZANZ Group Holdings8,0987,415216,221

ARBARB Corporation3,6404,226138,190

ASXASX1,7571,757122,568

AUBAUB Group1,4321,43250,814

BHPBHP18,45120,753762,679

BRGBreville Group70270220,717

BSLBlueScope Steel01,43133,074

BXBBrambles5,8405,840136,773

CARCAR Group5,6905,690212,932

CBACommonwealth Bank of Australia7,6985,242968,460

COHCochlear334443133,138

COL*Coles Group9,7229,232192,369

CPUComputershare3,6303,630144,801

CSLCSL2,5642,643632,946

CWYCleanaway Waste Management18,18518,18549,463

DJWDjerriwarrh Investments7,5057,50522,741

DUIDiversified United Investment12,03012,03064,482

EQTEQT Holdings1,6471,64756,013

FPHFisher & Paykel Healthcare Corporation3,6003,600121,068

GMGGoodman Group10,15511,525394,616

IAGInsurance Australia Group6,2804,74042,799

IELIDP Education3,8006,68824,544

Holdings of Securities

At 30 June 2025

OTHER INFORMATION

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Australian Foundation Investment Company Limited

Ordinary Shares, Trust Units or Stapled Securities
Number Held

2024

’000

Number Held

2025

’000

Market Value

2025

$’000

JBHJB Hi-Fi1,131915100,970

JHX*James Hardie Industries4,5775,092211,362

MAQMacquarie Technology Group27250133,332

MFTMainfreight (NZX listed)2,4062,406149,645

MGRMirvac Group29,35029,35064,570

MIRMirrabooka Investments8,72815,26449,913

MQGMacquarie Group2,2402,148491,206

NABNational Australia Bank12,33512,335485,506

NANNanosonics5,7165,71623,148

NWLNetwealth Group3,4893,608121,194

NXTNEXTDC2,0344,60066,700

PXAPEXA Group3,7503,10242,191

REAREA Group577577138,763

REHReece Limited5,9405,62880,762

RGNRegion Group16,00016,00035,200

RIORio Tinto1,8621,862199,478

RMDResMed5,3276,427252,902

SEKSeek3,7953,79591,266

SHLSonic Healthcare3,3203,32088,934

SIGSigma Healthcare02,7138,112

STOSantos13,92113,921106,632

TCLTransurban Group27,23326,394368,983

TLSTelstra Group62,80563,155305,671

TLXTelix Pharmaceuticals01,02525,025

WBCWestpac Banking Corporation14,54013,283449,745

WDSWoodside Energy Group8,1658,165192,939

WESWesfarmers6,7835,590473,753

WORWorley03,90351,049

WOWWoolworths Group6,6676,667207,410

WTCWiseTech Global62381088,314

XROXero835835150,133

Total10,092,518

* Part of the security was subject to call options written by the Company.


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Australian Foundation Investment Company Limited

Ordinary Shares, Trust Units or Stapled Securities
Number Held

2024

Number Held

2025

Market Value

2025

A$

AAPL-USApple20,058 18,322 5,736,069

ACN-USAccenture5,506 5,504 2,510,264

AENA-ESAena8,638 96,180 3,903,946

AMZN-USAmazon23,915 25,550 8,553,374

BLDR-USBuilders Firstsource011,340 2,019,200

CMG-USChipotle Mexican55,750 54,090 4,634,431

COST-USCostco2,976 1,661 2,509,024

CP-USCanadian Pacific17,432 26,317 3,183,304

CRH-USCRH018,030 2,525,642

EXE-USExpand Energy019,744 3,523,119

FCX-USFreeport40,571 56,621 3,745,479

FERG-GBFerguson Enterprises9,321 10,411 3,465,718

FTNT-USFortinet27,780 29,125 4,698,445

GOOGL-USAlphabet31,314 28,754 7,732,238

HCA-USHCA Healthcare9,164 6,974 4,076,791

HD-USHome Depot6,034 6,564 3,672,295

HEI-DEHeidelberg Materials01,500 535,875

HLMA-GBHalma13,780 33,600 2,248,176

HLN-GBHaleon0307,175 2,405,180

ICE-USIntercontinental16,678 17,348 4,856,746

JPM-USJP Morgan14,176 14,736 6,518,764

LLY-USEli Lilly03,083 3,667,198

MA-USMastercard2,876 3,251 2,787,635

Holdings of International Securities

At 30 June 2025

OTHER INFORMATION

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Australian Foundation Investment Company Limited

Ordinary Shares, Trust Units or Stapled Securities
Number Held

2024

Number Held

2025

Market Value

2025

A$

MAR-USMarriott8,715 5,820 2,426,300

MCD-USMcDonalds7,156 8,066 3,595,984

META-USMeta Platforms7,983 6,648 7,487,310

MSFT-USMicrosoft16,463 15,503 11,766,777

NEE-USNextera25,729 30,909 3,274,190

NESN-CHNestlé20,806 18,476 2,791,908

NFLX-USNetflix3,982 3,722 7,605,460

NOVOB-DKNovo Nordisk23,536 1,316 138,891

NVDA-USNVIDIA44,440 46,760 11,272,901

PEP-USPepsiCo8,800 4,240 854,275

RHM-DERheinmetall0100 321,875

SBUX-USStarbucks6,085 3,195 446,725

SCHW-USCharles Schwab32,976 31,676 4,409,933

SPGI-USS&P Global3,927 4,342 3,493,530

SPOT-USSpotify02,059 2,410,863

SU-FRSchneider10,851 10,851 4,388,687

TFLO-USiShares Treasury34,648 51,152 3,953,538

TMO-USThermo Fisher2,943 2,243 1,387,722

UMG-NLUniversal Music50,498 63,928 3,146,536

V-USVisa4,332 4,332 2,346,948

ZTS-USZoetis04,130 982,775

Total168,012,041

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Annual Report 2025

Australian Foundation Investment Company Limited

Date of IssueTypePriceRemarks
25 February 2025DRP/DSSP$7.40

30 August 2024DRP/DSSP$7.26

26 February 2024 DRP/DSSP $7.39

1 September 2023DRP/DSSP $7.03

24 February 2023DRP/DSSP$7.292.5 per cent discount

30 August 2022DRP/DSSP$7.565 per cent discount

25 February 2022DRP/DSSP$7.865 per cent discount

31 August 2021DRP/DSSP$8.103.5 per cent discount

23 February 2021DRP/DSSP$7.105 per cent discount

1 September 2020DRP/DSSP$6.30

24 February 2020DRP/DSSP$6.932.5 per cent discount

29 August 2019DRP/DSSP$6.21

25 February 2019DRP/DSSP$5.932.5 per cent discount

31 August 2018DRP/DSSP$6.18

23 February 2018DRP/DSSP$6.11

30 August 2017DRP/DSSP*$5.92

24 February 2017DRP/DSSP*$5.84

30 August 2016DRP/DSSP*$5.582.5 per cent discount

19 February 2016DRP/DSSP*$5.432.5 per cent discount

25 November 2015SPP$5.515.0 per cent discount

28 August 2015DRP/DSSP*$6.032.5 per cent discount

20 February 2015DRP/DSSP*$5.972.5 per cent discount

6 October 2014 SPP$5.882.5 per cent discount

29 August 2014 DRP/DSSP*$5.932.5 per cent discount

21 February 2014DRP/DSSP*$5.862.5 per cent discount

30 August 2013DRP/DSSP*$5.642.5 per cent discount

DSSP = Dividend Substitution Share Plan

22 February 2013DRP$5.37

31 August 2012DRP$4.36

24 February 2012DRP$4.26

19 December 2011Convertible Notes$100 Face ValueMature 28 February 2017.

Interest rate 6.25 per cent per annum.

Conversion price: $5.0864

31 August 2011DRP$4.18

25 February 2011DRP$4.722.5 per cent Discount

1 September 2010DRP$4.652.5 per cent Discount

2 June 2010SPP$4.622.5 per cent Discount

SPP=Share Purchase Plan

Issues of Securities

OTHER INFORMATION

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Australian Foundation Investment Company Limited

Date of IssueTypePriceRemarks
26 February 2010DRP$4.825 per cent discount

1 September 2009DRP$4.695 per cent discount

2 March 2009 DRP$3.725 per cent discount

25 August 2008 DRP$4.98

11 April 2008SAP$5.26

27 February 2008DRP$5.265 per cent discount

22 August 2007DRP$5.78

8 March 2007DRP $5.60

22 December 2006SAP$4.90

23 August 2006DRP $4.70

7 March 2006DRP $4.55

4 November 2005SAP $3.96

23 August 2005DRP $3.90

18 March 2005DRP $3.68

19 August 2004DRP $3.29

12 March 2004DRP $3.29

22 October 20031 for 8 rights issue $3.00

15 August 2003DRP $3.47

16 April 2003SAP $3.04

7 March 2003DRP $3.11

14 August 2002DRP $3.11

5 April 2002SAP$3.16

7 March 2002DRP$3.24

15 August 2001DRP$3.08

29 June 2001DRP $2.87

7 March 2001DRP $2.56

16 August 2000DRP$2.47

7 March 2000DRP $2.64

11 August 1999DRP $2.95

12 April 1999SAP$2.54 SAP = Share Acquisition Plan

15 March 1998DRP $2.79

4 September 1998DRP $2.43 DRP = Dividend Reinvestment Plan

Note for issues of securities in earlier years please consult the Company’s website, afi.com.au or via telephone (03) 9650 9911.

