2021 AGM mini season
January 3, 2023
The 2021 AGM mini season was unique because it was a combination of physical, online only and hybrid AGMs. Here is what happened, including whether companies have made a full archive of the meeting available.
April 1, Oz Minerals: held a physical meeting at its Adelaide Airport head office but also allowed full online access, including live shareholder questions from home, making it a genuine hybrid AGM which went for 70 minutes and is fully archived. See notice of meeting which details no hostile shareholder resolutions. No protest votes.
April 14, CIMIC (CIM): the notice of meeting detailed a genuine hybrid AGM at the Fullerton Hotel but also allowing full participation online. I asked about 10 written questions which were all handled well by new executive chair Juan Santamaria. Three directors were up for election and the biggest protest vote was 5.41% against non-independent Peter Sassenfeld, which equated to almost 70% of the independent vote. There was also a 4.11% vote against the rem report and if you strip out the Spanish parent's 244.6 million votes (77.7%), the rem protest was actually 65% with 5.7m in favour and 10.7m against. See voting results. Watch the full archive of the 90 minute meeting.
April 15, Santos (STO): the notice of meeting for the wholly online AGM reveals there are 3 shareholder resolutions including an interesting one proposing to insert a new clause in the constitution requiring an annual climate change report to be published. Santos has since come out saying they will adopt this approach starting next year, which is a big win for activist groups Market Forces and the Australasian Centre for Corporate Responsibility, along with UK fund manager Chris Hohn. After Santos caved on March 16, the resolution was formally withdrawn on March 19. by committing to a non-binding climate vote at the 2022 AGM, which triggered the withdrawal of shareholder resolution 6(c) on March 19. The voting results were interesting with just 5.4% for the constitutional amendment supporting opinion-based shareholders resolutions and 13.3% for the contingent resolution related to capital protection. The full archive of the 1 hour 38 minute AGM is available here.
April 15, Woodside Energy: notice of meeting detailed 3 hostile climate related shareholder resolutions, two from Market Forces and one from the ACCR. The combination includes the usual contingent resolution seeking to change the constitution allowing opinion-based resolutions followed by one calling for a capital investment plan that is consistent with Paris and another calling for an annual climate report that is put to the vote each year, similar to what happens with remuneration reports. The board relented and committed to an annual climate vote in this March 19 announcement, sparking the withdrawal of one of the resolutions. It was a physical AGM in Perth but no refreshments were served and they didn't accommodate live online questions. Woodside remains a clubby Perth board. Three blokes were up for election, led by chairman and former Wesfarmers CEO Richard Goyder along with his long-time Wesfarmers CFO Gene Tilbrook. Shell lifer Chris Haynes is seeking another 3 year term despite being 73 and having served 10 years on the board. Anyone for some renewal? The physical notice of meeting wasn't sent to shareholders but I got sent a full printed copy of the 140 page annual report. This cynical practice is designed to minimise retail shareholder awareness of the various issues raised in the hostile shareholder resolutions that are set out in the notice of meeting. The voting results showed an 11.2% protest vote against Chris Haynes but the constitutional amendment was only supported by 5.17% of voted stock with a healthier 20% of the proxies supporting the contingent capital protection resolution which wasn't formally put. Meeting lasted 2 hours and 15 minutes. Web archive available here.
April 16, Coca Cola Amatil: no sign of an AGM but there was a scheme meeting to vote on the takeover by its European cousin. Here's the 319 page scheme book if you fancy some light reading. It was approved with 99% of voted stock in favour and 81.6% of voting shareholders. See voting results.
April 27, Atlas Alteria: 10am start at this fully online AGM run on the Lumi platform. Strange that this former Macquarie tollroad outfit is still utilising a stapled Bermuda structure. Just pay the extra tax and get out of the tax haven! Apart from various director elections for the different vehicles, the only resolution of note was a puzzling retrospective approval of 67.7 million placement shares. This capital raising was done in May last year and would automatically be approved after 12 months anyway. See notice of meeting. The voting results showed all 10 resolutions were more than 94% supported with the only protests being 5.4% against director Caroline Foulger, 4% against the rem report and 4.2% against the re-appointment of long-time auditor PwC. Full web archive of 47 minute AGM available here.
