FY25 Annual Report and Financial Statements

ANNUAL REPORT 2024
Annual
Report
2025
25

Driven to
deliver
At Vulcan, our strong foundation - built on exceptional customer
service, lean operations, a culture of teamwork and continous
improvement - continues to guide us through challenging market
conditions. This approach is helping us sharpen our processes and
further enhance service delivery across the business.
VULCAN ANNUAL REPORT 2025

Driven to
deliver
WE INVITE YOU TO JOIN US ON THIS JOURNEY
VULCAN.CO

Welcome to Vulcan’s 2025 Annual Report covering
the financial year ended 30 June 2025.
This report covers our performance in the financial year ended
30 June 2025, an update on our growth initiatives, and non-financial
matters including environment, social and governance (ESG) topics
relating to Vulcan.
This report should be read in conjunction with all materials released
by Vulcan relating to the company’s 2025 financial year result.
A digital version of this report is available at
https://investors.vulcan.co/Investor-Centre/
The report has been approved and released by the Board on
26 August 2025 and is signed on behalf of Vulcan Steel Limited by
Russell Chenu - Board Chair, and Rhys Jones - Managing Director
and Chief Executive Officer.
VULCAN ANNUAL REPORT 2025
2

Inside...
THE BUSINESS YEAR
Performance highlights 6
Report from the Chair 8
Report from the Managing Director and Chief Executive Officer 10
01
FINANCIALS
Financial statements 102
Auditor reports 128
Glossary
133
Directory 134
ENVIRONMENTAL, SOCIAL
& GOVERNANCE
Our principles and ethos 20
Our approach to business sustainability 22
Our sustainability framework 24
Our people 26
Our business 40
Our environment 46
Our growth 52
Governance 54
Our board 56
Our Lead Team 68
Risk management 71
Shareholder information 74
Remuneration 80
Climate-related Disclosures 94
Statement of Compliance for CRD 100
02
03
VULCAN.CO
3

01
THE BUSINESS YEAR
Strategic
clarity enables
effective action
Our focus on optimisation lays the groundwork for scalable, sustainable success.
VULCAN ANNUAL REPORT 2025
4

Strategic
clarity enables
effective action
VULCAN.CO
5

Performance highlights
ADJUSTED EBITDA
2
NZ$
(EXCLUDING SIGNIFICANT ITEMS
3
)
-24% on $148m in FY24
($67m pre-NZ IFRS 16
4
basis)
$112m
FINAL DIVIDEND NZ$
(TOTALLING $4.6m)
Record date 9 Oct 2025
Payable on 22 Oct 2025
100% franked, 100% imputed
7
3.5c
ADJUSTED NPAT
5
NZ$
(EXCLUDING SIGNIFICANT ITEMS
3
)
-55% on $40m in FY24
$18m
ADJUSTED EPS
6
NZ$
(EXCLUDING SIGNIFICANT ITEMS
3
)
-55% on 30.4 cents in FY24
13.6c
REVENUE NZ$
-11% on $1,064m in FY24
$948m
1
OPERATING CASH FLOW NZ$
-38% on $169m in FY24
$105m
1. m - millions. 2. Earnings before interest, tax, depreciation and amortisation. 3. Sale of Wintec products and fixed assets. 4. New Zealand accounting
standard on recognition of right of use assets and corresponding liabilities on leases, adopted in FY20. 5. Net profit after tax. 6. Earnings per share.
7. The levels of franking and imputation on dividends in future financial years will be subject to the tax credits available for use.
VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
6

Performance highlights
CUSTOMERS TRANSACTED
WITH VULCAN IN 2H FY25
8
-885 or -3.9% on 1H FY25
-852 or -3.8% on 2H FY24
21,727
-6.4% on 228,515 tonnes in FY24
SALES VOLUME
213,827t
GROSS MARGIN
+0.3% on 34.0%
9
in FY24
34.2%
NET DEBT NZ$
vs $276m as at 30 June 2024
$232m
GHG
10
INVENTORY
SCOPE 1 AND 2 TOTAL CO
2
-10.9% vs 13,865t in FY24
12,357t
GROSS PROFIT DOLLAR
PER TONNE NZ$
-4.0% on $1,582
9
in FY24
$1,518
8. Based on customers that transacted with Vulcan at least once in the relevant period. 9. Certain costs for the Metals segment previously classified as operating costs in FY24
($13.6m, gross profit dollar per tonne $59) have been reclassified as cost of sales in the FY24 numbers to be consistent with the treatment of these costs in FY25. 10. Greenhouse Gas.
VULCAN.CO
7

Report from the Chair
We are well placed to capitalise on a strengthening
business environment, supported by our focus on
delivering exceptional service.
The financial year ended 30 June 2025 (FY25) was another
challenging year for our company, driven primarily by difficult
trading conditions. Ongoing inflation impacting on costs and
declining demand continued to exert pressure on industry-
wide margins, resulting in lower profitability compared with
recent years. Despite these headwinds, Vulcan remained
focused on delivering superior service to our customers,
thereby mitigating the impact on profitability.
Throughout FY25, we continued to implement our hybrid
site strategy. Sixteen sites have now transitioned to become
hybrid sites, further enhancing our product offering, improving
operational efficiency, and elevating the overall experience for
Vulcan’s customers.
Market conditions
The anticipated improvement in market conditions following
the easing of the official cash rates in both New Zealand and
Australia did not materialise in FY25, mainly due to the slow
ramp-up in government infrastructure projects and a lag
in investment decisions in response to lower funding costs.
Market conditions were also adversely impacted by growing
global economic uncertainties. Whilst these conditions persist,
there are now encouraging signs that economic conditions
are likely to improve during FY26. Although the timing and
extent of any recovery remain uncertain, Vulcan remains
well positioned to take advantage of an improving business
environment through our strong working capital management,
continued commitment to delivering high levels of service, and
our network throughout New Zealand and Australia.
Solar expansion
During the year, the Group commissioned the construction
of significant solar initiatives at our two aluminium extrusion
sites (in Newcastle, Australia and Hamilton, New Zealand)
with the aim to generate electricity cost savings.
The Hamilton site will be one of the largest rooftop solar
installations in New Zealand and is expected to become
operational in late FY26. The Newcastle site solar installation
is also scheduled to be operational during mid FY26.
Dividends
The Board has declared a final dividend of 3.5 NZ cents per
share bringing the total dividend for FY25 to 6.0 NZ cents per
share. This final dividend represents a 44% payout ratio of
Vulcan’s net profit after tax before significant items and aligns
with the Board’s dividend policy of a 40% to 80% distribution
range. In FY25, dividends declared totalled NZ$7.9 million,
of which NZ$3.3 million was paid as an interim dividend.
Management update
In June 2025, Vulcan’s Managing Director and Chief Executive
Officer, Rhys Jones, advised the Board that after 19 years of
dedicated leadership he intended to retire from his executive
role at the end of 2025.
The Board has appointed Gavin Street as Vulcan’s next
Managing Director and Chief Executive Officer, with both his
directorship and executive roles to be effective 1 January
2026. Having joined Vulcan in October 2024, Gavin is currently
Vulcan’s Chief Commercial Officer and is responsible for the
company’s key operations in both New Zealand and Australia.
Rhys will continue to serve as CEO until the end of 2025, and will
continue to work closely with Gavin to ensure a smooth and
effective transition.
Rhys has successfully led Vulcan through a period of rapid
growth establishing Vulcan as a leader in steel and other
metals distribution in Australia and New Zealand. He also
played a significant role in delivering Vulcan’s successful
IPO in November 2021.
VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
8

Board update
After 29 years as a director of Vulcan, Wayne Boyd retired in
October 2024. Wayne was an instrumental figure in Vulcan’s
journey to the company it is today. His counsel and constructive
advocacy has been highly valued by all his colleagues.
After four years as Chair of Vulcan’s Board, I have also advised
my intent to step down from my role as Chair. To ensure
continuity of strategic alignment and to retain Rhys’ deep
industry knowledge, the Board has proposed Rhys to succeed
me as Board Chair.
Rhys intends to stand for election as a director at Vulcan’s 2025
annual shareholder meeting and, subject to his election, will in
time assume the role of non-executive Chair of the Board.
Vulcan’s Chief Operating Officer, Adrian Casey, has confirmed
his ongoing commitment to Vulcan by supporting the
leadership transition and will continue in his executive role
to ensure operational continuity. Adrian is also a director of
Vulcan and as it is three years since last being elected, he will
also stand for re-election at this year’s annual shareholder
meeting.
The Board proposes that the changes of MD/CEO and Chair
will take place at the same time, on 1 January 2026. When
these changes take effect, Vulcan’s Board will retain a majority
of independent directors, with four of seven directors being
independent directors.
I look forward to remaining on the Board as the lead
independent director to support Rhys (as Chair) and Gavin
(as MD/CEO) as we look to take Vulcan on to new heights.
Thank you
Vulcan remains in a strong position to take advantage of any
future economic conditions in FY26 and beyond. The Board
remains committed to the Group’s future expansion ambitions.
I would like to thank our employees for their hard work and
dedication, as well as our customers for their ongoing loyalty
through this extended period of tough trading conditions.
Russell Chenu
CHAIR AND ON BEHALF OF THE BOARD
VULCAN.CO
9

Economic environment
FY25 was influenced by continuing economic challenges in
both New Zealand and Australia, creating a difficult trading
environment. Although interest rates began to fall in both
countries, any positive impact on consumer consumption and
investment was offset by a lag in investment decisions and
significant global trade disruptions and ongoing geopolitical
uncertainty.
In Australia, economic growth was subdued, with per capita
GDP declining. High interest rates and persistent inflation also
dampened both consumer demand and investor confidence.
New Zealand continued to feel the effects of a technical
recession, with negative per capita GDP since late 2022.
Elevated interest rates, which were aimed at curbing inflation,
suppressed consumer spending and business investment.
Falling interest rates, and strengthening exports, particularly
in agriculture, are supporting market forecasts for moderate
growth in FY26, underpinned by improving business confidence
and targeted government investment.
Operating performance
STATUTORY BASIS
• Revenue of NZ$948.2 million
(down 10.9% from NZ$1,064.3 million in FY24)
• EBITDA of NZ$109.0 million
(down 26.1% from NZ$147.6 million in FY24)
• NPAT of NZ$15.7 million
(declined by 60.6% from NZ$40 million in FY24)
ADJUSTED BASIS
• EBITDA of NZ$112.1 million
(down 24.1% from NZ$147.6 million in FY24)
• NPAT excluding extraordinary items of NZ$17.9 million
(down 55.3% from NZ$40 million)
• EPS of 13.6 NZ cents
(down 55.3% from 30.4 NZ cents in FY24)
Whilst Vulcan’s overall operating performance has declined,
we have retained our high levels of customer service with
98.4% DIFOT (97.9% in FY24). Active trading accounts in the
second half of FY25 are down 3.8% year-on-year from second
half of FY24 to 21,727 due in part to attrition in our aluminum
customer base (mostly a result of rationalisation towards
service-centric customers). This was partially offset by the
addition of active customers in other product categories.
These measures are key to the future success of Vulcan’s
business, with customer service remaining at the forefront
of our business model.
We continued to implement our hybrid site strategy with two
new replacement sites and five expansions of existing sites
since August 2024. These hybrid sites are important drivers
of the ongoing growth of Vulcan’s business as we aim to
enhance the overall experience for Vulcan customers.
Despite the extended downturn of the economies on both
sides of the Tasman, we have maintained our exceptional
customer service levels, continued to efficiently manage our
working capital and effectively controlled our operating costs.
We consider that this puts Vulcan in a strong position to take
advantage of future growth in the markets we operate in over
the coming years.
Industry demand continued to weaken across both Australia
and New Zealand during FY25. Vulcan’s recorded sales volume
of 213,827 tonnes was down 6.4% yoy (from 228,515 tonnes in
FY24). The drop in tonnes yoy was more pronounced in New
Zealand, which was down 11.6% reflecting longer term market
decline. In 2HFY25 there was less of a reduction in demand,
particularly in Australia which was only 1.5% down in 2HFY25
compared to 2HFY24.
Average tonnes per day (TPD) also decreased in FY25. However,
on a positive note there was a 2.5% increase in TPD for 2HFY25,
compared to 1HFY25. This modest increase between the six-
month periods was driven by Australian results, indicating that
there is some improvement in Australian trading conditions. TPD
for New Zealand recorded a modest improvement in 2HFY25
and 1HFY25.
Gross profit per tonne decreased 4.0% yoy. This was the result
of a drop in gross profit per tonne in Steel which fell 12.2%,
partially offset by a 2.8% improvement in gross profit per tonne
in Metals. Vulcan Group’s overall gross margin percentage rose
0.3% to 34.2%, due to a product mix characterised by a higher
gross margin percentage for metal sales.
In FY25, Vulcan adjusted the base remuneration and paid
an employee performance bonus to eligible employees.
This reflects the ongoing importance of our team’s focus on
delivering superior service to customers.
Report from the MD and CEO
Despite another year of economic challenges, Vulcan has
continued to maintain its superior customer service and
implement its hybrid site strategy, as the solid foundations
for long-term success.
VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
10

Despite the extended downturn of the
economies on both sides of the Tasman,
we have maintained our exceptional customer
service levels, continued to efficiently manage
our working capital and effectively controlled
our operating costs.
Rhys Jones - MD and CEO
VULCAN.CO
11

Metals segment
Our Metals segment revenue fell NZ$54.6 million (9.2%) to
NZ$538.4 million in FY25 (from NZ$593.0 million in FY24).
Sales volumes decreased to 61,118 tonnes in FY25 (down 8.1% from
66,541 tonnes achieved in FY24). Average revenue per tonne
also declined NZ$103 (-1.2%) to NZ$8,809 in FY25 (from NZ$8,912 in
FY24) due to a change in product mix and some price weakness
within the segment.
The Metals segment gross profit per tonne rose 2.8% in FY25, due
in part to an increase in pricing and a change in the product
mix with more higher margin products being sold. The increase
translated to a 38.2% gross margin in FY25 (compared with 36.7%
in FY24). Metals EBITDA margin fell 1.0% to 15.8% in FY25 from 16.8%
in FY24. The Metals segment EBITDA decreased NZ$14.6 million to
NZ$84.9 million in FY25 (from NZ$99.5 million in FY24).
Steel segment
Our Steel segment revenue declined NZ$61.6 million (-13.1%) to
NZ$409.7 million in FY25 (from NZ$471.3 million in FY24).
Sales volume decreased 5.7% from 161,974 tonnes in FY24 to
152,709 tonnes in FY25. Average revenue per tonne fell NZ$227
(-7.8%) to NZ$2,683 in FY25 (from NZ$2,910 in FY24).
Steel segment gross profit per tonne dropped 12.2% in FY25
compared to FY24. EBITDA margin fell 3.8% in FY25 compared
to FY24. As a result, our Steel segment EBITDA declined NZ$24.7
million to NZ$44.1 million in FY25 (from NZ$68.8 million in FY24).
Steel, NZ$mFY25FY24% change
Revenue409.7471.3-13.1%
EBITDA
1,2
44.168.8-35.9%
Sales (000 tonnes)152.7162.0-5.7%
Revenue/tonne ($)2,6832,910- 7. 8 %
EBITDA margin
1,2
10.8%14.6%-3.8%
1. Post-NZ IFRS 16 basis.
2. Before significant items.

Metals, NZ$mFY25FY24% change
Revenue538.4593.0-9.2%
EBITDA
1,2
8 4.999.5-14.6%
Sales (000 tonnes)61.166.5-8.1%
Revenue/Tonne ($)8,8098,912-1.2%
EBITDA margin
1,2
15.8%16.8%-1.0%
1. Post-NZ IFRS 16 basis.
2. Before significant items.

VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
12

Operating expenditure
Excluding significant items, operating expenditure (before
depreciation and amortisation) (OPEX) decreased NZ$1.3
million (-0.6%) to NZ$212.5 million in FY25 (from NZ$213.8
million in FY24).
Employee benefits increased, reflecting 18 additional
employees as well as additional salary and wage cost
of living increases. Employee costs (including defined
contribution plans) account for approximately 68.9% of total
OPEX in FY25. This reflects the importance of our team to the
success of Vulcan.
Selling and distribution costs were down NZ$5.0 million (-18.2%)
reflecting the ongoing efficiencies from the use of hybrid sites
and a hub and spoke distribution model which has been
enhanced during FY25.
Occupancy costs increased 10.9% due to higher property
outgoings.
General and administration costs were NZ$4.8 million (-14.1%)
down yoy to NZ$29.4 million. This decrease resulted from
Vulcan’s drive to save costs in key areas such as insurance
and information and communication costs in FY25.
Due to the fall in sales volume, the total OPEX per tonne
(excluding depreciation, amortisation and significant items)
increased to NZ$993.7 in FY25 (from NZ$935.7 in FY24).
Cash flow
OPERATING CASH FLOWS
Net cash from operating activities declined to NZ$105.0 million
in FY25 (from NZ$168.7 million in FY24). The decrease in
operating cash flow reflected the fall in the Vulcan Group’s
trading result, although this was partially offset by NZ$39.9
million reduction in working capital, primarily resulting from a
reduction in inventory. Interest paid was higher by NZ$6.5 million
due to the timing of interest paid during the year.
CAPITAL EXPENDITURE
Net capital expenditure fell NZ$6.8 million. However, this
included the sale of a New Zealand property and the sale of
assets associated with an exited product line. The underlying
capital expenditure of NZ$20.9 million in FY25 was NZ$3.3 million
lower than FY24 reflecting less capital spend on new hybrid
sites. Vulcan expects to spend between NZ$25 million and
NZ$30 million on capital expenditure in FY26.
DISTRIBUTION
Vulcan paid NZ$19.4 million (including supplementary dividend
paid) in dividends in FY25, which comprises NZ$15.8 million final
dividend relating to FY24 and NZ$3.6 million interim dividend for
1HFY25. The NZ$57.4 million paid in FY24 was a combination of
$41.6 million final dividend and NZ$15.8 million interim dividend
paid in March 2024.
Cash flow extract, NZmFY25FY24% change
Receipts from customers962.11,088.7-11.8%
Payments to suppliers & employees-808.0-865.4-6.9%
Interest paid-23.7-17.33 7. 0 %
Tax paid- 7. 5-20.3-63.1%
Lease interest paid-18.0-17.05.7%
Net cash flows from operating activities105.0168.7-37.8%
Net capital expenditure-17.2-24.0-28.3%
Lease liability payments-26.7-23.513.8%
Dividends-19.4-57.4-66.3%
Opex, NZ$mFY25FY24% change
Employee benefits146.4139.35.1%
Selling & distribution (S&D)22.52 7. 5-18.2%
Occupancy costs14.212.810.9%
General & admin. (G&A)29.434.2-14.1%
Operating expenses
1,2
212.5213.8-0.6%
Employee numbers (at period end)1,3441,3261.4%
Sales volume (000 tonnes)213.8228.5-6.4%
Total opex/tonne ($000)993.7935.76.2%
1. Excludes depreciation & amortisation.
2. Before significant items.
VULCAN.CO
13