* Note that for the shares issued under the DSSP, the price shown is the indicative price used to determine the number of shares issued to participants.

Shares issued under the DSSP are issued at nil cost. Shareholders who sell shares issued under the DSSP should consult their tax adviser as to the

correct treatment of such sales for taxation purposes.

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Australian Foundation Investment Company Limited

Australian Foundation Investment
Company Limited (AFIC)

ABN 56 004 147 120

Directors

Craig M Drummond, Chairman

Robert M Freeman, Managing Director

Rebecca P Dee-Bradbury

Julie A Fahey

Katie M Hudson

Graeme R Liebelt

Richard Murray

David A Peever

Company Secretaries

Matthew J Rowe

Andrew JB Porter

Auditor

PricewaterhouseCoopers

Chartered Accountants

Country of Incorporation

Australia

Registered Office and

Mailing Address

Level 21, 101 Collins Street

Melbourne, Victoria, 3000

Contact Details

Telephone (03) 9650 9911

Facsimile (03) 9650 9100

Email invest@afi.com.au

Website afi.com.au

For enquiries regarding net asset backing (as advised

each month to the Australian Securities Exchange):

Telephone 1800 780 784 (toll free)

Company Particulars

OTHER INFORMATION

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Annual Report 2025

Australian Foundation Investment Company Limited

Share Registrar
MUFG Corporate Markets (AU) Limited

Liberty Place

Level 41, 161 Castlereagh Street

Sydney, New South Wales, 2000

New Zealand Address

MUFG Corporate Markets

Level 30, PwC Tower

15 Customs Street West

Auckland, New Zealand

AFI Shareholders (ASX)

Enquiry Line 1300 857 449

Facsimile (02) 9287 0309

Email afi@cm.mpms.mufg.com

Website au.investorcentre.mpms.mufg.com

AFI Shareholders (NZX)

Enquiry Line 09 375 5998

Email enquiries.nz@cm.mpms.mufg.com

Website nz.investorcentre.mpms.mufg.com

For all enquiries relating to shareholdings, dividends and

related matters, please contact the share registrar as above.

Securities Exchange Codes

AFI Ordinary shares (ASX and NZX)

Annual General Meeting

Time 10am

Date Tuesday 30 September 2025

Venue RACV

Location Level 2, Club Pavilion

501 Bourke Street

Melbourne, 3000

The AGM will be a hybrid meeting with a physical meeting

and access via an online platform. Further details are provided

in the Notice of Annual General Meeting.


Shareholder Information

OTHER INFORMATION

Australian Foundation Investment Company Limited

Annual Report 2025

73

MDM Design
Printed on environmentally friendly paper

Income, Capital Growth, Low Cost
ANNUAL REVIEW

2025

Contents
AUSTRALIAN FOUNDATION

INVESTMENT COMPANY

IS A LISTED INVESTMENT

COMPANY INVESTING

IN AUSTRALIAN AND

NEW ZEALAND EQUITIES.

5 Year Summary2

About the Company4

Review of Operations and Activities8

Top 25 Investments18

Income Statement19

Balance Sheet20

Summarised Statement of Changes In Equity

and Comprehensive Income Statement

21

Holdings of Securities22

Holdings of International Securities25

Major Transactions in the Investment Portfolio27

Company Particulars28

Shareholder Information29

Australian Foundation Investment Company Limited ABN 56 004 147 120

2025
Year in Summary

Profit for the Year

$285.0m

$296.4m in 2024

Total Portfolio Return

10.7% Including franking*

S&P/ASX 200 Accumulation Index

including franking* 15.1%

Management Expense Ratio

0 .16%

0.15% in 2024

Total Shareholder Return

8.2%

Share price plus dividend,

including franking*

Total Portfolio

$10.5b

Including cash at 30 June.

$9.9 billion in 2024

Fully Franked Dividend Per Share

14. 5¢ Final

31. 5¢

Total

#

5.0¢ Special

26 cents total in 2024

* Assumes a shareholder can take full advantage of the franking credits.

#

Includes 12.0 cent interim dividend.

1Australian Foundation Investment Company Limited Annual Review 2025

5 Year Summary
Net Profit After Tax

($ Million)

Net Profit Per Share

(Cents)

Investments at Market Value

($ Million)

(b)

Net Asset Backing Per Share

($)

(c)

Number of Shareholders

(30 June)

20212022202320242025

235.1

360.6

310.2

19.3

29.4

25.1

7.45

6.63

7.19

159,500

164,979

163,964

8,978

8,087

8,753

Dividends Per Share

(Cents)

(a)

2424

25

23.7

22.7

7.88

8.33

157

,923

26

152

,586

26.5

5.0

296.4

285.0

9,709

10,261

202120222023202420252021202220232024

Special

2025

202120222023202420252021202220232024202520212022202320242025

Net Profit After Tax

($ Million)

Net Profit Per Share

(Cents)

Investments at Market Value

($ Million)

(b)

Net Asset Backing Per Share

($)

(c)

Number of Shareholders

(30 June)

20212022202320242025

235.1

360.6

310.2

19.3

29.4

25.1

7.45

6.63

7.19

159,500

164,979

163,964

8,978

8,087

8,753

Dividends Per Share

(Cents)

(a)

2424

25

23.7

22.7

7.88

8.33

157

,923

26

152

,586

26.5

5.0

296.4

285.0

9,709

10,261

202120222023202420252021202220232024

Special

2025

202120222023202420252021202220232024202520212022202320242025

2Australian Foundation Investment Company Limited Annual Review 2025

Net Profit After Tax
($ Million)

Net Profit Per Share

(Cents)

Investments at Market Value

($ Million)

(b)

Net Asset Backing Per Share

($)

(c)

Number of Shareholders

(30 June)

20212022202320242025

235.1

360.6

310.2

19.3

29.4

25.1

7.45

6.63

7.19

159,500

164,979

163,964

8,978

8,087

8,753

Dividends Per Share

(Cents)

(a)

2424

25

23.7

22.7

7.88

8.33

157

,923

26

152

,586

26.5

5.0

296.4

285.0

9,709

10,261

202120222023202420252021202220232024

Special

2025

202120222023202420252021202220232024202520212022202320242025

Notes:

(a) All dividends were fully franked. The LIC

attributable gain per share attached to the

dividend (including the special dividend)

was 2025: 27.86 cents; 2024: 6.43 cents;

2023: 10.0 cents; 2022: 14.29 cents;

2021: 4.29 cents.

(b) Excludes cash.

(c) Net asset backing per share based on

year-end data before the provision for the

final dividend. The figures do not include

a provision for capital gains tax that would

apply if all securities held as non-current

investments had been sold at balance date

as Directors do not intend to dispose

of the portfolio.

3Australian Foundation Investment Company Limited Annual Review 2025

About the Company
How AFIC Invests – What We Look For in Companies

A portfolio

that is managed

to achieve long

term capital

and dividend

growth

Quality First

Growth

Including dividends

Value

Australian Foundation

Investment Company (AFIC) is

a Listed Investment Company

investing in Australian and

New Zealand equities.

Investment Objectives

The Company’s primary investment goals are:

• to pay a stable to growing dividend over time; and

• to provide attractive total returns over the medium

to long term.

INCOME,

CAPITAL GROWTH,

LOW COST

4Australian Foundation Investment Company Limited Annual Review 2025

Approach to Investing
Investment Philosophy

Our investment philosophy is built on

taking a medium to long term view on

companies in a diversified portfolio; with

an emphasis on identifying and investing

in quality companies that are likely to

sustainably grow their earnings and

dividends over this timeframe.

Quality in this context is an outcome of

our assessment of the following factors:

1. We prefer companies that have a

leadership position or are developing

one within the industry in which they

operate. This will often mean we are

investing in a unique set of assets with

competitive advantages that produces

attractive returns on invested capital.

2. As a long term, tax aware investor we

seek to be in companies that have a

long term sustainable business model,

with low risk of disruption. This helps

to ensure portfolio turnover remains

low. The analysis may consider

technological disruption, environmental

issues, including the impact of climate

change, and social risks as all of these

factors can have a material impact

on the assessment of a company’s

long term sustainability.

3. We consider how a company’s

business can be potentially impacted

by influences outside the control

of management such as change in

government regulation and/or policy.

4. We are attracted to companies with

outstanding management teams

and boards with strong governance

processes, whose interests are

closely aligned with shareholders,

and act in the best interest of all

their stakeholders, including their

employees, customers, suppliers

and wider communities. We consider

matters including safety, diversity,

social impacts, environmental impact,

and modern slavery where material

or appropriate in the context of that

company. We regularly review and

meet with companies to ensure

ongoing alignment with our investment

frameworks. Our process may

include an assessment of the board

in terms of their past performance,

history of capital allocation, level of

accountability, mix of skills, relevant

experience and succession planning.