April 28, Energy Resources of Australia (ERA): a 9.30am start Darwin time at the Mantra Pandanas, but the notice of meeting urges people not to attend whilst failing to offer an online alternative. The best they can suggest is appointing the chairman as proxy. What about asking questions, chaps? This is a Rio Tinto-controlled former uranium miner and it just goes to show how far Rio still has to go on transparency. Just the rem report and the re-election of director Paul Dowd to deal with. The voting results showed the least popular motion had 99.94% support.
April 29, Iluka Resources (ILU): A wholly online AGM via the Lumi platform kicking off at 9.30am Perth time. Two directors up for election and the usual two rem resolutions. See notice of meeting. No sign of archive of meeting on company website and more than 98% in favour of all items. Have contacted the company seeking access to the AGM web archive.
April 29, Bougainville Copper (BOC): a 2pm start at the Papua Grand Hotel in Port Moresby with 7 items on the agenda because it is operating under PNG law so that there must an auditor appointment resolution and the final resolution is "other business". See notice of meeting. A genuine hybrid because also offering an online AGM through the Lumi platform with questions possible in writing before the meeting or via the Lumi platform in writing during the meeting.
April 30, AMP: notice of meeting disclosed a wholly online AGM using the Lumi platform. Kate McKenzie was the only director up for election, there was a second strike vote on remuneration and we've also got the LTI grant for the CEO, Francesco De Ferrari, which was later withdrawn after he was exited from the business to be replaced by ANZ deputy CEO Alexis George. The meeting lasted two hours and 40 minutes and the rem report narrowly avoided a second strike with a 23.8% against vote. See voting results. Credit to AMP for publishing a full video archive of the AGM along with this transcript.
April 30, Oil Search (OSH): a full hybrid AGM with a 1pm start at the Fullerton Hotel in Sydney with 6 directors seeking election, which requires a special resolution to temporarily expand the board cap. There was a CEO LTI grant plus a resolution to approve share rights for the two PNG-based NEDs. See notice of meeting. Finished with a whopping 54% against the rem report and 31% against the CEO's LTI. See voting results. Watch full video archive of the 1 hr and 38 minute meeting.
May 6, Rio Tinto (RIO): two AGMs with the UK version whole online and the later hybrid Australian version including a physical affair in Perth. The notice of meeting was lodged sans 4 hostile climate related resolutions from shareholders groups which sparked this announcement detailing an addendum to the NoM that was distributed separately to shareholders. You'd think Rio could wait for the deadline to pass for shareholder resolutions before releasing its notice of meeting. Later embraced the idea of a non-binding shareholder vote on its climate policies. Finished with a 61% protest vote against the rem report and Megan Clark's re-election was opposed by 26% given she chaired the sustainability committee since 2017 which was responsible for ESG. See voting results. The vast majority of my online questions were ignored as chair Simon Thompson focused on questioners in the room in Perth. Watch the 132 minute webcast.
May 6, HT&E (HT1): a wholly online AGM using the Link platform with just the re-election of chair Hamish McLennon and the rem report on the agenda. See notice of meeting. The rem report was supported by 99% but there was a 9% protest vote against the chairman. See voting results. Watch the 24 minute AGM webcast. There were no shareholder questions.
May 6, IRESS (IRE): scheduled for 11.30am at the RACV Club in Melbourne, but a genuine hybrid AGM with full online participation. The notice of meeting details that three directors up for election, including two females, and there are two resolutions related to the CEO's LTI grant. Quite a few protest votes with 5% against director Roger Sharp, 23% against the rem report and 18% against the CEO's LTI grant. See voting results. Doesn't appear to be any archive available of the AGM webcast.
May 6, TPG Telecom (TPM): a wholly online AGM starting at 10am with questions coming through the Lumi platform. Three directors up for election including Jack Teoh, who is replacing David Teoh and Shane Teoh who both quit without a proper explanation last month. See notice of meeting. Only protests were a modest 4% against Jack Moffatt and Jack Teoh. See voting results.