LAUNCESTON
HOBART
SYDNEY x 3
CANBERRA
MELBOURNE x 3
ADELAIDE x 2
KURRI KURRI
BATHURST
DARWIN
CAIRNS
ROCKHAMPTON
CALOUNDRA
ALBURY
DUNDOWRAN
PERTH x 2
BUNBURY
COFFS HARBOUR
BRISBANE x 6
NEWCASTLE x 3
GOLD COAST x 2
TOWNSVILLE x 2
MACKAY x 2
NAPIER x 2
DUNEDIN
WELLINGTON
NEW PLYMOUTH
HAMILTON x 2
PALMERSTON NORTH x 2
INVERCARGILL x 2
NELSON x 2
CHRISTCHURCH x3
TIMARU
TAURANGA x 2
AUCKLAND x 7
WHANGAREI x 2
Opportunity to drive more operating leverage from our footprint and scale
Vulcan’s Network
VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
14

LAUNCESTON
HOBART
SYDNEY x 3
CANBERRA
MELBOURNE x 3
ADELAIDE x 2
KURRI KURRI
BATHURST
DARWIN
CAIRNS
ROCKHAMPTON
CALOUNDRA
ALBURY
DUNDOWRAN
PERTH x 2
BUNBURY
COFFS HARBOUR
BRISBANE x 6
NEWCASTLE x 3
GOLD COAST x 2
TOWNSVILLE x 2
MACKAY x 2
NAPIER x 2
DUNEDIN
WELLINGTON
NEW PLYMOUTH
HAMILTON x 2
PALMERSTON NORTH x 2
INVERCARGILL x 2
NELSON x 2
CHRISTCHURCH x3
TIMARU
TAURANGA x 2
AUCKLAND x 7
WHANGAREI x 2
66
STRATEGICALLY LOCATED SITES
21.7k
ACTIVE CUSTOMERS
1,344
COMPANY EMPLOYEES
VULCAN.CO
15

Balance Sheet
WORKING CAPITAL
Net working capital (excluding cash and tax receivable)
decreased to NZ$321.4 million on 30 June 2025 (compared
to NZ$361.3 million on 30 June 2024), reflecting our continued
active management of stock relative to our sales level.
Inventory was NZ$333.9 million, down from NZ$360.6 million,
a NZ$26.7 million reduction. Trade receivables were also down
reflecting lower trading levels and continued strong credit
management.
DEBT
The FY25 net bank debt position was NZ$232.4 million. This
represented a NZ$43.4 million decrease from NZ$275.8 million
at the end of FY24. This reduction in net debt reflected the
Vulcan Group’s positive cash flows driven through operational
performance and reduced working capital. Vulcan currently has
NZ$410 million committed debt facilities of which $249.7 million

is currently drawn.
During FY25, the Vulcan Group received a relaxing of the
covenant levels which will stay in place to 30 June 2026.
The Vulcan Group was within the amended covenant levels
at the end of FY25.
FUNDS EMPLOYED
Including NZ$169.7 million of shareholders’ funds and NZ$295.3
million lease liabilities, Vulcan funds employed was NZ$697.3
million on 30 June 2025 (compared with NZ$738.2 million on
30 June 2024).
Ongoing site hybridisation and new operating
locations
Our programme to develop our hybrid sites continued, having
converted or commissioned seven sites over the last twelve
months since August 2024, we are targeting to deliver a further
four hybrid sites in FY26. We continue to review our sites and
look for further opportunities to add sites to our network.
Economic landscape
New Zealand’s economy is expected to enter a phase of
cautious recovery following a period of contraction in 2025.
Activity levels are expected to improve gradually through 2026.
Lower interest rates and targeted government investment
initiatives are expected to stimulate household spending and
business activity. The regions are projected to outperform
urban centres, although Auckland is starting to benefit from
infrastructure spending, and Wellington continues to absorb
public sector restructuring. Inflation is expected to stabilise.
Overall trading volumes are expected to remain subdued
through the remaining months of 2025, with recovery
momentum anticipated to strengthen into the second half of
FY26 and continue into FY27. Risks include global trade tensions
and weak productivity growth, which may slow and constrain
New Zealand’s recovery.
Australia’s economic trajectory is similarly marked by resilience
amid global uncertainty. Economists are projecting GDP
growth to rise in FY26, driven by a rebound in private demand
and steady employment gains. Key sectors such as renewable
energy and agriculture are poised for expansion, while housing
affordability and labour shortages remain persistent
challenges. Fiscal policy is focused on cost-of-living relief and
infrastructure investment. Apart from Queensland, market
conditions across other Australian states are expected to show
a gradual improvement through FY26. Queensland’s volume
was steady in the second half of FY25, and is expected to
improve in 2026. We expect to continue our focus on
converting hybrid initiatives into volume growth during FY26.
However, uncertainty in global trade policies is likely to affect
Australia’s resources sector, which may negatively impact
demand in the engineering steel market. The demand in
Queensland, driven by infrastructure projects related to the
2032 Brisbane Olympics, had a positive impact on our
Australian results which is expected to continue over the next
few years.
Our diversity of product range and network of sites across
Australia and New Zealand, overlayed with our superior
customer service ethos continues to pay dividends and
provide us with a good base to take advantage of anticipated
market improvements.

NZ$m30 Jun 2530 Jun 24% change
Trade and other receivables130.8144.8-10%
Inventories333.9360.6-7%
Less trade and other payables-143.2-144.1-1%
Working capital excluding tax items321.4361.3-11%
Property, plant and equipment95.795.70%
Intangibles12.113.4-10%
Right-of-use assets255.0254.80%
Other assets and liabilities13.213.01%
Lease liabilities-295.3-290.32%
Net banking debt-232.4-275.8-16%
Net assets/Shareholders funds169.7172.1-1%
VULCAN ANNUAL REPORT 2025 THE BUSINESS YEAR
16

Thank you
Vulcan’s continued robustness and success is a direct result
of the dedication and resilience of our employees, whose
commitment and collaboration have been instrumental in
navigating the challenging economic and trading conditions

of recent years. We extend our sincere appreciation to our team
for their exceptional efforts and to our valued customers for
their ongoing support throughout FY25. It is my firm belief that
Vulcan’s culture, driven by a strong work ethic and unwavering
teamwork, remains a defining strength that sets us apart in

a demanding market.
This will also be my last MD/CEO report as I retire from my
executive role with Vulcan at the end of 2025. Gavin Street will
succeed me as MD/CEO in the new year, and I will continue to
work closely with him to enable a seamless leadership transition.
I have full confidence that with Gavin’s leadership skills and
strategic acumen, Vulcan will be well-positioned for its next
phase of growth. I am excited about remaining as a director of
Vulcan and moving into the role of non-executive Chair of the
Board at the start of 2026.


Rhys Jones
MANAGING DIRECTOR AND
CHIEF EXECUTIVE OFFICER
Our programme to develop our hybrid sites
continued, having converted or commissioned
seven sites over the last twelve months.
Rhys Jones - MD and CEO
VULCAN.CO
17

Building
a sustainable
business
02
ENVIRONMENTAL,
SOCIAL AND GOVERNANCE
Ensuring a safe, supportive and fulfilling environment for everybody
At Vulcan, we prioritise our customers and our team. As we grow and continue
to focus on ESG, our priority will always be towards nurturing an ethical and
rewarding culture across all aspects of our business.
This reflects a continuous improvement approach to build a better, more
prosperous and sustainable future for all our stakeholders. Because when trust
is high, businesses and communities grow and thrive together. Thank you for
your continued support of our sustainability journey.
VULCAN ANNUAL REPORT 2025
18

Building
a sustainable
business
VULCAN.CO
19

Our principles
Provide an enjoyable workspace
We want our employees to genuinely enjoy the work they do.
Aside from having well resourced, high standard facilities, we
aim to create a workplace where everyone feels listened to,
valued and supported in reaching their full potential.
Promote a safe working environment
By nature, working with steel and metal products has inherent
risks, therefore ensuring our employees’ safety is our primary,
ongoing priority. Not only do we want our employees to get
home safely to their families every night, we also want them to
feel psychologically safe and supported while at work.
Be financially prosperous
This enables us the freedom to invest in our business and
people to ensure we’re thriving, not just surviving. It gives
us the ability to determine our future success from which
everyone can prosper.
Remain ambitious
Ambition is about being courageous enough to try, knowing
that while we may not always succeed, we will learn, grow,
adapt and ultimately find a better way. Innovation isn’t
without risk, and we’re here to support our employees in
stepping outside of the box and striving for greatness.
Balance the above
We know that balancing the above is critical
to our success.
We believe that by
creating the right
environment we
inspire the delivery
of amazing results.
20
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Our ethos
Team first, with respect for the individual
We’ve got an “everyone supports the team, and the team
supports everyone” culture. No one person is more important
than another, therefore we value and respect everyone’s
individual perspectives and ensure that all decision
making reflects what’s best for the team.
Each person responsible with minimum
misunderstanding
We trust everyone to have complete responsibility and
autonomy within their role. Our employees don’t have
someone looking over their shoulder and should feel
empowered and enabled to do their job to the best of
their ability, in a way that works best for them.
Relaxed, professional and committed
Work should be somewhere our employees enjoy going every
day. We don’t take ourselves too seriously and our relaxed, yet
committed environment ensures everyone feels comfortable
asking questions, receiving feedback and supporting
one another.
Support our local communities
Our people’s health and happiness directly depends
on the health and happiness of those around them.
These extended networks of friends and families across
New Zealand and Australia, are our local communities.
Through understanding their difficulties and helping
support, uplift and improve the lives of these people,
we hope to foster meaningful and lasting change.
Clear profit centre goals
Everyone has a clear understanding of their
responsibilities and goals and has the resources
and decision-making authority to achieve them.
At Vulcan we hold
ourselves to the highest
standards in our work,
how we do it and how
we treat one another.
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Building on the materiality assessment completed in FY24, we
have continued to strengthen our approach — focusing on the
issues that matter most to our stakeholders and to Vulcan’s
long-term success.
Our four core pillars are:

Our people

Our business

Our environment

Our growth
These four areas form the basis of our sustainability framework
that we use to guide us into the future and provide further
impetus for our ongoing improvement.
Our approach to business sustainability
Vulcan’s sustainability framework is grounded in
identifying the risks and opportunities across our value
chain, taking proactive steps to prevent or minimise
negative impacts, and striving to deliver meaningful
outcomes for people and the planet.
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22

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23

We commit to ensuring a safe, supportive and
fulfilling environment for everybody across our
immediate and extended stakeholder community.
OUR FOCUS AREAS
Employees Supply chainCommunity
Our sustainability framework

Our people
We strive for sustainable and
resilient business growth.
OUR FOCUS AREAS
Communication GovernanceClimate change

Our growth
Our commitment to long-term value is built on four pillars
that matter most to us: our people, our growth, our business,
and our environment.
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We will continue our focus on customer
service as a dependable distributor and
value-added processor of metal products.
OUR FOCUS AREAS
Customer
fulfilment
Product
integrity
Operational
efficiency

Our business
We will continue to improve our practices to reduce
the impact our business has on the environment.
OUR FOCUS AREA
GHG emissions

Our environment
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Our
people

We commit to ensuring a safe,
supportive and fulfilling environment
for everybody across our immediate
and extended stakeholder community.
Focus areas
• Employees
• Supply chain
• Community
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Health & wellness
We back our people — and their families — with health and
wellness programmes across New Zealand and Australia,
because supporting health and wellbeing extends beyond the
workplace. We believe this builds confidence, grows capability,
and helps our teams thrive, adapt, and make a positive impact
at work and in their communities.
FY25 DEVELOPMENTS
In FY25, we expanded our health and wellness programmes
to reach more people, offer greater support, and strengthen
our culture. Our teams stayed active and connected through
a wide range of health and wellness initiatives. Employees
made use of our seven gyms (five in Australia and two in New
Zealand). Our newest state of the art gym at our Dandenong
site in Melbourne attracted over 90% of the team there to
participate in epigenetic profiling.
We encourage both individual and group activities that
support health and wellness. High participation events
bring together large numbers of people in the spirit of fun
and camaraderie, inspiring others to join in. Highlights this
year included a boxing challenge, squat and bunny hop
competitions, the Vulcan Games, community BBQs, toolbox
talks, rock climbing, golf days, family training sessions, and
team-based wellness challenges.
Training with the WellCorp
team has guided me on my
road to recovery—now I can
run again, pain-free and
stronger than ever.
Leigh Gordon
Dandenong, Victoria
Employees
By supporting our people, we build stronger teams,
a stronger industry, and stronger communities.
>60%

engaged in regular
use for sites with
in-house gyms
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EMPLOYEES
1,352
RESPONDERS
1,027
RESPONSE RATE
76%
2025 diversity, equity and inclusion survey -
results summary
Diversity, equity and inclusion
Powered by people. Guided by purpose.
Our strength as a leading Australasian steel and metals
distributor comes from the people who show up to work every
day and embrace our people-first culture — at sites, on the
road, in processing centres, and in customer-facing roles.
Inclusion, mutual respect, and purpose are what turns strategy
into action. Our diverse and inclusive culture sparks new
ideas, strengthens teamwork, and enables strong operational
execution in the communities we are in. When people feel safe
to speak up, supported by their managers, and connected
to something bigger, they help navigate through challenges
and opportunities in business and drive performance across
our ESG goals.
At Vulcan, diversity, equity and inclusion (DEI) is:
DIVERSITY
The differences between us
EQUITY
Levelling the playing field
INCLUSION
Actively creating a welcoming workplace
In FY25, we deepened our understanding of who and what
helps our people thrive by listening closely to employee
sentiment, engagement levels, and trust in leadership. In
May/June 2025 we conducted our fourth annual diversity,
equity and inclusion survey.
76% of Vulcan employees completed the survey with 27
of our sites (of 66 sites) hitting 100% completion.
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR PEOPLE
28

increase (vs. FY24) in sites with
100% of employees responding
+5%
35%
40%
DEI SURVEY PARTICIPATION
The number of sites with 100% employee response
FY24FY25
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Female
Male
Non-binary (0%)
EMPLOYEE GENDER MIX
WORKFORCE TURNOVER
-9.2%
9.2% decrease in
employee turnover from
the last 2 years.
Vulcan
employees are
from 75 birth
countries
Nation diversity
Fostering workplace communication and social integration of
all Vulcan employees not only at the site they predominantly
work from but across the whole company is important at
Vulcan. At Vulcan, we are proudly diverse — our team spans
75 different birth countries, with 70 languages spoken and
one-third of our employees speaking more than one language
which reflects the diversity of the communities we serve.
Age diversity
At Vulcan, we value the unique strengths and perspectives that
come from a multi-generational workforce. Our team includes
37% of people aged 50 and over, and just over 1% aged 20 or
under. While our youngest group is small, they bring fresh ideas
and energy that complement the depth of knowledge and
experience in our more seasoned team members — together
creating a stronger, more dynamic workplace.
Gender diversity
The steel and metal industries have deep-rooted gender
imbalances, and Vulcan recognises that change takes
time and commitment. Our focus remains on addressing
unconscious bias through ongoing training, and applying that
awareness in recruitment and succession planning.
In FY25, our gender ratio was 85% male and 15% female, which
was consistent with FY24. More positively, 17% of our new hires
were female. While change is gradual, we are committed to
meaningful steps that support a more inclusive workforce —
grounded in capability, not quotas.
EMPLOYEE AGE MIX
85%
15%
20
30
40
50+
0100200300400500
33.5%27.8%24.3%
FY23FY24FY25
36.9%
23.6%
23.7%
15.8%
NZ/AUS
Rest of the world
27%
73%
EMPLOYEE COUNTRY OF ORIGIN
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Key initiatives
INCLUSIVE WORKPLACE TRAINING
Vulcan continued with unconscious bias training in FY25
and workplace communication programmes. Over the last
three years this has included the following attendees for
the programmes:
• Course 1: Understanding unconscious bias: 162 attendees
• Course 2: Mitigating unconscious bias in the employee
lifecycle: 65 attendees
In FY25, Vulcan focused on creating inclusive employee
connection networks that strengthen both individual wellbeing
and team cohesion.
CULTURE DAY
We celebrated International Women’s Day, World Mental
Health Day and hosted a Vulcan Culture Day where
employees shared their heritage through traditional dress
and participated in collaborative activities like ‘Our World’
map exercise. These initiatives benefit cultural expression
and belonging, helping create an environment where diverse
perspectives are valued and mental health conversations are
normalized across our workplace.
78% agreed they feel safe to speak up about mistakes
or concerns with others — a strong indicator of
psychological safety
79% say they can depend on their co-workers —
highlighting trust and team cohesion
81% of our team would recommend Vulcan
as a great place to work
EMPLOYEE ENGAGEMENT SURVEY
KEY HIGHLIGHTS
Workplace engagement and satisfaction
At Vulcan, our goal is to create a workplace where people
feel valued, connected, and proud of the work they do. We
believe work should be both enjoyable and rewarding — built
on clear expectations, a shared sense of purpose, and mutual
respect that allows everyone to thrive, both as individuals and
as a team.
Stable and steady
Having high competency with the right people in the right
places in the business is critical for sustaining our business
model. Decision-making is fast and this gives us the ability to
mitigate external risks with confidence.
For the second year running, workforce turnover has declined,
with a small lift in employee numbers — reflecting a steady
culture and a focus on long-term retention.
Engagement
These results reinforce the value of our people-focused
approach. We continue to invest in leadership development,
open communication, and training to ensure that inclusion
is not just a principle, but a practice embedded in our
daily culture.
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Supporting career growth
and development
Strong leadership drives both business performance and
positive environmental and social outcomes. By investing
in our people, Vulcan ensures our team has the skills and
expertise to deliver exceptional solutions.
Our leadership development approach focuses on building
capabilities that matter for long-term success: adaptive
thinking, inclusive decision-making, and the ability to lead
teams through change. These skills are essential as we work
toward our sustainability goals and respond to evolving
industry demands.
In FY25, we implemented the following leadership
development initiatives:
NeuroLeadership Institute partnership
We delivered a comprehensive six-month LEAD training
programme to over 50 leaders across Australia and
New Zealand. This programme strengthened core leadership
capabilities including effective coaching, evidence-based
decision-making, inclusive leadership practices, and creating
psychological safety within teams.
Frontline leadership programmes
Recognising that effective leadership happens at every
level, we piloted new programmes specifically designed for
workshop supervisors and frontline leaders. The leadership
and communication programmes provide practical
tools for managing teams, communicating change, and
maintaining safety standards. This programme will be rolled
out to additional sites throughout FY26, ensuring consistent
leadership capability across our operations.
Growth faculty membership
We provided more than 50 leaders with access to world-class
leadership thinking through virtual events featuring global
business authors and practitioners. This exposure to diverse
perspectives helps our leaders stay informed about emerging
best practices in people management, operational excellence
and sustainability.
Talent development and succession planning
Our ongoing commitment to growing leaders from within
continues across all Vulcan sites. Through structured coaching,
mentoring, and succession planning processes, we are
building a diverse pipeline of future leaders who understand
our business, share our values, and can drive our sustainability
agenda forward.
Impact and commitment
We remain committed to expanding leadership development
across all levels — helping to ensure we have the right
capability in place to support our people, have them remain
curious and innovative to strengthen our business, and
contribute positively to the communities we serve.
50+

leaders supported through
new leadership development
programmes in FY25
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32