We also consider a company’s degree

of transparency and disclosure.

Voting on resolutions is one of the

key functions that a shareholder has

in ensuring better long term returns

and management of investment risk.

We take input from proxy advisers

but conduct our own evaluation of

the merits of any resolution. We vote

on all company resolutions as part

of our regular engagement with the

companies in the portfolio and our

voting record is on the company’s

website. We actively engage with

companies when we are concerned

about resolutions that are not aligned

with shareholders’ interests. We seek

to stay engaged with the companies

and satisfy ourselves that any issues

are taken seriously and worked

through constructively. Ideally we

seek to remain invested to influence

a satisfactory outcome for stakeholders.

5Australian Foundation Investment Company Limited Annual Review 2025

About the Company continued
5. We prefer companies with more

stable income flows. We are wary

of companies that have large,

inconsistent profit streams.

6. We like our companies to be financially

strong and the assessment of the

balance sheet and the degree to which

the company is self-funding is critical

in our analysis. Cash generation

is also an important consideration.

Analysis of the above factors helps to

inform us of the structure of the industry

and a company’s sustainable competitive

position as well as the quality of the people

running the business, strength of the

balance sheet and consistency of earnings.

Within this analysis some key financial

metrics are considered. These include

return on capital employed, return on equity,

the level of gearing in the balance sheet,

margins and free cash flow generation.

Alongside the assessment of quality

is an analysis of the ability of companies

to grow earnings over time, which

ultimately should drive dividend growth.

Recognising value is also an important

aspect of sound long term investing.

Short term measures such as the price

earnings ratio, price to book or price

to sales may be of some value but

aren’t necessarily strong predictors

of future performance. Our assessment

of value tries to capture the opportunity

a business has to prosper and thrive

over the medium to long term.

Reporting of social and environmental

issues is being influenced by the

development of climate related

disclosures as required by Australian

Corporate Legislation. Their introduction

in Australia should enable investors over

time to better make informed decisions

on these issues based on company

disclosures arising from these standards.

Assessment of commitments and plans

by companies to reach net zero by 2050

may also be considered having regard to

several factors. These include the industry

in which they operate, progress against

their plans, their broader contribution to

social good in addressing the challenge

of reducing global carbon emissions,

and the impact on their value if they fail

to achieve their stated goals. In applying

external data for benchmarking*, the

current carbon intensity of AFIC’s portfolio

is less than the S&P/ASX 200 Index.

In building the investment portfolio with the

principles outlined, we believe we can offer

investors a well-diversified portfolio of

quality companies, structured to deliver

total returns ahead of the Australian equity

market over the long term with less volatility

and with more consistent dividends.

From time to time, some borrowings

may be used where potential investment

returns justify the use of debt.

AFIC is managed for the benefit of its

shareholders with fees based on the

recovery of costs rather than as a fixed

percentage of the portfolio. There are no

additional fees. As a result, the benefit of

scale over time results in a very low expense

ratio for investors. For the 12 months

to 30 June 2025 this was 0.16 per cent,

or 16 cents for each $100 invested.

* Data provided by ISS ESG.

Portfolio at 30 June 2025.

6Australian Foundation Investment Company Limited Annual Review 2025

7Australian Foundation Investment Company Limited Annual Review 2025

Review of Operations and Activities
Profit and Dividend

The full year profit was $285.0 million,

down from $296.4 million in the previous

corresponding period. The decrease

in the profit from last year was primarily

due to lower dividends as bank holdings

were trimmed. The management expense

ratio remains low at 0.16 per cent with

no additional fees. This is up marginally

from 0.15 per cent last financial year.

Earnings per share for the financial year

were 22.71 cents per share. The final

dividend was maintained at 14.5 cents

per share fully franked. A special dividend

of 5.0 cents per share has also been

declared. This reflects the significant

amount of realised capital gains and

franking credits generated from trimming

our shareholding in Commonwealth Bank

of Australia during the financial year.

Total fully franked dividends applicable

for the year including the special dividend

are 31.5 cents per share, an increase

of 21.2 per cent from the previous

financial year’s total fully franked

dividend of 26.0 cents per share.

The Board has elected to pay the entire

final and special dividends from capital

gains, on which the Group has paid or

will pay tax. The amount of this pre-tax

attributable gain, known as an ‘LIC capital

gain’, equals 27.86 cents per share. This

enables some shareholders to claim a

tax deduction in their tax return. Further

details are on the dividend statements.

-20%

-10%

0%

10%

20%

30%

40%

Jul 24

Aug 24Sep 24

Oct 24

Nov 24

Dec 24

Jan 25

Feb 25

Mar 25

Apr 25

May 25

Jun 25

S&P/ASX 200

Banks

S&P/ASX 200

Industrials

S&P/ASX 200

Index

S&P/ASX 200

Resources

Figure 1: Key Sector Performance for the 12 Months to 30 June 2025

8Australian Foundation Investment Company Limited Annual Review 2025

The amount of dividends in the future,
including any special dividends, remains

at the discretion of the Board and depends

on the level of earnings, the amount

of realised capital gains generated

and the reserve of franking credits.

Market and Portfolio

Performance

The S&P/ASX 200 Accumulation Index

(not including the benefit of franking)

rose 13.8 per cent in the financial year

with sector returns widely dispersed.

The best performing sectors were Banks,

up 31.1 per cent, Communication

Services, up 27.8 per cent, and

Information Technology, up 24.2 per cent.

Industrials, up 19.1 per cent,

outperformed the broader Index and was

significantly ahead of the Resources

sector, which was down 3.7 per cent.

Domestic economic conditions proved

more resilient than originally expected,

providing a supportive backdrop for

Australian banks. A significant portion of

the Bank sector’s performance has come

from a re-rating higher of valuation

multiples and less from earnings growth.

Net asset per share growth

plus dividends, including franking

S&P/ASX 200 Accumulation

Index, including franking

10-year return1-year return3-year return

13.2%

10.7%

15.1%

15.1%

5-year return

12.3%

13.3%

9.5%

10.4%

Figure 2: Portfolio Performance – Per Annum Returns to 30 June 2025

Includes the full benefit of franking credits.

Note: AFIC’s performance returns are after costs. AFIC on occasions incurs realised capital gains

tax on the sale of shares. Not all the of the franking generated from these realised capital gains

is paid out immediately as dividends and is therefore not included in these performance figures.

Past performance may not be indicative of future performance.

9Australian Foundation Investment Company Limited Annual Review 2025

In the case of Commonwealth Bank
of Australia, we now view the current

valuation as extreme (Figure 3) and

accordingly have been reducing our

holding in recent months. Slowing

growth of fixed asset investment in

China weighed on the performance

of the Resources sector. In addition

to the Resources sector, other sectors

to underperform the broader market

return of 13.8 per cent included Energy

(down 8.1 per cent) and Healthcare

(down 4.6 per cent).

The portfolio, including the benefit

of franking, returned 10.7 per cent,

underperforming the S&P/ASX 200

Accumulation Index return of 15.1 per

cent when franking is included. Strong

returns came from our holdings

in JB Hi-Fi, Wesfarmers, Coles Group,

Computershare and Netwealth Group,

which all materially outperformed the

market. A drag on performance came

from several quality companies that

underperformed the market during the

year. These included ARB Corporation,

James Hardie Industries, CSL and Reece

Limited. We still consider the long term

prospects for these companies to remain

strong. IDP Education, which has been

a disappointing investment for us, also

had a material negative impact on

performance. Additionally, having no

exposure to gold producers dragged

on performance. The All-Ordinaries

Gold Index was up 59.6 per cent during

the year. Widespread uncertainty

regarding the direction of global economic

growth resulted in the perceived safe

haven asset of gold performing well.

Gold producers have historically shown

a variable track record in maintaining

production and increasing profitability

over the medium to long term. On this

basis, AFIC has not traditionally invested

in this sector.

Positioning the Portfolio

In managing the portfolio, we endeavour

to hold a diversified portfolio of quality

companies with an appropriate mix of

income and growth attributes to achieve

our long term investment objectives.

Portfolio adjustments through the year

are consistent with our focus of buying

quality companies during times of bad

news and trimming holdings when

valuations reach extreme levels.

While we endeavour to hold companies

for the long term, selling companies

when we identify a significant deterioration

in future growth prospects remains

fundamental to meeting our long term

investment objectives. We exited Mineral

Resources, Ramsay Health Care and

Domino’s Pizza Enterprises. We are

observing structural industry challenges

for Domino’s Pizza Enterprises and

Ramsay Health Care, which are likely to

weigh on the rate of earnings growth for

both these companies in the foreseeable

future. Competitive intensity has materially

increased for both Mineral Resources

and Domino’s Pizza Enterprises, with the

balance sheet for both companies fully

geared in a tougher operating environment.

Review of Operations and Activities continued

10Australian Foundation Investment Company Limited Annual Review 2025

While the trimming of our shareholding
in the Commonwealth Bank of Australia

has weighed on returns given its ongoing

strength in the market, we still consider

our average sale price reflects a position

where the shares were sold at a time

when they were trading at extreme

valuations (Figure 3).