May 12, Smartgroup (SIQ): hybrid AGM starting at 11am at Wesley Centre in Sydney. Chair Michael Carapiet is up for election along with two other male directors, then there is the rem report plus approval of shares to be issued under a loan funded share scheme. See notice of meeting for this little known company with a market cap of almost $1 billion. More than 99% in favour of all resolutions.
May 13, Ampol (ALD): the renamed Caltex is holding a wholly online AGM from 10am with 3 blokes up for election and a couple of remuneration items. See notice of meeting. Tiny 3% vote against re report and 4.5% against director Mike Ihlein. See voting results. The meeting only lasted 43 minutes, including 20 minutes of Q&A. Watch the webcast here.
May 13, GPT: notice of meeting detailed a wholly online gathering starting at 10am on the Link platform with chair Vickki McFadden up for election along with one other director. Two rem items including the usual LTI grant for the CEO. More than 99% in favour of all 5 resolutions. Watch the 55 minute AGM webcast, which included only a handful of shareholder questions.
May 13, oOHmedia (OML): genuine hybrid meeting with the physical gathering at 11am on level 4, 100 Walker St, North Sydney. One director election and 3 rem items on the agenda. See notice of meeting and online meeting guide. Poll delivered a 16% vote against the rem report. Watch the 40 minute AGM webcast which only included one pre-submitted shareholder question related to the Sydney trains contract.
May 14. Aquis Entertainment: the owner of Canberra Casino gathered for a physical meeting only from 1pm at the casino itself with just one director and the rem report on the agenda. See notice of meeting.
May 19, Eagers Automotive (APE): arguably the most outrageous rorter of the JobKeeper scheme. Opted for a wholly online AGM starting at 9am with Rich Lister Nick Politis up for election and a contingent board spill on the agenda after last year's first strike. See notice of meeting. Both resolutions supported by more than 97%. No archive provided so emailed them asking for it to be added to this page.
May 21, Sydney Airport (SYD): 4 items on the agenda for this fully virtual AGM including re-election of Grant Fenn and Abi Cleland and two rem items, one to retain CEO Geoff Culbert and the other to approve his LTI grant. See notice of meeting. All resolutions comfortably passed. Have requested access to the AGM webcast which is promised on this page but hasn't materialised as yet.
May 21, AdBri (ABC): the Adelaide-based concrete giant moved its AGM to The Mint in Sydney starting at 10am with a webcast but no ability to ask questions online. Two members of the controlling Barro family, chairman Raymond Barro and his sister Rhonda Barro, were both up for election. See notice of meeting. Both Barros were strongly supported but there was a 19% vote against the rem report which the Barros chose not to vote on. An excellent video archive of the full 78 minute AGM is available here. Chair Ray Barro read out the written shareholder questions.
May 25, Alumina (AWC): Melbourne AGM which should have been quite interesting given the recent state and federal bailout of its Portland smelter with yet another subsidised power supply deal. Notice of meeting details a physical meeting at Jeff's Shed in Melbourne starting at 2.30pm with 3 directors up for election and two remuneration items. All resolutions comfortably approved with biggest protest being 5.6% against John Bevan. Full video archive of the 75 minute AGM available here.
May 26, Reckon (RKN): 10am Sydney at company HQ, 100 Pacific Highway, North Sydney. Physical meeting only with no webcast. 3 items of business including the accounts, one director election and the rem report. See notice of meeting.
May 27, Costa Group (CGC): notice of meeting details a hybrid AGM with the physical meeting starting at 11am at the new Collins Arch building at 447 Collins St in the offices of King Wood Malleson. Link delivered the online component. Two directors up for election and two separate items on the CEO's incentives. Biggest protest vote was 7.6% against director Tim Goldsmith. Doesn't appear to be an AGM webcast archive available.
May 28, Moelis Australia (MAF): notice of meeting details a fully online AGM with 4 directors up for election, including chairman Jeffrey Browne, the aspiring Collingwood President. Also proposing a name change to MA Financial Group. See transcript of Q&A. There was a 22.7% protest vote against the rem report, but the other 9 items were well supported. See voting results. Company has so far resisted multiple requests to publish an archive of the AGM webcast on its website.
TO BE ADDED
Smart Group.
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