Prioritising safety across
every site
At Vulcan, safety is a shared responsibility. It is part of how we
work, care for each other, and lead. We know that when people
feel safe to speak up, they help prevent harm — to themselves
and to their teams. In FY25, we introduced new initiatives to
strengthen Vulcan’s health and safety culture and make it
easier for everyone to play their part.
New tools for a safer workplace:
NOGGIN SAFETY PLATFORM
We implemented new health and safety reporting software,
Noggin, that enables comprehensive tracking of hazards and
incidents across all Vulcan sites for the first time.
Alongside this, we released Safety Site Lead, Safety Investigator,
and Worker Profiles, empowering site-level responsibility
and visibility.
IPADS FOR WORKER PROFILES
With the rollout of iPads linked to the Worker Profile system,
every employee now has direct access to log a hazard, near
miss, or incident into Noggin — from the floor, in real time.
These tools have enabled us to track and respond to potential
risks more effectively than ever before. As shown in the data,
hazard reporting has steadily increased — a strong sign of
greater safety awareness and proactive engagement.
Together, we are building a safer, more responsive
workplace for everyone.
Building skills for a
safer workplace
In FY25, we strengthened our safety culture by investing in
targeted training across our operations. These programmes
help ensure our people have the tools and confidence to work
safely every day:
• Safety reporting training: Practical sessions to ensure
all employees can confidently use the Noggin safety
reporting system.
• Return to work coordinator training: Equipping our team
with the skills to support safe and effective return-to-
work outcomes.
• Load restraint training: Ongoing external training at key sites
to ensure best practice in loading and transport safety.
• SOP review and training: 21 of Vulcan’s Standard Operating
Procedures were reviewed and updated, with training on
those SOPs delivered across relevant sites.
• Truck fleet safety: Targeted training and awareness
campaigns focused on safer driving and improving
driver safety.
90%
SAFE WORKING ENVIRONMENT
of all responding
employees agree or
strongly agree ‘My
site provides a safe
working environment.’
Jul
2024
Aug
2024
Sep
2024
Oct
2024
Nov
2024
Dec
2024
Jan
2025
Feb
2025
May
2025
Mar
2025
Apr
2025
Jun
2025
0
200
400
600
800
1,000
HAZARDS VS INCIDENTS
HazardsIncidents
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Supply chain
We monitor ways to improve on our supplier
engagement, decarbonisation initiatives, and
product assurance pathways.
Our impact extends beyond our own operations. That’s why we
take a value chain approach — working closely with suppliers
to drive responsible practices, build resilience, and make
shared progress.
Strong partnerships. Steady progress.
At Vulcan, strong relationships sit at the heart of our supply
chain. Our direct supplier partnerships span Europe, Asia,
Australia and New Zealand and gives us visibility, speed,
and trust — helping us deliver reliably while upholding the
standards our customers and stakeholders expect.
We operate responsibly across our value chain to build
trust, maintain our social licence, and contribute to a more
sustainable future.
We are convinced
that sustainability can
only succeed when
pursued together.
Shared progress on decarbonisation
Decarbonising the steel and metals sector is a complex, long-
term challenge — shaped by evolving technology, market
forces, and regulatory shifts. At Vulcan, we recognise that real
progress with reducing Scope 3 emissions is only possible
through partnering with suppliers.
We are encouraged by the real progress our suppliers
are making — from investing in electric arc furnace (EAF)
technology to early trials with green hydrogen. However, the
pace and scale of change remain uncertain, making it difficult
to project how quickly emissions reductions will follow. By
staying closely engaged with these developments, Vulcan is
well positioned to reduce embedded emissions over time and
support our customers with lower-carbon options.
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34

Upholding fair treatment across the chain
There were no changes to Vulcan’s supplier policies in FY25.
All suppliers are expected to comply with our Human Rights
Policy, Procurement Policy, and our Supplier Code of Conduct
(together our Supplier Policies).
We remain vigilant to risks such as modern slavery and
uphold ethical labour practices through direct engagement
and oversight.
• We use IPRO, an assessment and reporting platform, across
our top 20 suppliers, and apply it to all new or higher-risk
suppliers identified through due diligence.
• We conduct regular supplier reviews and follow-ups to
reinforce expectations around human rights, safe working
conditions, and transparency.
• New key suppliers undergo on-site validation and a
health and safety audit before any business relationship
is established.
Ensuring quality and sustainability
Our Procurement Policy reflects a balanced focus on:
• product and service quality
• transparent conduct
• commitment to sustainable innovation
We engage suppliers not only on current performance, but
also on their potential to re-engineer products for a more
sustainable future.
Understanding emissions in the supply chain
In FY25, we advanced our understanding of embodied carbon
and began planning our measurement methodology for our
Scope 3 emissions across the value chain. This work is critical
to aligning our procurement decisions with Vulcan’s climate
roadmap — and to supporting our key customers, who are
increasingly required to report emissions when tendering for
major projects.
To help meet this demand, we provide Environmental Product
Declarations (EPDs) from certified mills. EPDs are independently
verified documents that disclose the environmental impact
of a product across its life cycle, including embodied carbon.
This data supports our customers’ sustainability goals and
is recognised by Green Star (NZ) and the Infrastructure
Sustainability (IS) Rating Scheme in Australasia.
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We source our aluminium
from one of the world’s top
three cleanest smelters,
powered 100% by renewable
hydroelectricity and certified for
ultra-low carbon emissions.
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Vulcan in the community
We believe that supporting our people means looking after the
whole person — at work, at home, and in the community. That’s
why we offer meaningful parental leave, health and well-being
programmes, and opportunities for learning and development,
helping our people grow and thrive in all areas of life.
We stand beside our team members when adversity strikes
and support the wider Vulcan community when events like
wildfires or flooding impact their lives by providing short-term
help when it’s needed most.
Partnership with Halberg Youth Council, New Zealand
Since 2017, Vulcan has been proud to partner with the Halberg
Youth Council, providing both financial support and direct
mentoring to help unlock the potential of young people with
disabilities. This meaningful collaboration creates pathways
for these remarkable individuals to develop their voices and
channel their talents toward lasting success.
This year the Halberg Youth Council brought together eleven
passionate young leaders who champion positive sporting
and recreational experiences for their peers with physical
disabilities. These dedicated advocates drive initiatives across
New Zealand, including the inspiring Halberg Games — a
national tournament that celebrates young athletes aged 8 to
21 with physical disabilities or visual impairments.
More than just a sporting event, the Games create an inclusive
stage where talent shines and participation flourishes. Through
their advocacy and unwavering support, Youth Council
members — ranging from secondary school students to
university scholars — help build an environment where every
young athlete can thrive and discover what’s possible when
barriers are removed and potential is nurtured.
Community
We believe a sustainable future is built on strong,
connected communities — and we are proud to support
initiatives that help them thrive, across Australia and
New Zealand.
Vulcan Halberg Youth Council Scholarship
Jaden Movold was selected from a field of other high calibre
applicants. He made the opening address at the annual
Halberg awards this year to 1,100 people who attended the
awards, plus the outbound transmission on Sky TV.
Jaden is a tremendous advocate for disabled youth and aligns
completely with Vulcan’s values.
The “Power of Possible” is a
principle I strive to embody
every day... I’m eager to keep
pushing boundaries, breaking
barriers, and inspiring others
to recognise what’s possible.
Jaden Movold
2025 Vulcan Youth Council Scholarship recipient
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Arts Centre Melbourne - supporting pathways into live
performance careers
Since 2021, Vulcan has proudly supported Arts Centre
Melbourne’s Technical Production Traineeship Programmes —
a practical, hands-on initiative that opens pathways for young
people into Australia’s live performance industry.
This year’s trainees have worked on major events including
ASIA TOPA, the Melbourne Comedy Festival, Opera Australia,
the Australian Ballet, and a host of concerts and performances
across Arts Centre Melbourne, Sidney Myer Music Bowl, and
other leading venues.
Graduates complete the programmes with a nationally
recognised Certificate III in Live Production and Services,
equipped with the skills and experience to step confidently
into professional roles.
We are honoured to support these talented young people
in taking their first steps into this exciting industry.
Over two decades of life-saving support for the
Auckland Rescue Helicopter Trust
In FY25, we mark over 20 years of continuous support for the
Auckland Rescue Helicopter Trust — a partnership that reflects
our deep commitment to the communities we serve.
Each year, our donation helps fund critical care missions,
enabling highly skilled crews to reach patients in urgent need
across greater Auckland, the outer Hauraki Gulf islands, and
the Coromandel.
These missions save lives. Whether it’s a medical emergency
on a remote island or a serious accident far from hospital
care, we are proud to play a small part in helping these
teams do what they do best — respond swiftly, expertly, and
with compassion.
Arts Centre Melbourne 2024 technical trainees.
From left to right;
Sharni GlennWard — Production Lighting
Jean Twomey — Production Staging
Aanisha-Teresa Monteiro — Production Sound & Vision
1,045
AUCKLAND RESCUE HELICOPTER
RESCUE MISSIONS IN 2024
So far in 2025, 580 rescues.
(2024: 381 rescues
performed to 30 June 2024)
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The New Zealand Dance Company
This year, Vulcan continued its support of the New Zealand
Dance Company — an organisation dedicated to celebrating
and strengthening Aotearoa’s diverse dance culture. Our
support helped fund local workshops with students in South
Auckland, fostering creativity, confidence, and connection
through movement. We are proud to back initiatives that
enrich our communities and inspire the next generation.
James Cook High Dance Workshop - South Auckland NZ
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Our
business

We will continue our focus on customer
service as a dependable steel and metals
partner and value-added processor of
steel and metals products.
Focus areas
• Customer fulfilment
• Product integrity
• Operational efficiency
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At Vulcan, on-time delivery is central to how we operate
responsibly and sustainably. Our 98% DIFOT (delivered in
full, on time) performance in FY25 across New Zealand
and Australia reflects our commitment to reliability and
responsiveness. For two consecutive years we have
achieved a DIFOT rate of 98%.
We are market-driven, focused on efficient logistics,
reducing waste, and streamlining resource use where
it counts across the supply chain to better serve
our customers.
Customer fulfilment
Our focus is firmly on being the steel and metals partner
our customers can count on — maintaining inventory
levels and delivering reliable distribution and value-added
processing that supports their success.
98%
FY25 DIFOT RATE
for 2 consecutive years
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In FY25, we enhanced our systems to improve visibility
from source to site, with all certified mill products carrying
Environmental Product Declarations (EPDs). These provide
independently verified lifecycle data and support Green Star
and Infrastructure Sustainability (IS) ratings in New Zealand.
We remain compliant with the SCNZ Structural Steel Distributor
Charter and support the SSA certification programmes in
Australia. Across both markets, we’re committed to helping
customers access the quality, certification, and sustainability
information they need — and continuing to strengthen how
we source responsibly, reduce risk, and deliver with integrity.
We appreciate it’s front of mind for our customers, not just
nice to do.
Our metal product solutions
ENGINEERING STEEL
Our commitment to product integrity is reflected in how we
source and supply engineering steel — with a clear focus on
quality, sustainability, reliability, and community impact.
• Local production: Around 30% of our engineering steel is
sourced from an Australian mill leading the way in carbon-
neutral innovation. This includes partnerships to improve
energy efficiency and align production with low-emission
electricity use. Buying locally not only reduces transport
emissions but also strengthens regional economies.
• Global sourcing: To complement local supply, we source
from trusted partners in Europe and Asia. These suppliers
are regularly assessed to ensure quality, continuity, and
alignment with our sustainability goals.
This dual sourcing strategy ensures we deliver dependable,
high-performance steel solutions — supporting both local
industry and global best practice.
STAINLESS STEEL
Stainless steel makes up a significant portion of our business
and plays a vital role in many of our customers’ industries. As
there is no stainless steel mill currently operating in Australasia,
we source our products from trusted international partners,
ensuring consistent quality and reliable supply.
Every stainless steel order is supported by full material
traceability and certification, giving our customers confidence
in product integrity and compliance.
To minimise waste and maximise resource efficiency, Vulcan
has invested in advanced cutting technology that reduces
scrap generation. All offcuts are fully recyclable and sold
for reuse — supporting a circular materials economy and
reducing environmental impact.
ALUMINIUM
Aluminium is a lightweight, durable, and infinitely recyclable
metal — making it a key material in our product offering.
Vulcan sources high-quality aluminium for use in our two
extrusion plants, with a strong focus on sustainability.
Our New Zealand aluminium is supplied by one of the world’s
lowest carbon smelters, powered entirely by hydroelectricity.
This ensures our local supply is not only reliable but also low in
embedded emissions.
We support a circular economy through active recycling
programmes. All production scrap is sent to local re-melt
facilities, where it is repurposed into billet for reuse — reducing
waste and closing the loop on materials.
Product integrity
At Vulcan, doing the right thing is core to how we work —
for our customers, our industry, and the environment.
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42

As a key link in the supply chain, Vulcan
is proud to support a more transparent,
accountable, and low-carbon future.
We appreciate it’s front of mind for our
customers, not just nice to do.
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43

Our FY24 ESG materiality assessment identified operational
efficiency as a key priority, and we believe that taking
consistent action today shapes a future worth living in for
generations to come.
In FY25, we continued making practical gains across
our operations — expanding renewable energy use
and embedding lower-carbon logistics solutions. These
incremental improvements are adding up, helping us reduce
emissions, cut waste, and operate more responsibly every day.
Supporting low-carbon local sourcing
We source 100% of our aluminium in New Zealand from a local
producer powered by renewable hydro energy. Recognised
among the world’s cleanest smelters, this partnership helps us
lower embedded emissions while supporting local industry.
Powering up with solar
Expanding our solar panel rollout is of great importance to
our ESG strategy. Emissions from purchased electricity are the
largest contributors to our Scope 1 and 2 carbon footprints,
particularly in Australia where renewable energy is less
available on the grid. In Australia, nine out of 18 sites now have
solar panels , while New Zealand has 2 sites.
As part of our commitment to renewable energy efficiency and
lowering our carbon footprint, we have made strong progress
on completing feasibility assessments for the installation of
solar panels at more sites across our operations. This year,
both our extrusion sites completed detailed feasibility studies
for solar installation. We’re now moving into action — with solar
installation at our Kurri Kurri site underway and on track for
completion by the end of calendar year 2025. Next up is our
Hamilton site, where we are finalising regulatory approvals
and expect to begin construction by the end of 2025. These
projects reflect our ongoing efforts to embed sustainability into
the way we operate — step by step, site by site.
Transitioning our car fleet to hybrids
Vulcan’s car fleet currently comprises 68% hybrid cars.
Wherever conditions allow, we opt for fully hybrid vehicles
— reflecting our commitment to reducing emissions while
maintaining the reliability our teams need on the road.
However, reaching customers in remote and rural parts of
Australia often requires the capability and durability of a
ute. In these cases, it’s the most practical and operationally
sound choice.
Network optimisation
Our hub-and-spoke distribution model underpins a more
efficient and lower climate-impact supply chain. By
consolidating inbound shipments at regional hubs and
optimising local delivery routes, we reduce overall transport
distances and improve load efficiency — directly lowering our
carbon emissions intensity. These efficiencies are achieved
without compromising the reliability and responsiveness our
customers expect across Vulcan’s network.
Developing further hybrid sites
Integrating steel, aluminium and other metals operations into
hybrid sites unites our company and broadens our network
reach, creates a local market presence offering greater cross-
sell opportunities through a one-stop business model.
Operational efficiency
At Vulcan, operational efficiency drives
sustainable progress.
We anticipate our solar
installation in the Hamilton
extrusion plant will be in
the top 3 largest rooftop
solar power generators in
New Zealand when complete.
Zubair Khan
Vulcan Commercial Manager
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR BUSINESS
44

68% of our fleet is now hybrid. We’re
making steady progress, with future
improvements expected as EV/hybrid
capabilities evolve to meet our long-
distance needs.
VULCAN.CO
45

Our
environment

We will continue to improve our practices to reduce
the impact our business has on the environment.
Focus area
• GHG emissions
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR ENVIRONMENT
46

Our carbon emissions strategy
In FY25, we began working towards measuring Scope 3
emmissions in alignment with the XRB climate-related
disclosure requirements. Through a series of internally led
transition workshops, our teams are building the capability
and processes needed to meet these standards. This work is
well underway and on track to be delivered within the required
timeframes, strengthening our ability to manage climate-
related risks and opportunities.
We know change will not happen overnight. But by investing in
better data systems, engaging closely with our supply chains,
and staying open to emerging lower emissions technologies,
we are laying the groundwork for long-term impact.
In FY25 we upgraded our environmental data management
systems, focusing on data standardisation and automation to
further improve traceability, accuracy and reliability — helping
us measure what matters and track progress with confidence.
Climate Impact Management
We recognise climate change as both a business risk and
operational priority. Our approach integrates carbon emissions
reduction with strategic business goals while systematically
assessing climate-related risks across our operations and
supply chains. Our mandatory “Climate-Related Disclosures”,
beginning on page 94 of this FY25 Annual Report, detail how
we identify and manage these risks alongside our emissions
reduction efforts.
GHG emissions
Building for the long term — sustainably, and with purpose.
At Vulcan, our path to growth and sustainability is shaped by
steady progress and practical action. As a steel and metal
distributor operating across Australasia, we are committed to
reducing our carbon emissions intensity over time — not just
to meet expectations, but because it makes our business more
resilient, efficient, and future-ready.
VULCAN.CO
47