The majority of purchases during the

year were undertaken to increase

weightings in existing holdings BHP,

Goodman Group, ResMed, NEXTDC,

WiseTech Global and Cochlear.

We initiated positions in BlueScope Steel,

Sigma Healthcare, Telix Pharmaceuticals

and Worley. BlueScope Steel is a cyclical

company with operations predominantly

in Australia and the United States.

The company has a number of ‘self-help’

drivers beyond the cycle likely to deliver

significant earnings growth over the

medium term. These predominantly relate

to capital investment into growth projects.

Sigma Healthcare merged with Chemist

Warehouse during the year. We took

a small position pre-ACCC approval

of the merger. We are wishing to make

our holding significantly larger over time

(at an appropriate valuation) given the

strong market position and large market

opportunity for Chemist Warehouse.

Telix Pharmaceuticals is predominantly

focused on the diagnosis and treatment

of prostate cancer. Telix Pharmaceuticals

uses a targeting agent with a radioactive

isotype concentrating radiation at the

tumour site for either imaging or therapy.

Figure 3: Commonwealth Bank of Australia Valuation – Price to Earnings Ratio

Jun 05

Times

Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23Jun 24Jun 25

30

Average 15.1

25

20

15

10

Source: FactSet

11Australian Foundation Investment Company Limited Annual Review 2025

The technology is being widely adopted
by industry practitioners resulting in strong

earnings growth. The range of potential

outcomes is widely dispersed; accordingly

we elected to establish a small holding

looking to increase our weighting should

our conviction grow.

Worley is an engineering and professional

services company operating in the

energy, chemicals and resources end

markets. Historically, Worley contracted

on a fixed price lump sum basis, meaning

earnings were highly cyclical dependent

on the successful delivery of projects

within budget. Demand for engineering

services, particularly in the energy

market, is growing strongly at a time

when professional service firms have

substantially consolidated. The result

is more favourable contracting terms

on a cost plus model materially

reducing earnings risk.

Review of Operations and Activities continued

Figure 4: AFIC Investment by Sector Versus the S&P/ASX 200 Index

as at 30 June 2025 – Excludes International Holdings

0%

5%

10%

15%

20%

25%

AFIC portfolio weightS&P/ASX 200 Index weight

20.4%13.0%12.4%11.5%9.9%7.3%0.0%7.2%3.4%5.2%2.7%3.3%3.9%

Banks

Materials

Healthcare

Industrials

Other

Financials

Consumer

Discretionary

Consumer

Staples

Communication

Services

Information

Technology

Energy

Real Estate

Cash

Utilities

12Australian Foundation Investment Company Limited Annual Review 2025

International Portfolio
We have continued to manage the

global portfolio (within the AFIC portfolio)

over the period. This portfolio was first

initiated in May 2021. Whilst significant

preparatory work has been done for

establishing a separate low-cost global

investment company in the future, we are

still considering the most appropriate next

steps for this initiative. AFIC has invested

a total of $103.5 million of shareholder

capital in the global portfolio, which is

valued at $168.1 million as at 30 June 2025.

At current value, the global portfolio

represents about 1.6 per cent of the

overall AFIC portfolio.

AFIC’s global portfolio returned 14.0 per

cent for the financial year, an attractive

return for shareholders although below

our benchmark.

Gross returns in Australian dollars

to 30 June 2025

1 Year

% pa

3 Year

% pa

Since

Inception

% pa

AFIC global

portfolio14.021.014.0

Benchmark18.520.314.0

Differential(4.5)0.70.0

Source: Northern Trust.

Volatility stemming in part from changes

to United States domestic and foreign

policy resulted in a negative shift in

sentiment towards a number of our

holdings, although we continue to believe

their characteristics and prospects will

produce attractive risk adjusted returns

for our shareholders over the long term.

During the year we established new

positions in Expand Energy, Spotify,

Haleon, Builders FirstSource and Zoetis.

These investments were funded via

trimming our Costco position and the

complete exits of Cintas, UnitedHealth

Group, Louis Vuitton, Estée Lauder and

Nike. In addition, we switched our GLP1

exposure from Novo Nordisk into Eli Lilly.

During the tariff induced sell-off in April,

we added to existing holdings at attractive

prices including Nvidia, Freeport

McMoran, Halma and Marriott.

Share Price Return

Over the 12-month period the share

price has moved from a discount of

9.3 per cent to the net asset backing

of $7.88 per share at 30 June 2024

to a discount of 11.8 per cent to net

asset backing of $8.33 per share at

30 June 2025 (Figure 5). Total share price

return including franking was 8.2 per cent

over the 12-month period.

As illustrated in Figure 5, the extent of this

discount is unusual in the context of the

historical trend. There appears to have

been less demand for Listed Investment

Companies across the industry as interest

rate products have become more

attractive. In an environment where the

Index increases strongly, the share price

of listed investment companies can also

sometimes lag the market performance,

with AFIC not immune from this trend.

13Australian Foundation Investment Company Limited Annual Review 2025

The discount is not something that we
can control in the short term, but we are

very conscious of this issue. As a result,

we have lifted our communication with

brokers and financial planners, moved to

weekly disclosure of the portfolio NTA and

begun to buy back shares in an orderly

fashion as and when opportunities arise.

In total, approximately 9.0 million shares

were bought back at a cost of

approximately $66.3 million.

The way that AFIC shares are priced

relative to the NTA will likely move from

modest premiums to discounts over time,

which is impacted by a range of factors

such as the level of interest rates and the

broader stock market, but we remain very

focused on investing in quality companies

that outperform the market over an

extended period. This will ultimately drive

our share price more than the shorter

term vagaries of the market.

Outlook

Market conditions remain unpredictable

with the outlook for economic growth

uncertain, consumer confidence softening

and the prospect for the employment

market remaining highly uncertain.

In this environment corporate earnings

appear set to slow as revenue growth

appears harder to achieve with many

corporates now talking about cost

out initiatives.

Review of Operations and Activities continued

Figure 5: Share Price Premium/Discount to Net Asset Backing

June 15June 16June 17June 18June 19June 20June 21June 22June 23June 24June 25

20%

15%

10%

5%

0%

-5%

-10%

-15%

14Australian Foundation Investment Company Limited Annual Review 2025

Figure 6: Valuation of the Market – Price to Earnings Ratio of the S&P/ASX 200 Index
Jun 05Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23

Jun 24Jun 25

Times

Average 14.8

8

10

12

14

16

18

20

Source: FactSet

15Australian Foundation Investment Company Limited Annual Review 2025

Valuations are trading above long term
averages and at extreme levels for a

number of companies (Figure 6). In this

context the dividend yield for the market is

also trading below the long term average

as share prices have run strongly across

the market (Figure 7).

The dispersion in market valuations

between the winners and losers is also

extremely wide and is likely to exacerbate

volatility as we anticipate that the market’s

tolerance for earnings disappointment

won’t be high. Patient deployment of

capital is required in times like these.

Finally, geopolitical factors remain highly

relevant with the occurrence of ongoing

conflicts and with politics, particularly

out of the United States, driving sharp

changes in market sentiment.

While we are aware of the volatile

geopolitical environment, our focus

continues to remain on the fundamentals

of the companies we seek to invest in.

We consider the portfolio remains invested

in quality companies forecast to deliver

an appropriate mix of income and growth

returns positioning us well to deliver

our long term investment objectives.

Review of Operations and Activities continued

Figure 7: Valuation of the Market – Dividend Yield of the S&P ASX 200 Index

Jun 05Jun 06Jun 07Jun 08Jun 09Jun 10Jun 11Jun 12Jun 13Jun 14Jun 15Jun 16Jun 17Jun 18Jun 19Jun 20Jun 21Jun 22Jun 23

Jun 24Jun 25

Per cent

2.0

2.5

3.0

3.5

4.0

4.5

5.0

5.5

6.0

6.5

7.0

Average 4.1%

Source: FactSet

16Australian Foundation Investment Company Limited Annual Review 2025

17 Annual Review 2024Australian Foundation Investment Company Limited

Includes investments held in both the investment and trading portfolios.
Value at Closing Prices at 30 June 2025

Total Value

$ Million

% of the

Portfolio

1Commonwealth Bank of Australia968.59.4

2BHP 762.77.4

3CSL 632.96.2

4Macquarie Group 491.24.8

5National Australia Bank 485.54.7

6Wesfarmers 473.84.6

7Westpac Banking Corporation449.74.4

8Goodman Group394.63.8

9Transurban Group 369.03.6

10Telstra Group 305.73.0

11ResMed 252.92.5

12ANZ Group Holdings 216.22.1

13CAR Group 212.92.1

14James Hardie Industries*211.42.1

15Woolworths Group 207.42.0

16Rio Tinto 199.51.9

17Woodside Energy Group 192.91.9

18Coles Group* 192.41.9

19Xero 150.11.5

20Mainfreight 149.61.5

21Computershare 144.81.4

22REA Group 138.81.4

23ARB Corporation 138.21.3

24Brambles 136.81.3

25Amcor136.61.3

Total8,014.0

As percentage of total portfolio value (excludes cash)78.1%

* Indicates that options were outstanding against part of the holding.