Measuring our carbon footprint
While FY25 didn’t bring step-changes in emissions reduction,
our direction is clear: to reduce greenhouse gas emissions
per tonne, site by site, and decision by decision. We remain
alert and focused on practical incremental improvements
today, while positioning the business to benefit from
tomorrow’s solutions.
Vulcan’s material source of measured greenhouse gas
emissions that are sourced from Vulcan’s owned or controlled
activities, Scope 1 and Scope 2, are set out below.
GHG emissions performance
In FY25, Vulcan’s Scope 1 and 2 emissions reduced 10.88%
in absolute emission terms. In terms of emissions intensity
measures, these have decreased despite reduced sales
activity. These results reflect early progress from initiatives
implemented over the past two years - a positive signal
that our efforts to reduce emissions are starting to deliver
measurable outcomes.
As an intermediary business between producer and our
customer, Vulcan operates with relatively low Scope 1
and 2 emissions:
• Scope 1 emissions are primarily from fuel used in our
vehicle fleet.
• Scope 2 emissions relate to electricity purchased from
national and state grids, calculated using location-
based methodology.
In addition to measuring and tracking our absolute emissions
we track intensity emissions to understand our “carbon
efficiency” and how it is changing over time.
Inclusions FY25 Tonnes CO
2
FY25 PercentFY24 Tonnes CO
2
FY24 PercentYoY percentage change
1
Scope 15,92547.95%6,53247.11%-9.29%
Scope 26,43252.05%7,33352.89%-12.29%
Scope 1 and 2 total12,357100.00%13,865100.00%-10.88%
Emissions per unit of activity
(unless otherwise stated)FY25FY24YoY percentage change
Revenue NZ$m9481,064-10.92%
Scope 1 and 2 tonnes of CO2 per NZ$m revenue13.013.00.04%
Sales volume ('000 tonnes)214229-6.43%
Scope 1 and 2 kg of CO2 per sale tonne57.860.7-4.76%
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR ENVIRONMENT
48

The relative contribution of each emission source
is presented below.
The greatest proportion of our emissions is from Australian
generated electricity consumption, the bulk of which is
sourced from non-renewable energy. Electricity from
New Zealand is largely generated from renewable energy.
Scope 3 measurement
We’re working to improve the quality and coverage of our
Scope 3 emissions data, recognising its growing importance
to our customers. As more clients seek embedded carbon
information to meet their own reporting obligations, we’re
committed to supporting them with clearer, more reliable
data over time.
Diesel NZ
Petrol AU
Diesel AU
Electricity NZ
Petrol NZ
Electricity AU
2025 EMISSIONS BREAKDOWN
18%
24%
5%
47%
3%
3%
12,357
t CO
2
e
VULCAN.CO
49

Reducing carbon emissions initiatives
Vulcan is making practical operational changes that align
business efficiency with environmental responsibility. The
strategy is to maintain reliable customer service while
reducing the carbon intensity of getting steel and metal
products from suppliers to customers.
Network optimisation strategy
Our network optimisation strategy includes implementing
a hub and spoke distribution model, consolidating inbound
shipments at strategic hubs before efficient outbound
delivery to regional customers. This approach reduces total
transport distances and vehicle emissions while maintaining
our commitment to reliable, local service and greater
sales opportunities.
Solar energy implementation
We are increasing solar capacity across our existing sites
where feasible, expanding our renewable energy use to
further reduce grid electricity reliance. These enhanced solar
panel installations lower our operational carbon footprint
while delivering long-term energy cost benefits that support
sustainable business operations.
Hybrid fleet programmes
Today, 68% of our car fleet is hybrid, up from 48% in FY24. This
reflects our commitment to reduce operational emissions
wherever feasible. In fact, when combining hybrids and utility
vehicles (utes), 88% of our fleet is now comprised of lower-
emissions options. Where hybrid alternatives exist, we prioritise
them — without compromising on performance, safety or the
ability to meet our customers’ needs.
While long travel distances and limited charging infrastructure
still present challenges for full electrification of our vehicle fleet
in some regions, we continue to review developments closely.
Our transport decisions are grounded in what works practically
today — while paving the way for future progress.
Company truck fleet upgrades
Our long term plan for decarbonisation remains focussed
on adapting to new technology, such as hydrogen powered
trucks, as and when they become viable.
Green steel technology and supply
As demand grows for lower-carbon steel, technologies like
Electronic Arc Furnaces (EAFs) are key to reducing embedded
emissions in the supply chain.
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR ENVIRONMENT
50

Electric Arc Furnaces (EAFs)
can cut greenhouse gas
emissions by approx.70%
compared to traditional Blast
Furnace methods.
Source: World Steel 2022
BLAST FURNACE AND SCRAP EAF COMPARISON
Tonnes CO
2
/tonne of crude steel cast
BLAST FURNACESCRAP EAF
̃ 70%
EAF steel offers the
greenest, safest, and most
energy-efficient method
of steelmaking.
Source: Steel Manufacturers Association (SMA), the Largest Steel
Association IN THE U.S.
2.33
0.68
51
VULCAN.CO

Our
growth

We strive for sustainable and
resilient business growth.
Focus areas
• Communication
• Governance
• Climate change
VULCAN ANNUAL REPORT 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE – OUR GROWTH
52

This ESG section of our FY25 Annual Report reflects factual
communication about our activities and progress. It is about
sharing what we have accomplished, what we are working
on, and how we are measuring our impact as we navigate
the steel industry’s transition and continue building a more
sustainable business.
We keep our investors informed through a dedicated website
that houses all the essentials — annual reports, financial
statements, all announcements made to ASX and NZX,
notice to shareholder meetings, key dates for investors and
corporate governance information. This FY25 Annual Report
and upcoming shareholder meeting details, can be found at
investors.vulcan.co.
Stakeholder engagement
INTERNAL ENGAGEMENT
In FY25, our executive ESG team participated in comprehensive
climate transition workshops to identify opportunities,
plan investments, and enable positive change across
our operations. These sessions created a foundation for
meaningful action on sustainability.
Building on this leadership commitment, our management
team holds regular face-to-face meetings with employees,
sharing progress updates and discussing how everyone’s work
contributes to our environmental goals. These conversations
help our people understand their important role in building
business resilience while creating a workplace where ideas
and questions are welcomed.
Communication
Effective communication underpins sustainable growth.
EXTERNAL ENGAGEMENT
Customer conversations
Regular discussions with customers focus on sustainable steel
options and supply chain considerations. These conversations
help align evolving market needs with available lower-
carbon alternatives.
Supplier partnerships
Direct engagement with supply partners centres on
environmental standards and shared transition planning.
Strong relationships support consistent progress toward
responsible sourcing practices.
Community connection
Updates to local communities maintain transparency about
operations and environmental performance. We actively
listen to concerns and provide clear information about
improvement initiatives.
VULCAN.CO
53

The Board is committed to maximising performance,
generating appropriate levels of Shareholder value and
financial return, and sustaining the growth and success

of Vulcan.
In conducting Vulcan’s business with the above objectives,
the Board seeks to ensure that Vulcan is properly managed
to protect and enhance shareholders’ interests, and that
Vulcan and its personnel and representatives operate in an
appropriate environment, and maintain high standards, of
corporate governance. Accordingly, the Board has created

a framework for managing Vulcan, including adopting relevant
internal controls, risk management processes and corporate
governance policies and practices which it believes are
appropriate for Vulcan’s business and which are designed to
promote the responsible management and conduct of Vulcan.
Vulcan is a New Zealand incorporated company, with
a primary listing on the ASX and a secondary listing on
the NZX as a foreign exempt issuer. Vulcan’s corporate
governance policies and practices have been developed with
regards to the recommendations set by the ASX Corporate
Governance Council in its Corporate Governance Principles
and Recommendations (4th edition, February 2019) and the
NZX Corporate Governance Code (dated 31 January 2025).
The Board and its Committees regularly review Vulcan’s
governance policies and practices to ensure they consistently
reflect regulatory requirements and market practice.
Vulcan has a dedicated investor website which contains
copies of Vulcan’s annual reports and financial statements
(including this FY25 Annual Report), all announcements made
to ASX and NZX, notices of shareholder meetings, key dates for
investors, and Vulcan’s corporate governance policies, charters
and statements. Vulcan’s investor website can be found at
investors.vulcan.co
CORPORATE GOVERNANCE STATEMENT
The Governance section of this FY25 Annual Report sets out
Vulcan’s response to the eight principles, and associated
recommendations, contained in the ASX Recommendations.
Vulcan considers that its governance arrangements are
consistent with the ASX Recommendations with the exception
of setting measurable objectives for acheiving gender diversity
(refer to page 78 for further details).
Vulcan has filed its ASX Appendix 4G, which checklist cross-
references the ASX Recommendations to Vulcan’s relevant
governance disclosures, separately with ASX.
Governance
Assessing risks, setting clear direction and targets
to achieve visionary purpose and business goals.
Vulcan’s governance philosophy
VULCAN ANNUAL REPORT 2025 GOVERNANCE
54

BOARD ROLE AND RESPONSIBILITIES
As part of Vulcan’s governance framework, Vulcan’s Board
has a formal Board Charter. The Board Charter was originally
adopted by the Board in September 2021. The Board Charter
is reviewed annually by the Board, with the last review and
approval in November 2024.
The Board Charter sets out the principles for the operation
of the Board and the functions of the Board by describing
the structure of the Board and its Committees, the need for
independence and other obligations of directors. The Board
Charter is available on Vulcan’s Investor Website.
The Board of Vulcan is responsible for, and oversees the
governance of, Vulcan. Clause 2 of the Board Charter sets out
the further responsibilities and functions of the Board which
the Board specifically reserves for itself (without limiting the
Board’s overall duties and responsibilities).
The Board’s responsibilities include defining Vulcan’s purpose,
setting its strategies and risk appetite, and approving budgets
and business plans. The Board may delegate consideration of
a matter to a committee of the Board specifically constituted
for the relevant purpose.

CHAIR’S ROLE AND RESPONSIBILITIES
The Chair’s role is set out in the Board Charter and includes
leading the Board so that it operates effectively, as well
as facilitating interaction between the Board and senior
management (including the Lead Team). Clause 9 of the Board
Charter sets out the full responsibilities of Vulcan’s Chair.
Russell Chenu is Vulcan’s Chair, having been appointed on 18
June 2021. Russell is an independent non-executive director.
As announced on 16 June 2025, Russell Chenu has indicated
his intention to step down from his role as Chair of Vulcan’s
Board. To ensure continuity of strategic alignment and to retain
Rhys Jones’ deep industry expertise at the Board level, the
Board is proposing for Rhys to succeed Russell as Board Chair.
Rhys intends to stand for election as a director at Vulcan’s
next annual shareholder meeting and, subject to his election,
will then assume the role of Chair of the Board, as a non-
independent non-executive director, from

1 January 2026.
CHANGES IN DIRECTORS
Vulcan has an experienced Board, which composition has been
relatively consistent for a number of years. The Board currently
comprises six directors, of which four directors are non-
executive directors and two are executive directors.
The only change to Vulcan’s Board during FY25 was the
resignation of Wayne Boyd after serving as a director for almost
30 years. The table below shows the timing of this change.
1 July 2024 to 1 November 20242 November 2024 to 30 June 2025
Russell Chenu (Chair)Russell Chenu (Chair)
Rhys Jones (MD/CEO)Rhys Jones (MD/CEO)
Wayne BoydAdrian Casey
Adrian CaseyBart de Haan
Bart de HaanNicola Greer
Nicola GreerCarolyn Steele
Carolyn Steele
It is proposed that from 1 January 2026 Vulcan’s Board will
comprise seven directors as noted below:
From 1 January 2026
Rhys Jones (Chair)
Russell Chenu (Lead independent director)
Gavin Street (MD/CEO)
Adrian Casey
Bart de Haan
Carolyn Steele
Nicola Greer
BOARD TENURE, EXPERIENCE AND QUALIFICATIONS
The experience, qualifications and tenure of Vulcan’s current
Directors are set out in the following two pages.
Board of Directors
VULCAN.CO
55

Russell Chenu
CHAIR AND INDEPENDENT NON-EXECUTIVE DIRECTOR
Date appointed: 18 June 2021
Member of the Audit and Risk Committee
Member of the People and Remuneration Committee
Russell has significant experience across the corporate
sector, having held senior management roles in several
ASX-listed companies, including building products
companies such as James Hardie, where he was Chief
Financial Officer for 10 years until 2013.
Russell holds a Bachelor of Commerce degree from
the University of Melbourne, a Masters of Business
Administration from Macquarie Graduate School of
Management and is a Member of the Society of Certified
Practising Accountants (Australia).
Other current listed/ex-listed company directorships:
Reliance Worldwide Corp (ASX: RWC).
CIMIC Group (ASX listed until May 2022).
Former listed company directorships in last three years: None
Rhys Jones
MANAGING DIRECTOR
Date Appointed: 5 September 2006
Rhys joined Vulcan almost 19 years ago as an executive
director, and since 2011 has been Vulcan’s Managing
Director and Chief Executive Officer.
Rhys has over 30 years’ experience working in the
Australasian steel, manufacturing, building and packaging
industries.
Rhys holds a Bachelor of Science (Chemistry) from Victoria
University of Wellington, and a Bachelor of Business Studies
with first class honours and a Masters in Business Studies
by thesis, both of which are from Massey University.
Other current listed company directorships:
Ridley Corporation Limited (ASX: RIC).
Former listed company directorships in last three years:
Metro Performance Glass Limited (NZX:MPG, ASX:MPP).
Adrian Casey
EXECUTIVE DIRECTOR
Date Appointed: 13 September 2022
Adrian re-joined the Vulcan Board almost three years
ago, having previously been a director for over 14 years
from May 2001 to December 2015.
Adrian has significant experience in the steel sector in
Australia and New Zealand, having worked in that sector
for over 40 years. He held management positions in a
major New Zealand steel distribution operation before
leaving to build his own downstream steel operation
which he then successfully merged with Vulcan in 1998.
Adrian holds a New Zealand Certificate in Quantity
Surveying from the Christchurch Polytechnic, and
completed the Advanced Management Program
from the Wharton Business School of the University of
Pennsylvania.
Other current listed company directorships: None.
Former listed company directorships in last three years: None.

Bart de Haan
INDEPENDENT NON-EXECUTIVE DIRECTOR
Date Appointed: 21 September 2015
Chair of the People and Remuneration Committee
Bart is currently Vulcan’s longest serving non-executive
director, having joined the Board almost 10 years ago.
He is an experienced strategy consultant, having
worked with senior management and boards of top 50
companies in Australia, the United States, and Holland
scanning across numerous sectors (including energy,
transport, resources and building products).
Bart co-founded the boutique strategy consulting firms
Pacific Strategy Partners and Australian Consulting
Partners in Australia. Prior to that, he was a partner at A.T.
Kearney and a consultant at Boston Consulting Group.
Bart holds a Bachelor of Arts in Sociology from
the University of Tilburg and a Masters of Business
Administration from New York University.
Other current listed company directorships: None.
Former listed company directorships in last three years: None.

Our Board
VULCAN ANNUAL REPORT 2025 GOVERNANCE
56

Nicola Greer
INDEPENDENT NON-EXECUTIVE DIRECTOR
Date Appointed: 5 September 2023
Member of the Audit and Risk Committee
Member of the People and Remuneration Committee
Nicola is a professional company director, currently
holding four directorships with South Port NZ Limited,
Precinct Properties New Zealand Limited, Fidelity Life
Assurance Company Limited and New Zealand Railways
Corporation. She is also a member of the New Zealand
Markets Disciplinary Tribunal. Previously Nicola was a
director of Airways Corporation NZ and Heartland Bank
Limited.
Prior to embarking on her governance career, Nicola
worked in New Zealand, Australia and the United Kingdom
in the banking and finance sectors, holding a range
of senior roles within financial markets and asset and
liability management at ANZ Bank, Citibank and Goldman
Sachs.
Nicola holds a Master of Commerce with First Class
Honours in Management Science from Canterbury
University.
Other current listed company directorships:
Precinct Properties New Zealand Limited (NZX: PCT).
South Port NZ Limited (NZX: SPN).
Former listed company directorships in last three years: None.
Carolyn Steele
INDEPENDENT NON-EXECUTIVE DIRECTOR
Date Appointed: 16 August 2021
Chair of the Audit and Risk Committee
Member of the People and Remuneration Committee
Carolyn currently serves as a professional independent
director on five company boards, Property For Industry
Limited, Oriens Capital GP 2 Limited, WEL Networks Limited
, ANZ Bank New Zealand Limited and Green Cross Health
Limited (although she has resigned from Green Cross
with her resignation taking effect from the date a suitable
replacement director is appointed). She is also a trustee
of the Halberg Foundation, having previously been
Chair for nine years until November 2024. Carolyn has
previously been a director for Datacom Group Limited,
Metlifecare Limited and Tuatahi First Fibre Limited.
In an executive capacity, Carolyn had considerable
experience in capital markets, mergers and acquisitions
and investment management, having been Portfolio
Manager at Guardians of New Zealand Superannuation
(the Crown entity that manages the New Zealand
Superannuation Fund) and in investment banking at
Credit Suisse and Forsyth Barr.
Carolyn holds a Bachelor of Management Studies (First
Class Honours) from the University of Waikato.
Other current listed company directorships:
ANZ Bank New Zealand Limited (NZDX: ANB).
Green Cross Health Limited (NZX: GXH).
Property For Industry Limited (NZX:PFI).
Former listed company directorships in last three years: None.
Sarah-Jane Lawson
COMPANY SECRETARY
Sarah-Jane is a qualified lawyer, previously working
at Hudson Gavin Martin, Bell Gully and in-house legal
counsel at Coca-Cola Amatil.
Sarah-Jane holds a Bachelor of Laws (Honours) and
Bachelor of Commerce (Accounting) from the University
of Auckland, and a New Zealand Law Society practising
certificate.
VULCAN.CO
57

BOARD NOMINATION AND APPOINTMENT
The PRC Charter provides that the PRC will (amongst other
matters) make recommendations to the Board with regards to:
• the size and composition of the Board through considering
the Board skills matrix (discussed further below), succession
planning, diversity objectives and other relevant factors;
• re-election of existing directors; and
• identifying qualifying individuals as possible new directors.
Procedures for the appointment and removal of directors are
governed by Vulcan’s Constitution, the Companies Act and
ASX and NZX Listing Rules.
The Board will ensure that Vulcan undertakes appropriate
background checks (including character, experience,
education, criminal record and bankruptcy history checks)
before a candidate is put forward to be appointed as
a director (whether by Shareholders or the Board).
Vulcan will also provide Shareholders with all material
information in its possession relevant to the decision on
whether or not to re-elect an existing director or appoint a
new director (including a director previously appointed by the
Board). This information (which will include the information
set out in ASX Recommendation 1.2) will be provided in each
notice of ASM, as well as any other channels Vulcan considers
appropriate.
Vulcan has a written agreement with each non-executive
director (in their personal capacity) setting out the terms of
their appointment as a non-executive director of Vulcan. Each
agreement provides (amongst other matters):
• the responsibilities of the Board;
• Vulcan’s expectations of the time commitment required of a
director in serving on the Board;
• requirements with respect to the disclosure of a director’s
interests and matters that could affect a director’s
independence;
• confidentiality obligations relating to all non-public
information disclosed to a director during their directorship;
• the requirement to seek Vulcan’s approval before accepting
additional commitments that might affect the time that a
director is able to devote to their role as a Vulcan director;
• the entitlement to access company information, and seek
independent professional advice;
• the applicable director fee; and
• other key company and corporate governance practices
and policies that every director is required to comply with,
such as Vulcan’s Securities Trading Policy.
In October 2021, Vulcan entered into a Deed Poll of Indemnity,
Access and Insurance pursuant to which Vulcan provides
certain indemnities, and covenants to take out and maintain
certain insurance, in favour, and for the benefit, of each director.
A copy of that Deed, as well as details relating to Vulcan’s
current directors’ and officers’ insurance arrangements, are
provided to each director prior to their appointment and are
referred to in the agreement with

each director.
Vulcan does not prescribe a fixed term of office for its directors,
but each NED’s term is subject to the retirement provisions
contained in Vulcan’s Constitution and the ASX and NZX Listing
Rules.
BOARD AND COMMITTEE MEETINGS
The number of Board and Board Committee meetings held, and the number attended by each of the Directors of Vulcan, during the
FY25 reporting period are listed below.
For Board Committee meetings there is a standing invitation to any Directors who are not members of that Board Committee to
attend and observe such Committee’s meetings, and some Directors do attend from time to time. The above table only reflects
attendance at Committee meetings by those Directors who are members of the relevant Committees.
BoardAudit and Risk CommitteePeople and Remuneration Committee
Current DirectorHeldAttendedHeldAttendedHeldAttended
Adrian Casey 1010----
Russell Chenu10105555
Bart de Haan 1010--55
Nicola Greer 10105555
Rhys Jones 1010----
Carolyn Steele 10105555
Wayne Boyd
1
66----
1. In FY25, Wayne was only a director of Vulcan from 1 July 2024 to 1 November 2024.
VULCAN ANNUAL REPORT 2025 GOVERNANCE
58

DIRECTOR INDEPENDENCE
In FY25, the Board developed guidelines for assessing the
materiality of the director’s relationship that may affect

their independence (in accordance with clause 13(b) of
the Board Charter).
In determining whether a director is independent, the Board
considers whether the director is free of any interest, position or
relationship that might influence, or reasonably be perceived
to influence, their capacity to bring an independent judgement
to bear on issues before the Board and to act in the best
interests of Vulcan as a whole, rather than in the interests of an
individual shareholder or any other person.
The Board regularly assesses the independence of its directors,
and each director is required to provide information relative to
this assessment. The latest assessment of the independence of
each of the four non-executive directors (Russell Chenu, Bart de
Haan, Nicola Greer and Carolyn Steele) was conducted at the
June PRC meeting and at the Board meeting in August 2025.
Particularly, the Board confirmed that Carolyn should continue
to be classified as an independent director in accordance with
the ASX Recommendations and section 13 of Vulcan’s Board
Charter. Carolyn’s appointment as a director of ANZ Bank New
Zealand Limited was noted and was considered to be not of
a type described in ASX Recommendation 2.3. Further in the
Board’s opinion, while it is relevant that Carolyn’s husband is
an employee of Forsyth Barr Group Limited (FBGL), and FBGL,
Forsyth Barr Investment Management Limited and Octagon
Asset Management Limited are together currently substantial
shareholders in Vulcan (as set out in the Notice of Change
of Interests of Substantial Holder dated 25 January 2023 and
filed with ASX), there are countervailing circumstances that
support Carolyn’s characterisation as an independent director.
In making this assessment, the Board (other than Carolyn) took
into account the following matters:
- Carolyn’s husband holds less than 0.2% of the total
shares in FBGL, which holding represents an immaterial
percentage of the shares in FBGL;
- Carolyn’s husband’s influence by virtue of his role as an
investment adviser represents an immaterial percentage
of Forsyth Barr’s total shareholding in Vulcan and in any
event falls short of having any power or control over
acquisition, disposal or voting decisions;
- where, in its capacity as a shareholder of Vulcan, FBGL
may exercise investment (acquisition and disposal
decisions) and voting discretion on behalf of its clients,
it does so with a corresponding duty. This duty and any
power or element of control over decision making on
investment decisions and voting are sufficiently removed
from any relationship or influence from Carolyn (either
on her own account or through her relationship with Mr
Steele); and
- the Forsyth Barr group are not a substantial security
holder as beneficial owners.
The Board also confirmed that Russell, Bart and Nicola do not
have an interest, position, association or relationship of the
type described in ASX Recommendation 2.3, are not aligned
with the interests of management or a substantial holder,
and can and will bring an independent judgement to bear
on issues before the Board. As such, Russell, Bart and Nicola
are appropriately characterised as independent directors in
accordance with the ASX Recommendations and section 13 of
Vulcan’s Board Charter.
As at this Report Date, the Board considers that the same
four directors are independent, being Russell Chenu, Bart de
Haan, Nicola Greer and Carolyn Steele. With four of Vulcan’s six
(66.67%) directors (and all four of the NEDs) considered to be
independent directors, Vulcan has a majority of independent
directors on its Board. In addition, Vulcan’s Chair, Russell Chenu,
is an independent director.
VULCAN.CO
59

DirectorEntityInterest
Adrian Casey Investor in the following four property syndicates where a company
within the Vulcan Group is a tenant:
Palmerston North Investments Limited
Plasma Investments Limited
Pounamu Investments Limited
Texas Properties Limited
Shareholder
Shareholder
Shareholder
Shareholder
Russell ChenuCIMIC Group Limited
Reliance Worldwide Corporation Limited (ASX:RWC)
Scappino Pty Limited
Director
Director
Director
Bart de HaanNoneNone
Nicola GreerNew Zealand Railways Corporation
Fidelity Life Assurance Company Limited
South Port New Zealand Limited (NZX: SPN)
Awarua Holdings Limited
Precinct Properties New Zealand Limited (NZX: PCT)
Precinct Properties Investments Limited
NZX Markets Disciplinary Tribunal
Director
Director
Director
Director until 19 June 2025
Director
Director
Member
Rhys JonesRidley Corporation Limited (ASX: RIC)Director
Carolyn SteeleGreen Cross Health Limited (NZX: GXH)
WEL Networks Limited
Oriens Capital GP2 Limited
Property for Industry (NZX:PFI)
ANZ Bank New Zealand Limited (NZDX: ANB)
Halberg Foundation
Director*
Director
Director
Director
Director appointed 1 April 2025
Trustee
Chair until 18 November 2024
* As announced on 31 July 2025, Carolyn has resigned as a director of Green Cross Health Limited, with such resignation to take effect from the date that a suitable replacement
director is appointed.
DISCLOSURE OF INTERESTS BY DIRECTORS
Directors have made the following general disclosures of interests in accordance with section 140(2) of the Companies Act.
Changes to general disclosures during FY25 are noted in italics, for the purposes of section 211(1)(e) of the Companies Act.
No disclosures were made of interests in transactions under section 140(1) of the Companies Act.
VULCAN ANNUAL REPORT 2025 GOVERNANCE
60

CompanyDirectors
Ullrich Aluminium Co LimitedRhys Jones, Adrian Casey
Vulcan Steel (Australia) Pty LimitedWayne Bowler, Bradley Childs, Matthew Lee
Ullrich Aluminium Pty LimitedAdrian Casey, Bradley Childs
Director
Number of
securities
acquired /
(disposed)Consideration
Nature of
relevant
interest
Date of
transaction
Date of
disclosure
to ASX/NZX
Russell Chenu2,500$18,625On-market
purchase of
ordinary shares*
15 November 202422 November 2024
10,000$74,250On-market
purchase of
ordinary shares*
20 November 202422 November 2024
950$6,887.50On-market
purchase of
ordinary shares*
21 November 202422 November 2024
7,592$55,796.60On-market
purchase of
ordinary shares*
28 February 20256 March 2025
408$2,978.40On-market
purchase of
ordinary shares*
3 March 20256 March 2025
* All shares were purchased by Barratta Super Pty Ltd as trustee for Barratta Super Fund (of which Russell Chenu is a beneficiary).
Russell is also a director and shareholder of Barratta Super Pty Ltd.
INFORMATION USED BY DIRECTORS
There were no notices from directors requesting to disclose or use company information received in their capacity as directors that
would not otherwise have been available to them (under section 145 of the Companies Act).
INDEMNITIES AND INSURANCE
In accordance with section 162 of the Companies Act and clause 28 of Vulcan’s Constitution, Vulcan has entered a deed of indemnity,
access and insurance to indemnify the directors of the Vulcan Group against potential liability for any act or omissions in their capacity
as a director and for costs incurred in any related proceedings. Vulcan also maintains directors’ and officers’ liability insurance. All
directors who voted in favour of authorising the insurance certified that, in their opinion, the cost of effecting the directors’ and officers’
insurance is fair to Vulcan.
REMUNERATION
In accordance with section 161 of the Companies Act, the Board authorised the payment of remuneration to the NEDs for services as
directors and payment of remuneration and other benefits to the executive directors as are disclosed in the Remuneration Report
section of this FY25 Annual Report. Particulars of those payments and benefits for FY25 were entered into Vulcan’s interest register.
DIRECTORS OF SUBSIDIARY COMPANIES
The remuneration of Vulcan employees appointed as directors of subsidiary companies is disclosed in the relevant banding of
remuneration set out under the heading “Employee remuneration” at page 92 of this FY25 Annual Report. In FY25, employees did not
receive additional remuneration or benefits for being directors of subsidiary companies.
Directors of the subsidiary companies as at the Balance Date and Report Date are set out in the table below:
DIRECTORS’ SECURITY DEALINGS
During FY25, directors disclosed the following dealings in Vulcan securities in accordance with section 148(2) of the Companies Act.
These transactions took place in accordance with Vulcan’s Securities Trading Policy.
VULCAN.CO
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DIRECTOR EXPERIENCE AND BOARD SKILLS MATRIX
Vulcan’s Constitution provides for a minimum of three directors, with no maximum number of directors. The Board seeks to collectively
represent a balance of skills.
All directors are expected to actively support the Principles and Ethos of Vulcan, and to work diligently to safeguard the long-term
interests of Vulcan and its value to Shareholders. Further, all directors must demonstrate a track record of ethical leadership and
accountability, of operating successfully in an environment of challenge and collegiality, and of understanding commercial risk/return
trade-offs.
The Board has over the last few years developed a skills matrix which sets out 11 capabilities (with detailed key elements for each)
that the Board considers need adequate representation in order for the Board to fulfil its responsibility to oversee current-day good
governance, along with achievement of its long-term strategies (Board Skills Matrix).
Vulcan’s current Board Skills Matrix, with the combined ratings of the Board, is set out on the following page.

The Board intends to review the Board Skills Matrix annually. This year the Board Skills Matrix was reviewed in conjunction with the
Board self-evaluation process. No changes to the Board Skills Matrix were made to matrix disclosed in the FY24 Corporate Governance
Statement, and the directors re-affirmed that they consider that the Board currently has sufficient representation of the identified
capabilities to ensure that Vulcan is governed appropriately.
VULCAN ANNUAL REPORT 2025 GOVERNANCE
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Categories CapabilityKey elementsBoard rating
1
IndustryOperational
• Experience as a senior executive of, or as an advisor to, business(es) that operate in industrial
manufacturing, construction and/or engineering, and/or related industries
• Strong understanding of manufacturing processes, including how they relate to stock
forecasting and management
• Knowledge of supply chain and logistics
• Experience with workplace health and safety monitoring and initiatives
• Experience in identifying environmental, economic and socially sustainable developments, and
implementing and monitoring sustainability initiatives
3 - High
1 - Moderate
2 - Low/none
Product
• Experience in distribution of steel, aluminium and other metal products
• Previous involvement with sales and marketing of manufactured industrial products and
associated categories
• Innovative mindset in relation to industrial manufacturing, construction and/or engineering
products
3 - High
1 - Moderate
2 - Low/none
Future
• Development and oversight of business strategy to ensure sustainable growth and earnings
• Ability to understand and monitor international and macro-economic trends
• Consideration of emerging technologies and alternative sustainable opportunities relating to
steel, aluminium and other relevant metals
4 - High
2 - Moderate
Business insight

Strategy and
commercial
acumen
• Chief Executive Officer and/or executive key management personnel (KMP) experience
demonstrating ethical leadership and accountability in a publicly listed company or large
private company
• Understanding commercial risk/return trade-offs
• Skilled in identifying and managing business risks, including situation analysis, decision-making
processes in a complex and ambiguous environment and market differentiation
4 - High
2 - Moderate
Mergers and
acquisitions
• Identifying and evaluating investment opportunities
• Business integration and consolidation
5 – High
1 - Moderate
Channels
and
distribution
• Skilled at understanding the customer experience process and insights
• Experience with B2B marketing
3 - High
1 - Moderate
2 - Low/none
Market
knowledge
• Experience as a senior executive in, or as a professional advisor to, businesses that operate in
Australasia (particularly manufactured industrial product distribution, value-add processing
and steels/metals businesses)
3 - High
1 - Moderate
2 - Low/none
Information
technology
and digital
innovation
• Experience as an information technology focused senior executive in, or advisor for, a publicly
listed company or large private company, particularly with experience in integrating information
technology and digital innovation changes into segmentation, pricing and distribution
strategies
• Ability to understand, identify and evaluate information technology and digital innovation
opportunities
0 - High
3 - Moderate
3 - Low/none
Company oversightPeople and
culture
• Leadership and oversight of a large, non-hierarchical and high-performing team, including
creating and fostering an excellent organisation culture (and appreciating the impact that
culture has on performance), talent management, development and retention, employee
engagement, succession planning, developing senior executives’ remuneration packages
(including long-term incentive-based remuneration) and setting key performance indicators
4 - High
2 - Moderate
Listed
company
governance
• Board experience with other listed companies (primarily on ASX and/or NZX)
• Understanding of legal, policy and regulatory environments that Vulcan operates in
• Experience in establishing, implementing and monitoring environmental, social and governance
(ESG) policies and practices
• Engagement with company shareholders
5 - High
1 - Moderate
Financial
expertise
• Experience in financial accounting, tax, external/ internal auditing and reporting, and/or
corporate finance, either as a Chief Financial Officer in a publicly listed company or large
private company, chair of an audit and risk management committee (or equivalent), chartered
accountant, licensed auditor, or leadership position in a professional financial services/advisory
firm
• Experience in identifying, managing and mitigating financial risks
3 - High
3 - Moderate
Capital
markets
• Strong understanding of equity and debt capital markets in Australasia, knowledge of a range
of funding sources and capital structuring models
4 - High
2 - Moderate
1. Definitions of ratings are below:
High capability – high level of strong contribution in this capability, typically supported by deep ‘hands-on’ expertise at a senior management (or equivalent) level.

Ability to strongly pressure test management’s thinking in this area.
Moderate capability – capable and experienced, representing expertise gained through exposure at a governance level or some exposure from executive roles.

Makes meaningful contribution to discussion in this area at a senior management (or equivalent) level.
VULCAN.CO
63

The Board also looks for diversity within each of the 12 capabilities identified in the Board Skills Matrix. The following graphs illustrate the
diversity of the Board by reference to a number of factors as at the Balance Date (and rounded to the nearest year).
Commerce/Business
Arts
17%
83%
0 - 5 years
> 15 years
6 - 10 years
17%
17%
66%
Female -
Non executive Director
Male -
Executive Director
Male -
Non executive Director
33%33%
34%
Industrial
Consulting and/or
financial services
50%50%
60 - 69 years
50 - 59 years
> 70 years
33%33%
34%
DIRECTOR TENURE
DIRECTOR GENDER DIVERSITY
DIRECTOR EXPERIENCE
DIRECTOR AGE
DIRECTOR TERTIARY QUALIFICATIONS
VULCAN ANNUAL REPORT 2025 GOVERNANCE
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BOARD INDUCTION AND EDUCATION
Vulcan has an induction programme for new directors.
This programme includes new directors:
• meeting with Vulcan’s MD/CEO, Lead Team and other
senior management to gain an understanding of Vulcan’s
Principles and Ethos, organisational structure and team
focused culture, and operational matters;
• receiving an information pack providing further detail
relating to Vulcan’s history, vision, operations, business
model, strategy, financials, corporate governance and
risk management framework, and attending education
sessions with members of the Lead Team and other senior
management;
• visiting some of Vulcan’s sites in New Zealand and Australia
to observe first-hand the operation of the various business
units (including health and safety practices) and meeting
with other senior management (including site leaders); and
• being provided with an information pack containing key
documents relevant to the Board, including the Deed Poll
of Indemnity, Access and Insurance, details of Vulcan’s
insurance arrangements, latest Annual Report, papers and
minutes of previous meetings of the Board and Committees,
and corporate governance policies.
The continued education of the Board is important to Vulcan.
All directors are encouraged to continue their professional
development and take up opportunities that enable them
to develop and maintain the skills and knowledge needed to
perform their role as directors effectively. Time is allocated at
Board and Committee meetings for the continuing education
of directors on significant issues relating to Vulcan and
changes to the regulatory environment, and members of the
Lead Team regularly present to the Board and Committees to
provide updates on their area of the business (for example,
information technology and cyber security, health and safety,
and leadership development). Further, at least three Board
meetings a year are scheduled at different Vulcan sites or
Vulcan’s customer’s sites to improve the NEDs’ knowledge of
Vulcan’s business and provide opportunities to personally
connect with Vulcan’s team. In FY25, the Board visited Vulcan
sites in Adelaide and Melbourne in Australia and Christchurch