Top 25 Investments

As at 30 June 2025

18Australian Foundation Investment Company Limited Annual Review 2025

Income Statement
For the Year Ended 30 June 2025

2025

$’000

2024

$’000

Dividends and distributions312,620321,836

Revenue from deposits and bank bills9,1956,963

Net gains on trading portfolio

(including unrealised gains or losses)2,2944,901

Total income324,109333,700

Finance costs(1,208)(1,405)

Administration expenses (net of recoveries)(16,680)(13,360)

Profit before income tax 306,221318,935

Income tax (21,250)(22,522)

Net profit 284,971296,413

CentsCents

Net profit per share22.7123.75

19Australian Foundation Investment Company Limited Annual Review 2025

Balance Sheet
As at 30 June 2025

2025

$’000

2024

$’000

Current assets

Cash 280,769166,499

Receivables39,53442,425

Trading portfolio5,7735,387

Total current assets326,076214,311

Non-current assets

Investment portfolio 10,254,7579,703,558

Fixtures and fittings155–

Total non-current assets10,254,9129,703,558

Total assets10,580,9889,917,869

Current liabilities

Payables1,3351,256

Borrowings – bank debt10,00010,000

Tax payable113,48334,105

Provisions7,0846,014

Total current liabilities131,90251,375

Non-current liabilities

Provisions169154

Deferred tax liabilities – other2331,237

Deferred tax liabilities – investment portfolio1,707,9181,603,716

Total non-current liabilities1,708,3201,605,107

Total liabilities1,840,2221,656,482

Net assets8,740,7668,261,387

Shareholders’ equity

Share capital3,210,2463,205,000

Revaluation reserve3,651,3333,449,280

Realised capital gains reserve799,329546,953

General reserve23,63723,637

Retained profits1,056,2211,036,517

Total shareholders’ equity (including minority interests)8,740,7668,261,387

20Australian Foundation Investment Company Limited Annual Review 2025

Summarised Statement of Changes in Equity
and Comprehensive Income Statement

For the Year Ended 30 June 2025

2025

$’000

2024

$’000

Total equity at the beginning of the year8,261,3877,557,556

Dividends paid(319,515)(305,139)

Shares issued – Dividend Reinvestment Plan71,84268,840

Share buy-backs(66,274)–

Other share capital adjustments(322)(172)

Total transactions with shareholders(314,269)(236,471)

Profit for the year 284,971296,413

Revaluation of investment portfolio731,229923,692

Provision for tax on revaluation(222,552)(279,803)

Revaluation of investment portfolio (after tax)508,677643,889

Total comprehensive income for the year793,648940,302

Realised gains on securities sold424,974152,087

Tax expense on realised gains on securities sold(118,350)(31,287)

Net realised gains on securities sold306,624120,800

Transfer from revaluation reserve to realised gains reserve(306,624)(120,800)

Total equity at the end of the year8,740,7668,261,387

A full set of AFIC’s final accounts are available on the Company’s website.

21Australian Foundation Investment Company Limited Annual Review 2025

Holdings of Securities
At 30 June 2025

Individual investments for the combined Investment and trading portfolios as at

30 June 2025 are listed below. The list should not, however, be used to evaluate portfolio

performance or to determine the net asset backing per share at other dates. Net asset

backing is advised to the Australian Securities Exchange each month and is recorded on

the toll free telephone service at 1800 780 784 and posted to AFIC’s website afi.com.au.

Individual holdings in the portfolios may change during the course of the year. In addition,

holdings which are part of the trading portfolio may be subject to call options or sale

commitments by which they may be sold at a price significantly different from the market

price prevailing at the time of the exercise or sale.

Ordinary Shares, Trust Units

or Stapled Securities

Number

Held 2024

’000

Number

Held 2025

’000

Market

Value 2025

$’000

AIAAuckland International Airport10,30011,50181,659

ALDAmpol1,1051,85547,748

ALQALS7,6227,622130,339

AMCAmcor9,6179,617136,556

ANZANZ Group Holdings8,0987,415216,221

ARBARB Corporation3,6404,226138,190

ASXASX1,7571,757122,568

AUBAUB Group1,4321,43250,814

BHPBHP18,45120,753762,679

BRGBreville Group70270220,717

BSLBlueScope Steel01,43133,074

BXBBrambles5,8405,840136,773

CARCAR Group5,6905,690212,932

CBACommonwealth Bank of Australia7,6985,242968,460

COHCochlear334443133,138

COL*Coles Group9,7229,232192,369

CPUComputershare3,6303,630144,801

CSLCSL2,5642,643632,946

CWYCleanaway Waste Management18,18518,18549,463

22Australian Foundation Investment Company Limited Annual Review 2025

Ordinary Shares, Trust Units
or Stapled Securities

Number

Held 2024

’000

Number

Held 2025

’000

Market

Value 2025

$’000

DJWDjerriwarrh Investments7,5057,50522,741

DUIDiversified United Investment12,03012,03064,482

EQTEQT Holdings1,6471,64756,013

FPHFisher & Paykel Healthcare

Corporation3,6003,600121,068

GMGGoodman Group10,15511,525394,616

IAGInsurance Australia Group6,2804,74042,799

IELIDP Education3,8006,68824,544

JBHJB Hi-Fi1,131915100,970

JHX*James Hardie Industries4,5775,092211,362

MAQMacquarie Technology Group27250133,332

MFTMainfreight (NZX listed)2,4062,406149,645

MGRMirvac Group29,35029,35064,570

MIRMirrabooka Investments8,72815,26449,913

MQGMacquarie Group2,2402,148491,206

NABNational Australia Bank12,33512,335485,506

NANNanosonics5,7165,71623,148

NWLNetwealth Group3,4893,608121,194

NXTNEXTDC2,0344,60066,700

PXAPEXA Group3,7503,10242,191

REAREA Group577577138,763

REHReece Limited5,9405,62880,762

RGNRegion Group16,00016,00035,200

RIORio Tinto1,8621,862199,478

RMDResMed5,3276,427252,902

SEKSeek3,7953,79591,266

SHLSonic Healthcare3,3203,32088,934

SIGSigma Healthcare02,7138,112

23Australian Foundation Investment Company Limited Annual Review 2025

Holdings of Securities
At 30 June 2025 continued

Ordinary Shares, Trust Units

or Stapled Securities

Number

Held 2024

’000

Number

Held 2025

’000

Market

Value 2025

$’000

STOSantos13,92113,921106,632

TCLTransurban Group27,23326,394368,983

TLSTelstra Group62,80563,155305,671

TLXTelix Pharmaceuticals01,02525,025

WBCWestpac Banking Corporation14,54013,283449,745

WDSWoodside Energy Group8,1658,165192,939

WESWesfarmers6,7835,590473,753

WORWorley03,90351,049

WOWWoolworths Group6,6676,667207,410

WTCWiseTech Global62381088,314

XROXero835835150,133

Total10,092,518

* Part of the security was subject to call options written by the Company.


24Australian Foundation Investment Company Limited Annual Review 2025

Holdings of International Securities
At 30 June 2025

Ordinary Shares, Trust Units

or Stapled Securities

Number

Held

2024

Number

Held

2025

Market

Value 2025

A$

AAPL-USApple20,058 18,322 5,736,069

ACN-USAccenture5,506 5,504 2,510,264

AENA-ESAena8,638 96,180 3,903,946

AMZN-USAmazon23,915 25,550 8,553,374

BLDR-USBuilders Firstsource011,340 2,019,200

CMG-USChipotle Mexican55,750 54,090 4,634,431

COST-USCostco2,976 1,661 2,509,024

CP-USCanadian Pacific17,432 26,317 3,183,304

CRH-USCRH018,030 2,525,642

EXE-USExpand Energy019,744 3,523,119

FCX-USFreeport40,571 56,621 3,745,479

FERG-GBFerguson Enterprises9,321 10,411 3,465,718

FTNT-USFortinet27,780 29,125 4,698,445

GOOGL-USAlphabet31,314 28,754 7,732,238

HCA-USHCA Healthcare9,164 6,974 4,076,791

HD-USHome Depot6,034 6,564 3,672,295

HEI-DEHeidelberg Materials01,500 535,875

HLMA-GBHalma13,780 33,600 2,248,176

HLN-GBHaleon0307,175 2,405,180

ICE-USIntercontinental16,678 17,348 4,856,746

JPM-USJP Morgan14,176 14,736 6,518,764

LLY-USEli Lilly03,083 3,667,198

MA-USMastercard2,876 3,251 2,787,635

MAR-USMarriott8,715 5,820 2,426,300

MCD-USMcDonalds7,156 8,066 3,595,984

META-USMeta Platforms7,983 6,648 7,487,310

MSFT-USMicrosoft16,463 15,503 11,766,777

25Australian Foundation Investment Company Limited Annual Review 2025

Holdings of International Securities
At 30 June 2025 continued

Ordinary Shares, Trust Units

or Stapled Securities

Number

Held

2024

Number

Held

2025

Market

Value 2025

A$

NEE-USNextera25,729 30,909 3,274,190

NESN-CHNestlé20,806 18,476 2,791,908

NFLX-USNetflix3,982 3,722 7,605,460

NOVOB-DKNovo Nordisk23,536 1,316 138,891

NVDA-USNVIDIA44,440 46,760 11,272,901

PEP-USPepsiCo8,800 4,240 854,275

RHM-DERheinmetall0100 321,875

SBUX-USStarbucks6,085 3,195 446,725

SCHW-USCharles Schwab32,976 31,676 4,409,933

SPGI-USS&P Global3,927 4,342 3,493,530

SPOT-USSpotify02,059 2,410,863

SU-FRSchneider10,851 10,851 4,388,687

TFLO-USiShares Treasury34,648 51,152 3,953,538

TMO-USThermo Fisher2,943 2,243 1,387,722

UMG-NLUniversal Music50,498 63,928 3,146,536

V-USVisa4,332 4,332 2,346,948

ZTS-USZoetis04,130 982,775

Total168,012,041

26Australian Foundation Investment Company Limited Annual Review 2025

Major Transactions in the
Investment Portfolio

Acquisitions

Cost

($m)