in New Zealand.
BOARD PERFORMANCE REVIEWS
The Board is committed to formally reviewing its performance,
as well as the performance of the two Committees and
individual directors. The Board intends that the performance
review process will be conducted on an annual basis. In
accordance with the Board Charter, reviews are intended to
assess (among other things) the effectiveness of the Board and
Committees, the skills mix and experience of, and contributions
made by, directors and independence of each NED.
As was done in FY24, in FY25 the Board completed a self-
evaluation of the performance of the Board (including reviewing
the performance of the Chair). The evaluation was conducted
by way of an online questionnaire (using an external survey
platform and comprising 40 questions) which all seven
directors, as well as a small group of management, completed.
A summary and interpretation of the responses provided in
the questionnaire (including anonymised comments) was
provided to the Board and discussed at the June Board
meeting. Performance reviews of individual directors were also
undertaken through one-on-one sessions with the Chair and
each director individually.
The ARC and PRC undertook self-evaluations of the respective
committees in FY25. The evaluation process conducted by the
ARC involved:
• each of the three ARC members (Carolyn, Russell and Bart)
completing a questionnaire and providing their responses to
the ARC Chair (Carolyn) in November 2024; and
• a summary of the responses being provided by the
ARC Chair, and further feedback being discussed, at the
December 2024 ARC meeting.
In June 2025, the PRC undertook a self-evaluation where the
role, responsibilities and performance of the PRC and the
PRC Chair were analysed and discussed at an additional PRC
meeting.
The Board has planned to alternate between using
external consultants and undertaking self-evaluations for
its performance reviews of the Board, its Committees and
individual directors. The current intention is for the Board to
engage an external consultant to assist with performance
reviews in FY26.
DIRECTOR REMUNERATION
On 3 August 2021, prior to Vulcan listing on the ASX and NZX
and as disclosed in the Prospectus, the Board approved (in
accordance with section 161 of the Companies Act) a total
available directors’ remuneration pool of NZ$1,300,000 per
annum.
In accordance with ASX Listing Rule 10.17, any proposed
increase in the total aggregate amount of directors’ fees
payable to Vulcan’s non-executive directors (NED Fee Pool)
would first require prior approval of Vulcan’s shareholders.
The NED Fee Pool of NZ$1,300,000 was not changed in FY22,
FY23, FY24 or FY25. At the PRC meeting in June 2025, the PRC
reviewed the NED Fee Pool, and subsequently the Board agreed
with the PRC’s recommendation that no changes be made to
the NED Fee Pool for FY26.
Under Vulcan’s Constitution, the Board may determine the
amount paid to each director as remuneration for their
services as a director. In July 2024, the Board approved an
increase to the remuneration for the Chair, each NED, the
Chairs of the ARC and PRC, and for the members of the ARC
and PRC. The total fees paid to the NEDs in FY25 was within the
NED Fee Pool of NZ$1,300,000.
The principles of Vulcan’s remuneration framework and
policies, as well as details relating to the remuneration paid to
Vulcan’s two executive directors and four NEDs are disclosed in
the Remuneration Report.
Vulcan does not have a formal minimum shareholding
requirement for its directors. Nonetheless, three of Vulcan’s four
NEDs (Russell Chenu, Bart de Haan and Carolyn Steele) hold
shares in Vulcan (as detailed at page 88 of this FY25 Annual
Report). Nicola Greer does not hold any shares in Vulcan.
VULCAN.CO
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Board Committees
The Board has established the following two committees to
assist the Board in discharging its role and responsibilities:
• Audit and Risk Committee (ARC); and
• People and Remuneration Committee (PRC).
The role and responsibilities of the ARC and PRC are set out
in the Charter that has been adopted by the Board for each
committee and are summarised in each section relating to the
respective committee below.
Other committees may be established by the Board as and
when required. The Board retains ultimate accountability to
Shareholders in discharging its duties.
ROLE AND MEMBERSHIP OF PEOPLE AND REMUNERATION
COMMITTEE
Vulcan’s Board established a People and Remuneration
Committee of the Board in August 2021 (which combines the
governance of a “nomination committee” and a “remuneration
committee”) and the PRC is governed by a charter (PRC
Charter). The PRC Charter was originally adopted by the Board
in September 2021, and was last reviewed and amendments
approved by the Board in November 2024 and by the PRC in
March 2025.
The PRC Charter provides that the key responsibilities and
functions of the PRC are to oversee:
• Vulcan’s remuneration framework and policies;
• succession planning for the Board and Vulcan’s Executive
KMP; and
• people and culture strategies and policies.
The PRC is also responsible for reviewing and making
recommendations to the Board in relation to the following
remuneration arrangements:
• fixed annual remuneration and incentive plans for the
Executive KMP;
• employee equity incentive plans for employees other than
the Executive KMP; and
• for the Chair and non-executive directors of the Board.
Oversight of the process for shareholder approvals in relation
to remuneration arrangements (including increases to the
director fee pool and grants of equity to Executive KMP who are
also directors of Vulcan) is also the PRC’s responsibility. The PRC
is empowered to take such action as it deems appropriate to
ensure that it has sufficient information and external advice to
make informed decisions regarding remuneration
In accordance with the PRC Charter, the PRC has:
• at least three members, which for FY25 were Bart de Haan,
Russell Chenu, Carolyn Steele and Nicola Greer. As at the
Statement Date, the same four directors are members of the
PRC:
• only NEDs;
• a majority of directors who are independent, which for
FY25 were Bart de Haan, Russell Chenu, Carolyn Steele and
Nicola Greer (being all four members of the PRC). As at the
Statement Date, the same four independent directors are all
members of the PRC; and
• a chair, being Bart de Haan, who is an independent NED.
The PRC intends to meet a minimum of three times in each
financial year. During FY25 the PRC held five meetings (in July
2024, two meetings in September 2024, March 2025 and June
2025). The following members of the PRC attended the following
number of PRC meetings:


ROLE AND MEMBERSHIP OF AUDIT AND RISK COMMITTEE
The Board has established an Audit and Risk Committee, which
committee is governed by a charter (ARC Charter). The ARC
Charter was originally adopted by the Board in September
2021, and was last reviewed and amendments approved by the
Board on 25 November 2024. The ARC Charter sets out the ARC
role and responsibilities, which includes:
• overseeing Vulcan’s financial reporting, internal control
systems, risk management and audit functions;
• maintaining communication between the external auditor
and Vulcan management;
• overseeing related party transactions; and
• assisting the Board to fulfil its corporate governance
responsibilities.
In accordance with the ARC Charter, the current ARC has:
• at least three members, which for FY25 were Carolyn Steele,
Russell Chenu and Nicola Greer. As at the Statement Date,
the same three directors are members of the ARC;
• appointed only NEDs as members of the ARC;
• a majority of directors who are independent, which for FY25
were Carolyn Steele, Russell Chenu and Nicola Greer (again
being all three members of the ARC). As at the Statement
Date, the same three independent directors are all members
of the ARC; and
• the chair, being Carolyn Steele, who is an independent NED
and who does not chair the Board.

Director
PRC meetings
attended in
FY25
PRC meetings
held and
eligible to
attend in FY25
Bart de Haan (Chair of PRC)55 (100%)
Russell Chenu55 (100%)
Carolyn Steele55 (100%)
Nicola Greer 55 (100%)
VULCAN ANNUAL REPORT 2025 GOVERNANCE
66

The ARC Charter provides that the ARC must meet a minimum
of three times annually (or as frequently as is required to
undertake its role effectively) and that the current intention of
the ARC is to meet once each financial quarter. During FY25,
the ARC held five meetings, with at least one in each financial
quarter (being in each of August 2024, November 2024,
December 2024, February 2025 and May 2025).
PERIODIC CORPORATE REPORTS
The ARC is also responsible for ensuring that appropriate
processes are in place to form the basis upon which the MD/
CEO and CFO provide the recommended declarations in
relation to Vulcan’s financial statements.
On 26 August 2025, Rhys Jones (MD/CEO) and Kar Yue Yeo
(CFO) provided a letter to the Board that contained
a number of representations, including the following:
• that they have fulfilled their responsibilities on behalf of
Vulcan for the preparation and fair presentation of the
consolidated financial statements of the Vulcan Group
in accordance with the applicable financial reporting
framework, being the New Zealand Equivalents of
International Financial Reporting Standards (NZ IFRS);
• that they are not aware of any information which has been
omitted or not fairly presented relating to matters which are
required to be disclosed by the NZX; and
• the selection and application of accounting policies
are appropriate and in accordance with NZIFRS and
are appropriately described in consolidated financial
statements of the Vulcan Group.
On the basis of the representation letter, the financial
statements for FY25 were approved by the Board.
In addition to this FY25 Annual Report in FY25, Vulcan prepared
a report for the half year ended 31 December 2024, which was
reviewed by Vulcan’s auditor, Deloitte,
and released to ASX and NZX on 11 February 2025.
The ASX Listing Rules do not require Vulcan to release, and as
such Vulcan has not disclosed, any quarterly activity reports or
quarterly cash flow reports for FY25. Further, as noted in section
292 of the Corporations Act and Rule 4.5 of the ASX Listing
Rules, Vulcan, as a New Zealand registered company, is not
required to prepare an annual directors’ report because it is
a registered company in New Zealand.
INTERNAL AUDIT
Clause 6(c)(iii) of the ARC Charter provides that the ARC is
responsible for reviewing and reporting to the Board (at least
annually) on the effectiveness of Vulcan’s internal control; and
reviewing and reporting to the Board (at least annually) on the
effectiveness of internal systems and process for identifying,
managing and monitoring material business risks.
The ARC is also required to manage audit arrangements
and auditor independence, including considering whether
an internal audit function is required, and if not, ensuring that
Vulcan discloses the processes it employs to evaluate and
improve its risk management and internal control processes.
Vulcan does not currently have a distinct internal audit
function. Vulcan’s CFO and Finance team, in consultation
with the various business units, regularly review and where
appropriate, amend and update Vulcan’s risk management
framework (including the Risk Appetite Statement, Risk Register
and Risk Matrix). Following those reviews, working groups are
established to develop and drive the implementation of any
continuous improvement practices and changes to internal
processes. Members of Vulcan’s Lead and Finance teams
also regularly visit Vulcan sites in both New Zealand and
Australia, and assist sites to address various issues including
governance, sustainability and risk management (including
health and safety). In addition, Vulcan’s non-hierarchical
structure aims to ensure that all employees are empowered
with responsibility and autonomy within their role, including to
assess compliance with internal processes and recommend
improvements to existing practices.
EXTERNAL AUDIT
Vulcan’s external auditor is Deloitte. Deloitte was appointed by
Vulcan’s shareholders at its annual general meeting in 2011.
Deloitte is invited to the ARC meetings where the half-year and
annual results for Vulcan are considered. Where Deloitte has
accepted an invitation to attend an ARC meeting, all papers
provided to the ARC are also made available to Deloitte.
Deloitte representatives are also available to all ARC members.
Deloitte will be invited to attend Vulcan’s 2025 ASM which will
be held in October 2025. Formal notice of the 2025 ASM will be
given to the auditor of Vulcan (in accordance with clause 16.1
of Vulcan’s Constitution and the Companies Act) around the
same time as notice is given to Vulcan’s shareholders.
A Deloitte representative will be available to answer questions
from shareholders relevant to the audit at the 2025 ASM.
Deloitte’s independence declaration is contained at page 128
in this FY25 Annual Report.
Director
ARC meetings
attended in
FY25
ARC meetings
held and
eligible to
attend in FY25
Carolyn Steele (Chair of ARC)55 (100%)
Russell Chenu55 (100%)
Nicola Greer 55 (100%)
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Adrian Casey
CHIEF OPERATING OFFICER
Adrian has significant experience in the steel sector in
Australia and New Zealand, having worked in that sector for
over 40 years. He held management positions in a major
New Zealand steel distribution operation before leaving to
build his own downstream steel operation which he then
successfully merged with Vulcan in 1998.
As Vulcan’s Chief Operating Officer, Adrian is responsible for
procurement across the Vulcan Group and works closely
with each of the business division leaders on strategic and
key commercial matters. During his tenure with Vulcan,
Adrian has, at various times, had fiscal responsibility in
relation to each business division in both New Zealand and
Australia.
Rhys Jones
MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER
Rhys has been Vulcan’s Managing Director and Chief
Executive Officer for over 14 years.
Prior to Vulcan, Rhys held several management positions
within the steel industry (including as an executive of
Fletcher EasySteel NZ, and General Manager and Chief
Executive Officer of Pacific Steel and Wiremakers) and was
formerly the Chief Operating Officer of the Pulp, Paper,
Packaging and New Ventures division of Carter Holt Harvey.
Rhys holds a Bachelor of Science (Chemistry) from Victoria
University of Wellington, and a Bachelor of Business Studies
with first class honours and a Masters in Business Studies
by thesis, both of which are from Massey University.
Kar Yue Yeo
CHIEF FINANCIAL OFFICER
As Vulcan’s Chief Financial Officer, Kar Yue leads Vulcan’s
finance and accounting teams, which includes being
responsible for Vulcan’s financial strategy, reporting,
budgeting and forecasting. Kar Yue consulted to Vulcan
for over two years before joining Vulcan in December
2020.
Prior to joining Vulcan, Kar Yue worked as an adviser to
several publicly listed and private businesses in New
Zealand and overseas, and as an equity research analyst
covering a range of industrial sectors including steel at
Jarden, Citigroup and Deutsche Morgan Grenfell across
New Zealand, Australia and Asia.
Kar Yue holds a Bachelor of Commerce and
Administration from Victoria University of Wellington.

James Wells
CHIEF INFORMATION OFFICER
James leads Vulcan’s IT team, having documented,
designed and managed the development of Vulcan’s
fit-for-purpose IT software. Since 2012 he has also been
responsible for innovation, health and safety, brand and
marketing and capital expenditure at Vulcan.
Prior to joining Vulcan in 2004, James consulted to Vulcan,
whilst competing in professional sport.
James has completed courses in innovative technologies,
business process modelling and object-oriented analysis.

Our Lead Team
VULCAN ANNUAL REPORT 2025 GOVERNANCE
68

Lou Cadman
NEW ZEALAND LEADER
Lou joined Vulcan in March 2024 and leads Vulcan’s
businesses in New Zealand.
Lou has extensive experience in the manufacturing and
distribution industries focused primarily on the New
Zealand building and construction sector. His experience
includes over eight years as Chief Executive of New
Zealand Panels Group and General Management roles
at Fletcher Building leading the Fletcher Aluminium and
Forman Group businesses.
Lou holds a Bachelor of Commerce from the University of
Auckland, a Bachelor of Forestry Science (Hons) from the
University of Canterbury and is a Chartered Accountant
with Charted Accountants Australia and New Zealand.

Helene Deschamps
LEADERSHIP DEVELOPMENT
Helene facilitates Vulcan’s leadership development
programmes for Vulcan’s executive board and senior
management teams.
Helene is an ICF-accredited leadership coach, and also
a Managing Director (Executive and Leadership Coach)
at ChangingNow. Previously, Helene held senior positions
with global and New Zealand organisations (including
Capgemini and Carter Holt Harvey), with a focus on
shaping behaviour and culture to achieve the desired
performance outcome.
Helene holds a Bachelor of Arts in Political Sciences from
SciencesPo Paris, a Masters of Business Administration
from Cape Town University (South Africa), and an
Evidence Based Coaching Master Certificate from
Fielding University (Santa Barbara, USA).
Gavin Street
CHIEF COMMERCIAL OFFICER
Gavin joined Vulcan in October 2024 as the company’s
Chief Commercial Officer.
As Vulcan’s CCO, Gavin is responsible for the company’s
commercial activities, including engagement with
customers and business strategy. Gavin is based in
Melbourne, Australia.
From 1 January 2026, Gavin will take the role of Vulcan’s
Chief Executive Officer and will be appointed as to the
Board as an executive director.
Prior to joining Vulcan, Gavin held a number of leadership
positions including Chief Executive Officer roles at
Lawrence & Hanson Australia (L&H) and Reece Group’s
Australia and New Zealand operations. During Gavin’s
tenure at Reece Group, he was also Group Chief
Financial Officer and Chief Technology Officer. Prior to
Reece Group, Gavin was CFO at Westpac New Zealand.
Appointed on 1 February 2025, Gavin is an independent
non-executive director of Reece Limited, Chair of their
Audit and Risk Committee and member of the
Remuneration Committee.
Gavin has a Bachelor of Business and a Bachelor of
Computing, Accounting and Information Systems from
Monash University, Melbourne, and completed the
Certified Practising Account (CPA) program in 1996.
VULCAN.CO
69

MANAGEMENT’S ROLE AND RESPONSIBILITIES
To enable the effective day-to-day management and
leadership of Vulcan, the Board has delegated authority and
powers to manage Vulcan and its businesses to the Chief
Executive Officer. Rhys Jones is Vulcan’s MD/CEO.
The CEO’s responsibilities include implementing Vulcan’s
strategic objectives, instilling and reinforcing Vulcan’s
values, day-to-day management of Vulcan’s operations,
and establishing and implementing the company’s risk
management framework. Clause 3 of the Board Charter sets
out the full responsibilities delegated to the CEO.
The MD/CEO delegates certain matters to Vulcan’s senior
leadership team (known internally as the Lead Team) and other
senior management to enable effective management of all
business units. The MD/CEO’s, Lead Team’s and other senior
management’s delegations are subject to financial and other
limits, which are set out in a formal Delegation of Authority.
Members of the Lead Team regularly attend and present at
Board meetings.
Members of the Lead Team have written employment
agreements setting out their responsibilities, terms of
employment and termination entitlements. The agreements
are between Vulcan (for the New Zealand employees)
or Vulcan Steel (Australia) Pty Limited (for the Australian
employees), and each member of the Lead Team personally.
EXECUTIVE KMP’S REMUNERATION
Details relating to the remuneration paid to the Executive
KMP (including the terms and conditions relating to the
performance share rights granted under Vulcan’s long-term
incentive plan (LTIP)), as well as Vulcan’s remuneration policies
and practices are disclosed in the Remuneration Report.
Vulcan directors and employees (including the Executive KMP)
are prohibited under the rules of the LTIP and Vulcan’s Securities
Trading Policy (clause 4.3) from entering into any protection
arrangement in relation to any performance share rights.
Entering into protection arrangements includes entering into
transactions which:
• amount to “short selling”;
• operate to limit the economic risk of participating in the LTIP
(including hedging arrangements); or
• otherwise enable the LTIP participant to profit from a
decrease in the market price of securities.
EXECUTIVE KMP PERFORMANCE REVIEWS
The performance of the Executive KMP is evaluated annually,
with the performance evaluations relating to FY25 having been
undertaken in June and July 2025. The evaluation process
involves:
• the Executive KMP themselves, those employees who report
directly to the Executive KMP, members of the Lead Team,
and a selected group of other senior management who
work closely with the Executive KMP each completing a
questionnaire about the Executive KMP. The third-party
developed questionnaire is completed on-line, and consists
of approximately 50 questions with the aim to gain insight
into the leadership style of each of the four Executive KMP,
as well as their strengths and possible areas for
development; and
• the Executive KMP each meet with Vulcan’s Leadership
Development coach, Helene Deschamps, who interprets
the profile created from the responses to the survey and
provides feedback to the Executive KMP in relation to any
comments received.
LEAD TEAM REMUNERATION
The Executive KMP review the total remuneration of the other
members of the Lead Team annually. For FY25 these reviews
were conducted in July 2025.
In FY25, the Board approved the grant of a total of 75,911
performance share rights to Vulcan’s Lead Team and
three other members of the senior management team.
Those performance share rights have the same grant date,
performance period, vesting date and all other terms and
conditions as those attached to the performance share rights
granted to the Executive KMP for FY25 (and as detailed at
pages 83 to 90 of this FY25 Annual Report).
LEAD TEAM PERFORMANCE REVIEWS
In July 2025, performance evaluations of each member of the
Lead Team (other than the Executive KMP) were conducted.
COMPANY SECRETARY
Vulcan’s Company Secretary supports the Board and the two
established Committees on corporate governance matters,
administration relating to Board and Committee meetings, and
disclosures to ASX and NZX. All directors are able, and regularly
do, correspond directly with Vulcan’s Company Secretary.
Vulcan’s Company Secretary is accountable to the Board,
through the Chair, on all matters to do with the proper
functioning of the Board. Clause 10 of the Board Charter sets
out the full responsibilities of Vulcan’s Company Secretary.
The Board is responsible for appointing Vulcan’s Company
Secretary.
Sarah-Jane Lawson has been Vulcan’s Company Secretary for
over three years.
VULCAN ANNUAL REPORT 2025 GOVERNANCE
70