BHP 95.4

Worley 55.2

Goodman Group41.3

ResMed 38.6

NEXTDC 35.6

Disposals

Proceeds

($m)

Commonwealth Bank of Australia375.4

Wesfarmers90.7

Ramsay Health Care*51.0

Mineral Resources*35.3

Westpac Banking Corporation 35.1

* Complete disposal from the portfolio.

New Companies Added to the Portfolio

Worley

BlueScope Steel

Telix Pharmaceuticals

Sigma Healthcare

27Australian Foundation Investment Company Limited Annual Review 2025

Company Particulars
Australian Foundation

Investment Company

Limited (AFIC)

ABN 56 004 147 120

Directors

Craig M Drummond, Chairman

Robert M Freeman, Managing Director

Rebecca P Dee-Bradbury

Julie A Fahey

Katie M Hudson

Graeme R Liebelt

Richard Murray

David A Peever

Company Secretaries

Matthew J Rowe

Andrew JB Porter

Auditor

PricewaterhouseCoopers

Chartered Accountants

Country of Incorporation

Australia

Registered Office and

Mailing Address

Level 21, 101 Collins Street

Melbourne, Victoria, 3000

Contact Details

Telephone (03) 9650 9911

Facsimile (03) 9650 9100

Email invest@afi.com.au

Website afi.com.au

For enquiries regarding net asset backing

(as advised each month to the Australian

Securities Exchange):

Telephone 1800 780 784 (toll free)

28Australian Foundation Investment Company Limited Annual Review 2025

Shareholder Information
Share Registrar

MUFG Corporate Markets (AU) Limited

Liberty Place

Level 41, 161 Castlereagh Street

Sydney, New South Wales, 2000

New Zealand Address

MUFG Corporate Markets

Level 30, PwC Tower

15 Customs Street West

Auckland, New Zealand

AFI Shareholders (ASX)

Enquiry Line 1300 857 449

Facsimile (02) 9287 0309

Email afi@cm.mpms.mufg.com

Website au.investorcentre.mpms.mufg.com

AFI Shareholders (NZX)

Enquiry Line 09 375 5998

Email enquiries.nz@cm.mpms.mufg.com

Website nz.investorcentre.mpms.mufg.com

For all enquiries relating to shareholdings,

dividends and related matters, please contact

the share registrar as above.

Securities Exchange Codes

AFI Ordinary shares

(ASX and NZX)

Annual General Meeting

Time 10am

Date Tuesday

30 September 2025

Venue RACV

Location Level 2, Club Pavilion

501 Bourke Street

Melbourne, 3000

The AGM will be a hybrid meeting

with a physical meeting and access

via an online platform. Further details

are provided in the Notice of Annual

General Meeting.

29Australian Foundation Investment Company Limited Annual Review 2025

MDM Design
Printed on environmentally friendly paper


28 August 2025











Dear Shareholder,


I am pleased to invite you to the 2025 Annual General Meeting (AGM) of Australian Foundation

Investment Company Limited (AFIC or the Company) which has been scheduled as follows:


Date: Tuesday 30 September 2025

Time: 10.00am Australian Eastern Standard Time (AEST)

Venue: RACV Club, Level 2, Club Pavilion, 501 Bourke Street, Melbourne, Victoria, Australia.


The AGM will be held as a hybrid meeting providing shareholders with an opportunity to either attend

in person and engage with the Directors of the company or to participate online.


Online participation will be through the share registry – MUFG Corporate Markets’ virtual meeting

platform at https://meetings.openbriefing.com/AFI2025.

Shareholders who participate in the AGM online can ask questions and vote in real time via this

platform. We recommend that shareholders log in to the meeting on the share registry’s virtual

meeting platform at least 15 minutes prior to the scheduled start time for the meeting.


Full details on how to lodge a proxy, attend and participate in the AGM are set out in our Notice of

Meeting and the Virtual Meeting Online Guide.


Notice of Meeting

In accordance with the Corporations Act 2001 (Cth), we will not be posting to you a hard copy of the

Notice of Meeting ahead of our AGM unless you have specifically requested one. Please visit

https://www.afi.com.au/annual-general-meeting to view and download our Notice of Meeting, Annual

Report and other meeting documents.


Proxy Form

If you are unable to join us for the AGM, we encourage you to lodge a vote prior to the meeting or,

alternatively, to appoint a proxy to attend either in person or virtually, and vote on your behalf.

Enclosed with this letter is a hard copy of your Proxy Form which is personalised to you. Please

complete the Proxy Form if you would like to appoint a proxy to attend the meeting and vote on your

behalf. The Notice of Meeting sets out the various ways in which you can submit the Proxy Form.

Please note that for a proxy appointment to be effective, it must be received by 10.00am (AEST) on

Sunday 28 September 2025.



Questions from shareholders


Shareholders will have a reasonable opportunity to ask questions at the AGM (including an

opportunity to ask questions of the Auditor) in writing or verbally via the virtual meeting platform.


As was the case last year, we also welcome shareholder questions in advance of the meeting. These

can be submitted using the hard copy form provided with your Proxy Form or via the share registry’s

website at https://vote.cm.mpms.mufg.com/afi.


On behalf of the Board, I thank you for your continuing support as a shareholder. We look forward to

welcoming you to our hybrid AGM either virtually or in person on Tuesday 30 September 2025.



Yours sincerely



Craig Drummond

Chairman

Income, Capital Growth, Low Cost
NOTICE OF ANNUAL GENERAL MEETING

2025

BUSINESS OF THE MEETING
The Annual General Meeting of Australian Foundation Investment Company Limited (ABN: 56 004 147 120, ‘Company’)

will be held at 10.00am (AEST) on Tuesday 30 September 2025 as a hybrid meeting at the RACV Club, Level 2, Club Pavilion,

501 Bourke Street, Melbourne, Victoria, Australia and via the share registry – MUFG Corporate Markets’ virtual meeting platform

at meetings.openbriefing.com/AFI2025.

Shareholders are encouraged to participate in the AGM in person, via the virtual meeting platform or via the appointment of a proxy.

Further information on how to participate virtually is set out in this Notice and the Virtual Meeting Online Guide.

The Company has determined that, for the purpose of voting at the meeting, shares will be taken to be held by those persons recorded

on the Company’s register at 10.00am (AEST) on Sunday 28 September 2025.

Item 1. Financial Statements and Reports

To consider the Directors’ Report, Financial Statements and Independent Audit Report for the financial year ended 30 June 2025.

(Please note that no resolution will be required to be passed on this matter).

Item 2. Adoption of Remuneration Report

To consider and, if thought fit, to pass the following resolution (as an ordinary resolution):

‘That the Remuneration Report for the financial year ended 30 June 2025 be adopted.’

(Please note that the vote on this item is advisory only)

Item 3. Re-election of Director

To consider and, if thought fit, to pass the following resolution (as ordinary resolution):

That Rebecca Dee-Bradbury, a Director retiring from office in accordance with Rule 46 of the Constitution, being eligible

is re-elected as a Director of the Company.’

By Order of the Board


Matthew Rowe

Company Secretary

28 August 2025

2

Notice of Annual General Meeting 2025

Australian Foundation Investment Company Limited

EXPLANATORY NOTES
The Explanatory Notes below provide

additional information regarding the items

of business proposed for the Annual

General Meeting.

IMPORTANT: Shareholders are urged

to direct their proxy how to vote

by clearly marking the relevant box

for each item on the proxy form.

Please ensure that your properly

completed proxy form reaches

the share registry by the deadline

of 10.00am (AEST) on Sunday

28 September 2025.

Where permitted, the Chairman

of the meeting intends to vote

undirected proxies in favour

of all items of business.

Item 1. Financial Statements

and Reports

During this item there will be a reasonable

opportunity for shareholders to ask

questions and comment on the Directors’

Report, Financial Statements and

Independent Audit Report for the financial

year ended 30 June 2025. No resolution will

be required to be passed on this matter.