The philosophy of risk management within Vulcan is based
on the premise that major risk factors which could negatively
impact stakeholders – whether shareholder, supplier, customer,
employee, community, environment - will be identified,
monitored and mitigated. Material risks will be transparently
analysed, quantified and understood within a wider stakeholder
perspective to ensure Vulcan acts in a manner which is
consistent with Vulcan’s core “Principles and Ethos” (which are
Vulcan’s guiding values and are set out at pages 20 and 21 of
this Annual Report).
Vulcan’s senior leadership team (known as the Lead Team)
are responsible for establishing Vulcan’s risk management
framework, including identifying major risk areas and
establishing policies and processes to identify, monitor and
manage these risks. In addition, it is part of Vulcan’s culture that
each employee is responsible for identifying and managing
risks relating to their workplace.
The Board is responsible for overseeing Vulcan’s risk
management framework (for both financial and non-financial
risks), as well as setting the risk appetite within which the
Board expects management to operate, and overseeing the
disclosure of any material exposure to environmental, social and
governance risks. The ARC is responsible for:
• monitoring and reviewing the risk management
framework (including Vulcan’s Risk Appetite Statement
and Risk Register) and, in consultation with management,
recommending to the Board any changes that should be
made to that framework;
• overseeing and monitoring Vulcan’s Whistleblower Protection
Policy (which policy is summarised at page 73 of this FY25
Annual Report); and
• evaluating the structure and adequacy of the Vulcan
Group’s insurance coverage.
As provided in the ARC Charter, Vulcan’s risk management
framework is to be reviewed at least annually. The Risk Appetite
Statement, Risk Register and Risk Matrix were reviewed twice

in FY25 (at the November 2024 and May 2025 ARC meetings),
and the latest versions were approved by the Board at the
Board meeting in June 2025.
The Risk Appetite Statement outlines the approach to risk taken
by Vulcan in the pursuit of its strategic objective to create
stakeholder value through being the most customer focussed
and efficient Australasian-wide industrial product distributor
and value-added processor.
Set out in the table below are:
• a summary of some of the material business risks which
Vulcan considers could impact Vulcan’s ability to achieve
its business objectives and/or its desired financial results
and financial position; and
• the mitigation strategy that Vulcan’s leadership team has
put in place to mitigate each of those risks.
The risks identified in the table are listed in no particular order
and do not provide an exhaustive list of the risks that Vulcan
has identified.
Risk descriptionMitigation strategyComments
Information technology (IT) failure
(including cyber)
Regular penetration tests. Top Microsoft Security Systems.
Robust tested backup policy with external reviews
Vulcan continues to invest in and update its IT systems to
ensure it has fit-for purpose and reliable platforms that
support Vulcan’s business operations
Fail to maintain Vulcan’s Principles

and Ethos - Vulcan’s culture
Proper succession planning is key. Maintain an egalitarian
and title-less culture, offer leadership training to staff to
improve leadership skillset, secondment programme for
emerging leaders and holiday internships
Accepting that people and culture intertwine and that
there is also a trade-off at times, Vulcan accepts the risk
of higher turnover and short-term succession risks in order
to preserve its culture
Competitive dynamics deteriorate Focus on customer service, especially in stock availability
and “Delivery-In-Full-On-Time” (DIFOT) level. Strong
customer relationships. Active processes to gain and
retain customers
Vulcan continues to focus on maintaining appropriate
stock holdings to ensure high DIFOT levels for customers
continued at an optimised level of working capital
Failure to achieve growth strategyOngoing strategic review from Lead Team and
regular updates from unit managers on progress in
implementation and business traction. Ongoing channel
checks on market and operational dynamics
Good progress has been made during FY25 in Vulcan’s
organic growth initiatives which remain an ongoing focus
for the team
Failure to meet financial performance
targets due to internal and external
factors including a downturn in
economies
Continue to grow active trading accounts (ATAs) through
economic cycles. Manage gross margin, operating costs
and funding costs. Business interruption insurance and
regular monitoring
Vulcan has carefully monitored financial performance
targets in the past financial year. Although ATAs
decreased in FY25 (compared with FY24) this was due in
part to attrition in the Aluminium customer base. This was
mostly a result of rationalisation toward service centric
customers.
Health and Safety riskRegular reminder and training of health and safety
practices. Review incidents and on-going education.
Driver training, speed monitoring, camera on trucks, and
a modern fleet and maintenance programme. The use of
an artificial intelligence-assisted tool that helps identify
high-risk events across a range of workspaces including
back-of-trucks surroundings, the warehouse and
manufacturing sites
Vulcan is in the process of implementing a new health and
safety management system. Sites are reviewed relative
to standard formal review criteria by internal senior peers
every four months and are independently reviewed by an
external party biennially
Key suppliers unable to fulfil supply
for a period
Partner supplier arrangements and relationships. Multi-
mill supply strategy. Maintain contingent supply through
trader channels. Buffer stock disciplines with several
months stock on hand in place
Reliability of supply in the right stock category and
specification is a key discipline at Vulcan that enables the
company to maintain its high service level to its customers.
Risk management at Vulcan
VULCAN.CO
71

Vulcan has a number of corporate governance policies.
The following policies were originally adopted by the Board
prior to Vulcan’s listing on the ASX and NZX in November 2021
and the last review and approval dates for all seven

of these policies was 25 November 2024.
• Anti-Bribery and Corruption Policy ;
• Code of Conduct;
• Disclosure Policy;
• Diversity and Inclusion Policy;
• Securities Trading Policy;
• Shareholder Communication Policy; and
• Whistleblower Protection Policy.
Each of the above policies, and Vulcan’s practices, have been
developed with regard to the ASX Recommendations and
the NZX Code. All these policies are available to view in the
“Corporate Governance” section on Vulcan’s Investor Website.
Previously the Board has reviewed each of these policies on
an annual basis, but going forward will review these policies
biennially (every two years). Further details relating to Vulcan’s
corporate governance policies (including the proposed next
review date) are set out below.
During FY25, the Board did not receive any reports of any
actual, suspected or potential material breaches of, or material
incidents relating to, any of the below mentioned policies.
ANTI-BRIBERY AND CORRUPTION POLICY
Vulcan’s reputation as an ethical business organisation is
important to its ongoing success. Vulcan is committed to
conducting its business activities in an ethical, lawful and
socially responsible manner, and in accordance with all laws of
the countries in which it operates.
Vulcan’s Anti-Bribery and Corruption Policy (ABC Policy)
supports Vulcan’s Code of Conduct and applies to all Personnel
and in certain circumstances, consultants, secondees,
contractors, agents and intermediaries representing the
company.
Vulcan will not tolerate any bribery and corruption, or attempts
to conceal such conduct, and strives to develop and maintain
best practice processes and procedures to prevent, detect and
investigate fraud and corruption.
In FY25, all Vulcan employees were periodically made aware of
their obligations in relation to the ABC Policy.
The ABC Policy is due to be reviewed by the ARC at the ARC
meeting in November 2025.
CODE OF CONDUCT
Vulcan expects everyone at Vulcan to carry on business
honestly and fairly, acting only in ways that reflect well on
Vulcan and in strict compliance with all laws and regulations.
Vulcan has developed a Code of Conduct to put Vulcan’s
Principles and Ethos into practice by providing a clear and
unambiguous framework of the standards that should be
upheld and the behaviour of all Personnel. Personnel are
required to understand and comply with their obligations under
the Code of Conduct.
Any known or suspected breaches of the Code of Conduct are
required to be reported to a Whistleblower Protection Officer
(in accordance with Vulcan’s Whistleblower Protection Policy,
as discussed below) or a member of the Lead Team or other
senior management. Vulcan endeavours to treat complaints
confidentially and will support any Personnel who, acting in
good faith, reports a breach or concern.
During FY25, all Vulcan employees were periodically made
aware of their obligations in relation to Vulcan’s Code of
Conduct as part of the Principles and Ethos education sessions
(referred to above).
The Code of Conduct is due to be reviewed by the ARC

at the ARC meeting in November 2025.
DISCLOSURE POLICY
Vulcan is subject to continuous disclosure obligations under the
ASX Listing Rules and relevant provisions of the Corporations Act
which require Vulcan to immediately notify the market, through
ASX’s MAP, if it has, or becomes aware of, any information
concerning Vulcan that a reasonable person would expect
to have a material effect on the price or value of Vulcan’s
securities were that information to be generally available.
As an NZX foreign exempt issuer, Vulcan must also release
through NZX any information or notice that it gives to ASX and
makes public to the market (and any additional information
that NZX requests) at the same time as such information or
notice is provided to ASX.
To ensure Vulcan’s compliance with its continuous disclosure
responsibilities, Vulcan has adopted a Disclosure Policy and
appointed a disclosure committee (comprising the Chair, MD/
CEO, CFO, Company Secretary, and any other person appointed
by the Chair from time to time) to oversee Vulcan’s obligations.
The Disclosure Policy is due to be reviewed by the Board

at the ARC meeting in November 2025.
Corporate governance policies and disclosure of information
VULCAN ANNUAL REPORT 2025 GOVERNANCE
72

SECURITIES TRADING POLICY
Vulcan’s Securities Trading Policy regulates dealings in Vulcan’s
shares (and other securities) by all Personnel (and their
associated investment vehicles) including setting out trading
windows and the authorisation process.
In accordance with the Corporations Act and FMC Act, Vulcan’s
Securities Trading Policy specifies that any Vulcan Personnel
who is in possession of non-public price sensitive information
regarding Vulcan may not trade in Vulcan shares (or other
Vulcan securities), unless an exemption applies. The nominated
Authorising Officer (as specified in the Policy) may approve
trading in exceptional circumstances (where such exceptional
circumstances have been determined by the Board) provided
that in granting such approval there would not be a breach of
any applicable insider trading laws.
The Securities Trading Policy is due to be reviewed by the Board
at the Board meeting in November 2026.
The risks identified in the table are listed in no particular order
and do not provide an exhaustive list of the risks that Vulcan
has identified.
DIVERSITY AND INCLUSION POLICY
Details relating to Vulcan’s Diversity and Inclusion Policy is
included under the “Our People” section at page 26 of this

FY25 Annual Report.
SHAREHOLDER COMMUNICATION POLICY
Vulcan recognises that shareholders and other stakeholders
are entitled to be informed in a timely and readily accessible
manner of all major developments affecting Vulcan.

As such, Vulcan has a Shareholder Communication Policy
to promote effective communication with shareholders and
other stakeholders, to encourage and facilitate participation
at Vulcan’s annual meeting of shareholders and any
special meetings of shareholders, and to ensure that such
parties’ inquiries are dealt with promptly. The Shareholder
Communication Policy is due to be reviewed by the Board

at the November 2025 ARC meeting.
Information is provided to shareholders through:
• announcements made to ASX and NZX in accordance with
Vulcan’s continuous disclosure obligations; and
• Vulcan’s annual and half year reports.
Copies of all announcements and reports are available:
• on Vulcan’s page on ASX’s website - https://www2.asx.com.
au/markets/company/vsl
• on Vulcan’s page on NZX’s website - https://www.nzx.com/
instruments/VSL
• on Vulcan’s Investor Website
WHISTLEBLOWER PROTECTION POLICY
Vulcan is committed to fostering a culture of compliance,
ethical behaviour and good corporate governance, and wishes
to ensure that no Personnel suffers any detriment because of
speaking up about potential misconduct concerns.
Vulcan’s Whistleblower Protection Policy sets out who is
entitled to protection as a whistleblower, the protections that
whistleblowers are entitled to and how disclosures made by
whistleblowers will be handled by Vulcan.
Vulcan has a section on its Investor Website that allows a
party to make a disclosure under its Whistleblower Protection
Policy – see https://investors.vulcan.co/Disclose-a-Concern/
. Disclosure forms submitted via the website can be made on
an anonymous basis, and any disclosure is provided to an
independent third party, who will investigate any information
disclosed in accordance with the Whistleblower Protection
Policy. In addition, Vulcan has also engaged EAP Services as an
independent alternative so that Personnel can confidentially
report any concerns.
James Wells is the New Zealand Whistleblower Protection
Officer in New Zealand, and Frith Thompson is the Whistleblower
Protection Officer in Australia. Vulcan’s Whistleblower Protection
Officers are required to provide quarterly updates to the Board
as to whether or not there are any active whistleblower matters
and details relating to such matters (subject to confidentiality
obligations).
During FY25, the Board did not receive any reports from a
Whistleblower Protection Officer of any disclosures under the
Whistleblower Protection Policy and all Vulcan employees were
periodically made aware of their obligations in relation to the
Whistleblower Protection Policy.
The Whistleblower Protection Policy is next due to be reviewed
by the ARC at the ARC meeting in November 2026.
MARKET ANNOUNCEMENTS
The Directors are emailed a copy of all material market
announcements made through ASX and/or NZX promptly after
confirmation of release of such market announcement has
been received from ASX and NZX.
INVESTOR AND ANALYST PRESENTATIONS
Vulcan also ensures that any new and substantive investor or
analyst presentation given in relation to Vulcan is uploaded to
the ASX MAP ahead of the presentation.
VULCAN.CO
73

The following information is provided in compliance with:
• Rule 4.10 of the ASX Listing Rules and where noted is current
at 31 July 2025 (Disclosure Date) (such date being after
Vulcan’s FY25 balance date of 30 June 2025 and not more
than six weeks before the date of this Annual Report, being
26 August 2025); and
• section 293 of the FMC Act and where noted is current as at
30 June 2025 (being Vulcan’s balance date) (Balance Date).
ORDINARY SHARES
As at the Balance Date and the Disclosure Date, Vulcan had
131,785,392 fully-paid ordinary shares on issue.
Vulcan has not issued any other classes of shares.
STOCK EXCHANGE LISTINGS
Since 4 November 2021, Vulcan’s ordinary shares have been
listed on the Official List of ASX (ticker code VSL) and on the NZX
Main Board as a foreign exempt issuer (ticker code VSL)
As a foreign exempt issuer on the NZX Main Board, Vulcan must
comply with the ASX Listing Rules (other than as waived by ASX)
but does not need to comply with the vast majority of the NZX
Listing Rules (including those NZX Listing Rules on continuous
disclosure, periodic reporting, shareholder approval of share
issuances, escrow, transactions with persons of influence and
significant transactions). Vulcan does need to comply with
the rules specified in NZX Listing Rule 1.7.2, which are relatively
procedural in nature.
VOTING RIGHTS OF ORDINARY SHARES
Each fully-paid ordinary share confers on the holder the right to
one vote at a meeting of the company on any resolution when
a poll is called. Where voting is by show of hands or by voice
then every Shareholder present in person (or by representative)
has one vote. Voting rights are set out in clauses 3.1(a) and 19.7
of Vulcan’s Constitution (which was adopted on listing).
DISTRIBUTION OF SHAREHOLDERS
At the Disclosure Date, the distribution of Shareholders holding Vulcan’s 131,785,392 fully-paid ordinary shares was as follows:
Category (size of shareholding)
Number of

Shareholders
Percentage of

Shareholders
Number of

ordinary shares
Percentage of

total ordinary shares
1 to 1,0006714 9. 2 3 %298,7850.23%
1,001 to 5,00045633.46%1,099,1140.83%
5,001 to 10,000926.75%671,2930.51%
10,001 to 100,000926.75%3,088,9722.34%
100,001 and over523.82%126,627,22896.09%
To ta l1,363100.00%131,785,392100.00%
Shareholder information
VULCAN ANNUAL REPORT 2025 GOVERNANCE
74

SUBSTANTIAL HOLDERS
According to substantial holder notices given to Vulcan under the Corporations Act and the FMC Act and Vulcan’s records, the following
persons were substantial holders in respect of the ordinary shares in Vulcan as at:
• Balance Date (such disclosure being required under section 293 of the FMC Act); and
• Disclosure Date (such disclosure being required under Rule 4.10.4 of the ASX Listing Rules).


AS AT BALANCE DATEAS AT DISCLOSURE DATE
Substantial
holder giving
notice
Disclosure to Vulcan
or Vulcan’s records
Number of ordinary
shares in Vulcan in
which a “relevant
interest” is held
Percentage of
total ordinary sharesDisclosure to Vulcan
Number of ordinary
shares in Vulcan in
which a “relevant
interest” is held
Percentage of
total ordinary shares
Takutai Limited as
trustee of the Takutai
Trust; Peter Wells and
Mary Wells
Securities Trading
Form dated

31 May 2022
1
and
ASX Appendix 3Y –
Change of Director’s
Interest Notice
dated

31 May 2022
18,456,28914.04%NZX Notice of
Disclosure of
movement of 1%

or more dated
8 November 2021
2,3
18,416,03914.01%
Forsyth Barr Group
Limited, Forsyth
Barr Investment
Management Limited
and Octagon Asset
Management Limited
ASX Form 604 -
Notice of Change
of Interests of
Substantial Holder
dated 25 January
2023
4
7,923,2166.029%ASX Form 604 -
Notice of Change
of Interests of
Substantial Holder
dated 25 January
2023 4
7,923,2166.029%
Partitio Trustee Limited
as trustee of the Aoraki
Partnership Trust; Wayne
Boyd and Ann Clarke
NZX Notice of
Disclosure of
movement of 1%
or more dated
8 November 2021
2
7,303,6885.56%NZX Notice of
Disclosure of
movement of 1%
or more dated
8 November 2021
2
7,303,6885.56%
Mayoral Trust Limited
as trustee of the Vulcan
Continuity Trust
NZX Notice of
Disclosure of
movement of 1%

r more dated
19 April 2024
2
7,247,7805.52%NZX Notice of
Disclosure of
movement of 1%
or more dated
19 April 2024 2
7,247,7805.52%
New Zealand
Superannuation Fund
Nominees Limited as
nominee for the New
Zealand Superannuation
Fund being property
of His Majesty the
King in right of New
Zealand and managed
by the Guardians
of New Zealand
Superannuation
NZX Notice of
Disclosure of
beginning to have
substantial holding
dated 1 July 2024
2
6,758,6025.143%NZX Notice of
Disclosure of
beginning to have
substantial holding
dated 1 July 2024
2
6,758,6025.143%
1. Request to trade made in accordance with Vulcan’s Securities Trading Policy.
2. Notice given under sections 277 and 278 of the FMC Act.
3. The ASX Listing Rules only require disclosures relating to substantial holding notices given to an entity, whereas the FMC Act requires disclosures relating to notices given to an entity
and an entity’s own records. This is why this disclosure (which is as at the Disclosure Date – as per the ASX Listing Rules) is for an earlier date than the disclosure given as at the
Balance Date (as per the FMC Act).
4. Notice given under section 671B of Corporations Act.
VULCAN.CO
75

VOLUNTARY ESCROW
None of Vulcan’s 131,785,392 ordinary shares were subject to
any voluntary escrow arrangements on the Disclosure Date.
MARKETABLE PARCELS
On the Disclosure Date, a marketable parcel of Vulcan’s shares
was 83 ordinary shares (based on the closing price of AU$6.03
on Thursday, 31 July 2025 (being the Disclosure Date)). Such a
parcel of 83 ordinary shares would then have had a total value
of AU$500.49.
On the Disclosure Date, the number of shareholders holding
less than a marketable parcel of 83 ordinary shares was 88,
and together those shareholders held 3,579 ordinary shares.
CURRENT ON-MARKET SHARE BUYBACKS
There is no current share buyback in the market.
RankShareholder name
Number of
ordinary shares
Percentage of
total ordinary shares
1
Takutai Limited18,456,28914.00%
2
New Zealand Central Securities Depository Limited17,250,25913.09%
3
Citicorp Nominees Pty Limited12,785,7109.70%
4
HSBC Custody Nominees (Australia) Limited7,664,5315.82%
5
Partitio Trustee Limited7,303,6885.54%
6
Mayoral Trust Limited 7,247,7805.50%
7
J P Morgan Nominees Australia Pty Limited6,700,6445.08%
8
Adrian John Casey, Henderika Fiona Casey and B.W.S Trustee Company 2012 Limited5,870,7114.45%
9
Rhys Jones and Lorraine Susan Taylor4,718,0003.58%
10
Helen Cynthia Moore, Patrick James Moore and P J & H C Moore Trustee Limited4,400,0003.34%
11
Jenny Kam Ching Leung Lau
3,069,3392.33%
12=
Brian James Hedge, Rosemary Anne Hedge and Stanley Neil Gollan3,069,3372.33%
12=
Warwick N Jones, FL Bentley Jones Guardian Limited, Simon DB Jones,
Natalie S Charteris and Matthew SB Jones
3,069,3372.33%
14Jon L Gousmett, Mark B Hastings and Annette K Gousmett2,400,0001.82%
15=DLT (2025) 2 Limited
1,800,0001.37%
15=David Trevor Knight and Gaze Burt Trustees 20 Limited1,800,0001.37%
17Brent Washington Smith, Cornelis Jacobus Henrikis Witteman and Susan Witteman1,732,6691.31%
18Wilson Mckay Trustee Company (107111) Limited1,600,0021.21%
19New Zealand Depository Nominee1,556,3031.18%
20Mei Kuen Leung1,534,6701.16%
Total 20 largest shareholders’ shares114,029,26986.53%
Total shares on issue131,785,392100.00%
20 LARGEST SHAREHOLDERS
As at the Disclosure Date, the 20 largest Shareholders on Vulcan’s share register held 86.53 % of Vulcan’s issued ordinary shares.
VULCAN ANNUAL REPORT 2025 GOVERNANCE
76

INVESTOR WEBSITE
Vulcan has a dedicated Investor Website. This website provides
information to current shareholders and other stakeholders
relating to:
• the company, including information about the business,
the Board and the Lead team, copies of Vulcan’s governing
documents (the Constitution, and the Board and the two
Board Committee Charters), and its corporate governance
practices;
• annual reports and financial statements, announcements
made to ASX and NZX, notices of meetings of security
holders (and accompanying documents) and copies of
presentations made to shareholders and analysts;
• share price, including historical information;
• Vulcan’s share registry, MUFG Pension & Market Services; and
• important dates.
SHAREHOLDER COMMUNICATION
Vulcan’s investor relations program actively encourages two-
way communication with shareholders:
• through its ASM (as discussed below), where shareholder
participation is actively encouraged and facilitated;
• through meetings and other engagements (as discussed
further below);
• by providing information via Vulcan’s Investor Website (as
discussed above); and
• by providing the option to receive email communications
from, and send email communications directly to, Vulcan
and to MUFG Pension & Market Services (as Vulcan’s share
registry).
Throughout the year Vulcan engages with current and
previous shareholders and potential investors, analysts
and proxy advisers. Feedback from investor engagement,
summaries of any recent reports and estimates prepared by
analysts and brokers, and additional relevant information are
all reviewed and reported to the Board at the scheduled Board
meetings.
Vulcan does not hold meetings or briefings to discuss Vulcan’s
financial performance (or any other matter) with individual
investors, retail investor groups, institutional investors, analysts,
proxy advisors or media representatives in the two weeks prior
to Vulcan’s ASM and Vulcan’s other “blackout periods” (as per
clause 10.7 of Vulcan’s Disclosure Policy).
SHAREHOLDER MEETINGS
Vulcan will hold its ASM each year within six months of its
balance date (as required under the Companies Act).
Notice of the ASM (as well as any other shareholder meetings)
will be provided to shareholders in accordance with Vulcan’s
Constitution and the Companies Act, and will be accessible
on Vulcan’s Investor Website, as well as being lodged with
ASX and NZX. All notices will include details of any resolutions
that are to be voted on at such meetings, as well as any
explanatory memoranda.
As a New Zealand registered company, Vulcan will ensure that
meetings of shareholders are held at a reasonable place and
time for Australian resident shareholders. For its ASMs, Vulcan
has previously held, and intends to hold later in 2025, a hybrid
meeting thus allowing shareholders to attend in person and
also providing a platform to enable shareholders to participate
virtually. Where possible, Vulcan’s ASM will be held at or after
11:00am NZT (being 9:00am AEDT).
Shareholders will be able to vote on any notified resolutions
at shareholder meetings, and any shareholders who are not
able to attend such meetings will be able to vote by proxy.
Vulcan will ensure that all substantive resolutions at a meeting
of shareholders are decided on a poll (rather than a show of
hands).
Vulcan’s Chair, MD/CEO and at least some of Vulcan’s Lead
Team will be present at the ASM and will provide an update on
Vulcan’s activities and be available to answer any questions
from shareholders. Deloitte, as Vulcan’s external auditor, will
attend the 2025 ASM and will also be available to answer
questions on Vulcan’s FY25 financial statements.
Shareholders have previously been, and will continue to be,
encouraged to send their questions to Vulcan prior to the ASM.
OTHER MATTERS
There are no issues of securities that have been approved for
the purposes of Item 7 of section 611 of the Corporations Act,
and which have not yet been completed.
During the FY25 reporting period, there were no securities
purchased on-market:
• under or for the purposes of an employee incentive scheme;
or
• to satisfy the entitlements of the holders of options or other
rights to acquire securities granted under an employee
incentive scheme.
As set out in Vulcan’s Remuneration Report (at page 80 of this
FY25 Annual Report), the performance share rights granted
to the Executive KMP in November 2023 have a vesting date
of 1 July 2025. Those performance share rights are subject to
certain service and performance conditions. Satisfaction of
those conditions will be established following the release of this
FY25 Annual Report and the Board will notify the FY23 Executive
KMP accordingly. If those FY23 Executive KMP elect to exercise
their performance share rights, then in FY26, new ordinary
shares may be issued and/or purchased on-market to satisfy
those rights.
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DIVIDENDS
On 11 February 2025, an interim dividend (fully franked and
20% imputed) of NZ$0.025 per share for FY25 was declared
by Vulcan’s Board. The interim dividend was paid to eligible
Shareholders on 14 March 2025.
On 26 August 2025, Vulcan’s Board declared a final dividend
(fully franked, fully imputed) for FY25 of NZ$0.035 per share.

It is intended that the final dividend will be paid to eligible
Shareholders on Wednesday, 22 October 2025.
Vulcan does not have a dividend reinvestment plan.
EVENTS SUBSEQUENT TO REPORTING DATE
The Directors are not aware of any matter or circumstance that
has occurred since the end of the reporting period that has
significantly affected or may significantly affect the operations
of Vulcan, the results of those operations or the state of affairs
of Vulcan in subsequent financial reporting periods which has
not been covered in this FY25 Annual Report.
Corporate Governance Statement compliance with ASX Recommendations
Where any ASX Recommendation has not been followed, an entity is required to disclose this fact in its corporate governance
statement, and provide reasons for not following such ASX Recommendation, along with what (if any) alternative governance practices
the entity has adopted instead of the relevant ASX Recommendation.
As at the Report Date, Vulcan was compliant with the ASX Recommendations except as set out in the below table:
ASX RecommendationSummary of Vulcan’s position
ASX Recommendations 1.5(b), 1.5(c)(1) and 1.5(c)(2)
A listed entity should through its board, or a committee of the board set
measurable objectives for achieving gender diversity in the composition of
its board, senior executives and workforce generally; and disclose in relation
to each reporting period the measurable objectives set for that period to
achieve gender diversity; and the entity’s progress towards achieving those
objectives.
The Board has not yet set measurable objectives for Vulcan in achieving
gender diversity in the composition of the Board, the Lead Team and its
workforce generally.
Vulcan recognises that the steel and metals sector has traditionally exhibited
a significant gender imbalance, with a predominantly male workforce. Vulcan
does not believe in mandated gender-based recruitment and instead wishes
to focus on fostering genuine and sustainable change. Since 2022, Vulcan
has had a diversity, equity and inclusion team with a purpose to establish
and enable a DEI action plan and to facilitate the ongoing implementation
of Vulcan’s DEI initiatives. Each year a number of those initiatives are focused
on gender diversity (for example, unconscious bias training for leaders in
FY23 and FY25, implementing a Parental Leave Policy in FY24, and workplace
communication programmes in FY25). In addition, Vulcan’s Lead Team, in
conjunction with the DEI working group, is aiming to increase the proportion
of females in Vulcan’s business over time. Given the focus and work already
undertaken by Vulcan’s DEI team, as well as the initiatives planned for the
future, the Board considers that it is more appropriate for Vulcan’s business
to continue to focus on those workstreams rather than set specific targets or
measurable objectives relating to gender diversity.
Vulcan’s PRC and Board intend to reconsider annually whether it is
appropriate for Vulcan’s business to set measureable targets for achieving
gender diversity and if so, determine such targets.
Business
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VULCAN.CO
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On behalf of the Board, I am pleased to present Vulcan’s
remuneration report for FY25 (Remuneration Report).
This Remuneration Report describes our remuneration
principles and framework for directors and our executive key
management personnel (Executive KMP). It sets out the links
between our remuneration framework and business strategy,
performance and reward, and shareholder value creation.
FY25 REMUNERATION
No significant changes were made to the remuneration
framework in FY25.
The FY25 remuneration for our Executive KMP comprised three
elements - fixed base salary, the LTIP and other benefits (like
KiwiSaver). Executive KMPs do not have short-term incentive
opportunities.
LONG-TERM INCENTIVE PLAN
Vulcan established a LTIP prior to its November 2021 IPO
to assist in the motivation, retention and alignment of the
Executive KMP with Vulcan’s interests of Shareholders by
providing an opportunity to receive an equity interest in the
company.
The second grant of performance share rights (PSRs) that were
granted to Rhys Jones (MD/CEO), Adrian Casey (COO) and
Kar Yue Yeo (CFO) under the second year of the LTIP (FY23 LTIP)
were due to vest on 1 July 2025. and are subject to service and
performance conditions. Satisfaction of those conditions will
be established following the release of this FY25 Annual Report,
and the Board will notify the Executive KMP as to the number of
PSRs that have vested and therefore, may be exercised by the
Executive KMP.
The third and fourth LTIP tranches of PSRs were offered to the
Executive KMP on November 2023 (for FY24) and November
2024 (for FY25) and may vest on 1 July 2026 and 1 July 2027
respectively (such PSRs are also being subject to the same
service and performance conditions as the PSRs granted for
FY23).
CEO TRANSITION AND BOARD LEADERSHIP
As previously announced, from 31 December 2025, Rhys Jones,
will retire from his role and as CEO effective from 1 January
2026, Vulcan’s current Chief Commercial Officer, Gavin Street,
will be appointed as the next CEO. The Board is confident that
Gavin is exceptionally well-positioned to lead Vulcan through
its next phase of growth.
Gavin Street will also be appointed as a director of Vulcan,
such that he will be Vulcan’s new MD and CEO.
Russell Chenu will step down as Chair of Vulcan’s Board and
to ensure continuity of strategic alignment and to retain
Rhys’ deep industry expertise at the Board level, the Board is
proposing for Rhys to succeed Russell as Board Chair. Rhys
intends to stand for election as a director at Vulcan’s next
annual shareholder meeting and, subject to his election, will
then assume the role of non-executive Chair of the Board from
1 January 2026.
Russell will remain on the Board and continue to play an
important role as lead independent director, maintaining
strong governance and independent oversight at Board level.
LOOKING FORWARD
The FY26 remuneration framework for our Executive KMP will
be consistent with the FY25 framework and will comprise
fixed annual remuneration (fixed base salary and benefits)
and an annual grant of PSRs under the LTIP. Vulcan will seek
shareholder approval for the LTIP grants to be made in FY26
to Gavin Street (our next MD and CEO), and Adrian Casey
(our COO), who will also serve as executive directors. Further
details will be provided in our Notice of Annual Meeting of
shareholders, which should be available to shareholders in
September 2025.
On behalf of the Board, we recommend this Remuneration
Report to you and welcome any feedback you may have.
Bart de Haan
CHAIR OF VULCAN’S PEOPLE
AND REMUNERATION COMMITTEE
Remuneration
People and Remuneration
Committee Chair Report.
VULCAN ANNUAL REPORT 2025 REMUNERATION REPORT
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Remuneration key questions
Executive remuneration framework
What was the Executive KMP’s remuneration
structure in FY25?
To align the interests of the Executive KMP with the goals of Vulcan and the creation of
shareholder value, our Executive KMPs’ remuneration packages comprise:
• fixed base salary;
• equity long-term incentives, subject to service and performance over three years; and
• other benefits, including employer contributions to KiwiSaver, allowances, benefits and fringe-
benefits tax.
FIXED
BASE SALARY
MAXIMUM LTIP AS
% OF BASE SALARY
Rhys Jones (MD/CEO)NZ$1,500,000159%
Gavin Street (CCO)AU$1,376,000159%
Adrian Casey (COO) NZ$780,000100%
Kar Yue Yeo (CFO)NZ$780,000100%
What portion of remuneration is at-risk? LTIP awards are based on performance and therefore at-risk.
61% of the MD/CEO’s and CCO’s total remuneration is at-risk.
50% of the COO’s and CFO’s total remuneration (excluding other benefits) are at-risk.
How does the Board set performance conditions?The Board focuses on performance conditions that it believes the executive KMPs can create the
best value for shareholders.
The LTIP performance measures are weighted 50% relative total shareholder return and 50%
return on capital employed. These measures were chosen to drive long-term sustainable
growth in shareholder value while maintaining capital efficiency as a high value-added metals
distributor and processor.
Why is there no short-term incentive

plan for Executive KMP?
The Board and Vulcan’s Lead Team believe that an excessive focus on short-term results will
detract from building a more valuable and sustainable longer term business.
Are there any malus or clawback
provisions for incentives?
No malus or clawback provisions were applicable. However, these provisions will be considered
by the People and Remuneration Committee for future application.
Is there a minimum shareholding policy?There is no formal minimum shareholding requirement for Directors or the Executive KMP.
Five out of six Directors hold shares in Vulcan (Nicola Greer does not hold shares in Vulcan).

Three of the four Executive KMP (which includes Rhys Jones and Adrian Casey as executive
Directors) hold shares in Vulcan (Gavin Street does not currently hold shares in Vulcan).
Executive KMP also participate in long-term incentives which are delivered in equity.
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PEOPLE AND REMUNERATION COMMITTEE
The People and Remuneration Committee (PRC) provides
advice and recommendations to the Board regarding
remuneration matters.
The PRC’s responsibilities include:
• overseeing Vulcan’s remuneration framework and policies to
enable it to attract, retain and motivate the talent necessary
to create value for shareholders;
• reviewing and making recommendations on the size and
composition of the Board and appointment of directors to
Board Committees, having regard to succession plans for the
Board, the Board skills matrix and any diversity objectives;
• reviewing and making recommendations to the Board on
succession plans for the Board and senior management
(including the Executive KMP);
• ensuring that the importance of Vulcan’s Code of Conduct

is communicated to all Vulcan employees;
• developing and recommending to the Board measurable
objectives for achieving gender diversity within the Board,

and reviewing its effectiveness on an annual basis, in
accordance with Vulcan’s Diversity and Inclusion Policy; and
• instilling and continually reinforcing a culture across Vulcan
of acting lawfully, ethically and responsibly.
A copy of the Charter of the PRC is available in the Corporate
Governance section on Vulcan’s investor website:

https://investors.vulcan.co/investor-
centre/?page=corporate-governance.
The members of the PRC during FY25 were:
• Bart de Haan (Chair)
• Russell Chenu (member)
• Nicola Greer (member)
• Carolyn Steele (member)
The PRC engages external advisors as required. External
advisors provide advice on market remuneration levels and
mix, market trends, incentives and performance measurement,
governance, taxation and legal compliance.
Remuneration governance
Executive KMP refers to the Executive Directors and Senior Executives as noted in the table above.
NamePosition held Tenure
NON-EXECUTIVE DIRECTORS
Russell ChenuIndependent non-executive director and Board ChairAll FY25
Wayne BoydNon-executive director1 July 2024 to 1 November 2024
Bart de HaanIndependent non-executive directorAll FY25
Nicola GreerIndependent non-executive directorAll FY25
Carolyn SteeleIndependent non-executive directorAll FY25
EXECUTIVE DIRECTORS
Rhys JonesManaging Director and Chief Executive Officer (MD/CEO)All FY25
Adrian CaseyExecutive Director and Chief Operating Officer (COO)All FY25
SENIOR EXECUTIVES
Kar Yue YeoChief Financial Officer (CFO)All FY25
Gavin StreetChief Commercial Officer (CCO)From 1 February 2025
1
1. Gavin Street joined Vulcan as Chief Commercial Officer (CCO) in October 2024. Following a restructure of Vulcan’s senior leadership team and change in reporting structure in
February 2025, Gavin was considered to be a senior executive, and therefore, an Executive KMP from 1 February 2025.
Key management personnel

Key management personnel (KMP) covered in this Remuneration Report are detailed below:
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