Shareholders who have not elected to

receive a hard copy of the Company’s

2025 Annual Report can view or

download it from the Company’s website

at: afi.com.au/company-reports

Item 2. Adoption of

Remuneration Report

During this item there will be a

reasonable opportunity for shareholders

at the meeting to comment on and ask

questions about the Remuneration Report

which can be found in the Company’s

2025 Annual Report.

As prescribed by the Corporations Act

2001, the vote on the proposed resolution

is an advisory one.

Voting Exclusions on Item 2

Pursuant to Sections 250BD and

250R of the Corporations Act 2001

(Cth), votes may not be cast, and the

Company will disregard any votes cast,

on the resolution proposed in Item 2

(‘Resolution 2’):

• by or on behalf of any member of the

key management personnel of the

Company’s consolidated group (a ‘KMP

member’) whose remuneration details

are included in the Remuneration Report

or any of their closely related parties; or

• as a proxy by a person who is a KMP

member at the date of the meeting

or any of their closely related parties,

unless the votes are cast:

• as a proxy for a person who is entitled to

vote on Resolution 2 in accordance with

a direction in the proxy appointment; or

• by the Chairman of the Annual General

Meeting as a proxy for a person who

is entitled to vote on Resolution 2 in

accordance with an express authorisation

in the proxy appointment to cast the

votes even though Resolution 2 is

connected directly or indirectly with

the remuneration of a KMP member.

If the Chairman of the Annual General

Meeting is appointed, or taken to be

appointed, as a proxy, the shareholder

can direct the Chairman to vote for or

against, or to abstain from voting on,

Resolution 2 by marking the appropriate

box opposite Item 2 on the proxy form.

For the purposes of these voting

exclusions, a ‘closely related party’ of a

KMP member means (1) a spouse or child

of the KMP member, (2) a child of the

KMP member’s spouse, (3) a dependant

of the KMP member or of the KMP

member’s spouse, (4) anyone else who

is one of the KMP member’s family and

may be expected to influence the KMP

member, or be influenced by the KMP

member, in the KMP member’s dealings

with the Company, or (5) a company

the KMP member controls.

The Company will also apply these

voting exclusions to persons appointed

as attorney by a shareholder to attend

and vote at the Annual General Meeting

under a power of attorney, as if they

were appointed as a proxy.

Pursuant to Sections 250BD(2) and

250R(5) of the Corporations Act 2001,

if the Chairman of the meeting is a proxy

and the relevant shareholder does not

mark any of the boxes opposite Item 2,

the relevant shareholder will be expressly

authorising the Chairman to exercise the

proxy in relation to Item 2.

Board recommendation: Noting

that each director has a personal

interest in their own remuneration

from the Company, as described in

the Remuneration Report, the Board

unanimously recommends that

shareholders vote IN FAVOUR

of this resolution.

Item 3. Re-election

of Director

Ms Rebecca Dee-Bradbury was re-

elected as a Director at the 2022 AGM,

as such she is required to seek re-election

at this AGM. Her biographical details

are set below:

Rebecca Dee-Bradbury

Independent Non-Executive Director

BBus, GAICD

Member of the Investment, Remuneration

and Nomination Committees.

Ms Dee-Bradbury was appointed to the

Board in May 2019. Ms Dee-Bradbury

is a Non-Executive Director at BlueScope

Steel Limited (appointed April 2014),

a Director of Energy Australia Holdings

following her appointment in April 2017

and a member of Chief Executive Women.

Ms Dee-Bradbury was previously

Non-Executive Director of Bapcor Limited,

Chief Executive Officer/President of

Developed Markets (Asia Pacific and ANZ)

for Mondelez from 2010 to 2014. Before

joining Mondelez Ms Dee-Bradbury was

Group CEO of the global Barbeques

Galore group and has held other senior

executive roles in organisations including

Maxxium, Burger King Corporation and

Lion Nathan/Pepsi Cola Bottlers.

Board recommendation and undirected

proxies: The Board recommends (with

the exception of Ms Dee-Bradbury

in relation to her own re-election)

that shareholders vote in FAVOUR of

Item 3. The Chairman of the meeting

intends to vote undirected proxies

in FAVOUR of Item 3.

Further information regarding the

Company’s Corporate Governance

arrangements and the Board’s role can

be found on the Company’s website at:

afi.com.au/corporate-governance

3

Australian Foundation Investment Company Limited

Notice of Annual General Meeting 2025

SHAREHOLDER INFORMATION
Shareholders and Proxyholders have two options for participating at the AGM:

In person

Online via the share registry’s Virtual Meeting Platform (access via meetings.openbriefing.com/AFI2025)

In Person

The AGM will be held at the RACV Club, Level 2, Club Pavillion, 501 Bourke Street, Melbourne, Victoria, 3000, Australia

Via the Online Platform

Online participation will be through

the share registry – MUFG Corporate

Markets’ virtual meeting platform at

meetings.openbriefing.com/AFI2025.

Online registration will open 30 minutes

before the meeting. We recommend that

shareholders log in to the meeting on the

share registry’s virtual meeting platform

at least 15 minutes prior to the scheduled

start time for the meeting.

To make the registration process quicker,

please have your Holder number (SRN/

HIN/CSN) and registered postcode or

country code ready. Proxyholders will be

sent their proxy number approximately

24 hours prior to the meeting where a

proxyholder’s email address is provided.

Alternatively, the appointing shareholder

may contact the share registry, MUFG

Corporate Markets, prior to the meeting

to obtain their appointed proxy holder’s

login details.

A detailed guide on how to participate

virtually is set out in the Virtual Meeting

Online Guide on our website at

afi.com.au/annual-general-meeting.

This Guide recommends suitable

browsers and provides a step-by-step

guide to successfully log in and navigate

the site.

Voting Options

For the AGM

• Voting in person at the meeting

• Voting online through the virtual

meeting platform during the AGM

• Appointing a proxy

All Resolutions Will

Be By Poll

As some shareholders may participate

virtually in the Meeting each resolution

considered at the Meeting will be

conducted by a poll. The Board considers

voting by poll to be in the interests of the

shareholders as a whole and ensures

the views of as many shareholders as

possible are represented at the Meeting.

Voting Online Through the

Virtual Meeting Platform

– During the AGM

In accordance the Company’s

Constitution (‘Constitution’), the Directors

have determined that at the AGM, a

shareholder who is entitled to vote on

a resolution at the AGM is entitled to a

direct vote in respect of that resolution

and have approved the use the virtual

meeting platform as the means by which

shareholders can deliver their direct vote

in real time during the AGM.

Shareholders can participate in the AGM

via the share registry’s virtual meeting

platform and will be able to vote directly

through the online platform in real time.

Shareholders and proxyholders can vote

directly online at any time between the

start of the AGM at 10.00am (AEST)

and five minutes after the closure of

voting as announced by the Chairman

during the Meeting.

More information regarding direct voting

during the AGM is detailed in the Online

Meeting Guide available on our website

afi.com.au/annual-general-meeting.

4

Notice of Annual General Meeting 2025

Australian Foundation Investment Company Limited

Proxies
If you cannot attend the meeting in

person or online at the scheduled time,

you can participate in the AGM by

appointing a proxy to attend and vote

at the AGM. Shareholders can appoint

a proxy on the enclosed Proxy Form.

1. A shareholder entitled to attend and

vote at this meeting is entitled to

appoint not more than two proxies

(who need not be members of the

Company) to attend, vote and speak

in the shareholder’s place and to join

in any demand for a poll.

2. A shareholder who appoints two

proxies may specify a proportion

or number of the shareholder’s votes

each proxy is appointed to exercise.

Where no such specification is made,

each proxy may exercise half of the

votes (any fractions of votes resulting

from this are disregarded).

3. Proxy instructions may be lodged

online by visiting au.investorcentre.

mpms.mufg.com or by scanning

the QR Code on the proxy form

with a mobile device.

4. Proxy forms and any authorities (or

certified copies of those authorities)

under which they are signed may

be also delivered, by mail or by fax

to the Company’s Share Registry

(see details on page 6) no later

than 48 hours before the meeting,

being 10.00am (AEST) on Sunday

28 September 2025. Further details

are on the proxy form.

5. A proxy need not vote in that capacity

on a poll (unless the proxy is the

Chairman of the meeting). However,

if the proxy’s appointment specifies

the way to vote on a resolution, and the

proxy decides to vote in that capacity

on that resolution, the proxy must vote

the way specified (subject to the other

provisions of this Notice, including the

voting exclusions noted above).

6. In certain circumstances the Chairman

of the meeting will be taken to have

been appointed as the proxy of the

relevant shareholder in respect of the

meeting or the poll on that resolution

even if the shareholder has not

expressly appointed the Chairman

of the meeting as their proxy.

This will occur where:

• an appointment of a proxy specifies

the way the proxy is to vote on

a particular resolution; and

• the appointed proxy is not the

Chairman of the meeting; and

• at the meeting, a poll is called

on the resolution; and

• either of the following apply:

– if a record of attendance is

made for the AGM and the proxy

is not recorded as attending

– the proxy does not vote

on the resolution.

Corporate Representatives

A body corporate which is a shareholder,

or which has been appointed as a proxy,

may appoint an individual to act as its

representative at the meeting. Evidence

of the appointment of a corporate

representative must comply with Section

250D of the Corporations Act 2001

and be lodged with the Company

before the AGM.

Attorneys

A shareholder may appoint an attorney

to vote on their behalf. To be effective

for the meeting, the instrument effecting

the appointment (or a certified copy of it)

must be received by the deadline for the

receipt of proxy forms (see above), being

no later than 48 hours before the meeting.

5

Australian Foundation Investment Company Limited

Notice of Annual General Meeting 2025

SHAREHOLDER INFORMATION continued
Questions from Shareholders

We welcome shareholders’ questions

at the meeting. However, in the interests

of all attending the meeting, we request

that shareholders confine their questions

to matters before the meeting that are

relevant to shareholders as a whole.

For shareholders present at the meeting,

you will have the opportunity to ask

questions from the floor.

For shareholders attending online through

meetings.openbriefing.com/AFI2025,

click on ‘Ask a Question’ button and

follow the prompts.

Shareholders who are unable to attend

the meeting or who prefer to register

questions in advance are invited to use

the question form included with their

proxy form or lodge your questions online

through the share registry’s Investor

Centre at au.investorcentre.mpms.

mufg.com. The deadline for receipt of

questions to be considered at the AGM

is Tuesday 23 September 2025.

During the course of the meeting,

the Chairman will endeavour to address

the themes most frequently raised in

the submitted question forms. Please

note that individual responses will not

be sent to shareholders.

Share Registry

The Company’s Share Registry details

are as follows:

MUFG Corporate Markets

Australian Shareholders

Street Address

Liberty Place

Level 41, 161 Castlereagh Street

Sydney NSW 2000

Postal Address

Locked Bag A14, NSW 1235

Telephone

1300 857 499 (within Australia)

Facsimile

+61 2 9287 0309 (within Australia)

Email

afi@cm.mpms.mufg.com

Website

au.investorcentre.mpms.mufg.com

New Zealand Shareholders

Street Address

Level 30, PwC Tower,15 Customs Street

West Auckland, New Zealand

Postal Address

PO Box 91976, Auckland 1142

New Zealand

Telephone

09 375 5998 (within New Zealand)

Email

enquiries.nz@cm.mpms.mufg.com

Website

nz.investorcentre.mpms.mufg.com

6

Notice of Annual General Meeting 2025

Australian Foundation Investment Company Limited

Australian Foundation Investment Company Limited
Notice of Annual General Meeting 2025

AFI PRX2501N
*AFI PRX2501N*

I/We being a shareholder(s) of Australian Foundation Investment Company Limited (the “Company”) and entitled to attend and vote hereby appoint:

PROXY FORM

STEP 1

or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting, as my/our proxy to act on my/our behalf (including

to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General

Meeting of the Company to be held at 10:00am (AEST) on Tuesday, 30 September 2025 (the Meeting) and at any postponement or adjournment of the Meeting.

The Meeting will be conducted as a hybrid event. You can participate by attending in person at the RACV Club, Level 2, Club Pavilion, 501 Bourke Street,

Melbourne, Victoria, Australia or logging in online at https://meetings.openbriefing.com/AFI2025 (refer to details in the Virtual Annual General Meeting

Online Guide).

Important for Item of Business 2: If the Chairman of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention

below, you expressly authorise the Chairman of the Meeting to exercise the proxy in respect of Item of Business 2, even though the Item of Business is connected

directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel (KMP), which includes the Chairman of the Meeting.

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

STEP 3

This form should be signed by the shareholder. If a joint holding, both joint shareholders must sign. If signed by the shareholder’s attorney,

the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the

form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary

Director/Company Secretary (Delete one)Director

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

STEP 2

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting.

Please read the voting instructions overleaf before marking any boxes with an T

* If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted

in computing the required majority on a poll.


2 Adoption of Remuneration Report

3 Re-election of Director –

Ms Rebecca Dee-Bradbury

Items of Business

VOTING DIRECTIONS

ForAgainstAbstain*

the Chairman of the

Meeting (mark box)

OR if you are NOT appointing the Chairman of the Meeting as your

proxy, please write the name and email of the person or body corporate

you are appointing as your proxy. An email will be sent to your

appointed proxy with details on how to access the virtual meeting,

Name

Email

APPOINT A PROXY

LODGE YOUR VOTE


ONLINE

https://vote.cm.mpms.mufg.com/afi


BY MAIL

C/- MUFG Corporate Markets

Locked Bag A14

Sydney South NSW 1235

Australia

ORC/- MUFG Corporate Markets

PO Box 91976

Auckland 1142

New Zealand



BY FAX

+61 2 9287 0309


BY HAND

MUFG Corporate Markets

Parramatta Square

Level 22, Tower 6

10 Darcy Street

Parramatta NSW 2150

Australia

ORMUFG Corporate Markets

Level 30, PwC Tower

15 Customs Street West

Auckland 1010

New Zealand


ALL ENQUIRIES TO

Telephone: +61 1300 857 499 (Australia)

Other: +64 9 375 5998 (New Zealand)

*X99999999999*

X99999999999

ABN 56 004 147 120

QR Code
HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

YOUR NAME AND ADDRESS

This is your name and address as it appears on the Company’s share

register. If this information is incorrect, please make the correction on

the form. Shareholders sponsored by a broker should advise their broker

of any changes. Please note: you cannot change ownership of your

shares using this form.

APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark

the box in Step 1. If you wish to appoint someone other than the Chairman

of the Meeting as your proxy, please write the name of that individual or

body corporate in Step 1. A proxy need not be a shareholder of the

Company.

DEFAULT TO CHAIRMAN OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default

to the Chairman of the Meeting, who is required to vote those proxies as

directed. Any undirected proxies that default to the Chairman of the

Meeting will be voted according to the instructions set out in this Proxy

Form, including where the Item of Business is connected directly or

indirectly with the remuneration of KMP.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the

boxes opposite each item of business. All your shares will be voted in

accordance with such a direction unless you indicate only a portion of

voting rights are to be voted on any item by inserting the percentage or

number of shares you wish to vote in the appropriate box or boxes. If you

do not mark any of the boxes on the items of business, your proxy may

vote as he or she chooses. If you mark more than one box on an item your

vote on that item will be invalid.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two persons as proxies to attend the

Meeting and vote on a poll. If you wish to appoint a second proxy, an

additional Proxy Form may be obtained by telephoning the Company’s

share registry or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each of the first Proxy Form and the second Proxy Form state the

percentage of your voting rights or number of shares applicable to that

form. If the appointments do not specify the percentage or number of

votes that each proxy may exercise, each proxy may exercise half your

votes. Fractions of votes will be disregarded; and

(b) return both forms together.

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, both joint

shareholders must sign.

Power of Attorney: to sign under Power of Attorney, you must lodge the

Power of Attorney with the registry. If you have not previously lodged this

document for notation, please attach a certified photocopy of the Power

of Attorney to this form when you return it.

Companies: where the company has a Sole Director who is also the Sole

Company Secretary, this form must be signed by that person. If the

company (pursuant to section 204A of the Corporations Act 2001) does

not have a Company Secretary, a Sole Director can also sign alone.

Otherwise this form must be signed by a Director jointly with either another

Director or a Company Secretary. Please indicate the office held by signing

in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually

the appropriate “Certificate of Appointment of Corporate Representative”

must be received at support@cm.mpms.mufg.com prior to admission

in accordance with the Notice of Annual General Meeting. A form of the

certificate may be obtained from the Company’s share registry or online

at www.mpms.mufg.com/en/mufg-corporate-markets.

LODGEMENT OF A PROXY FORM

This Proxy Form (and any Power of Attorney under which it is signed)

must be received at an address given below by 10:00am (AEST) on

Sunday, 28 September 2025, being not later than 48 hours before

the commencement of the Meeting. Any Proxy Form received after

that time will not be valid for the scheduled Meeting.

Proxy Forms may be lodged using the reply paid envelope or:


ONLINE

https://vote.cm.mpms.mufg.com/afi

Login to the Investor Centre using the holding details as shown

on the Voting/Proxy Form. Select ‘Voting’ and follow the prompts

to lodge your vote. To use the online lodgement facility,

shareholders will need their “Holder Identifier” - Securityholder

Reference Number (SRN) or Holder Identification Number (HIN).

BY MOBILE DEVICE

Our voting website is designed specifically

for voting online. You can now lodge your

vote by scanning the QR code adjacent or

enter the voting link

https://vote.cm.mpms.mufg.com/afi

into your mobile device. Log in using the

Holder Identifier and postcode for your

shareholding.

To scan the code you will need a QR code reader application

which can be downloaded for free on your mobile device.


BY MAIL

C/- MUFG Corporate Markets

Locked Bag A14

Sydney South NSW 1235

Australia

ORPO Box 91976

Auckland 1142

New Zealand


BY FAX

+61 2 9287 0309


BY HAND

delivering it to either

MUFG Corporate Markets*

Parramatta Square

Level 22

Tower 6

10 Darcy Street

Parramatta NSW 2150

Australia

ORLevel 30

PwC Tower

15 Customs Street West

Auckland 1010

New Zealand

* in business hours (Monday to Friday, 9:00am–5:00pm)

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