AGMs

9 questions lodged at the 2021 Viva Energy EGM


October 30, 2021

The text of Stephen Mayne's questions lodged and read out at the 2021 Viva Energy EGM to approve a capital return held on October 11, 2021.

1. Now that Big Brother has fully sold out of WAYpoint, can chair Robert Hill comment on whether he is confident that the now independent REIT has enough balance sheet strength to meet the clean up costs at all its sites across Australia once electric vehicle take-up reaches critical mass?

2. Including this latest capital raising, how much will Vitol have taken out of Australia since 2016, factoring in the original Viva REIT IPO in 2016, the Viva Energy IPO in 2018 and now these capital returns from the Viva Energy divestment from Viva REIT. Could one of the Vitol directors comment on whether it intends to sell any of its residual stake in Viva Energy in the short to medium term?

3. Given that we have a market capitalisation of almost $4 billion, why are we wasting shareholder time and money calling a second general meeting to approve a relatively small 6.2c capital return? Can you cite any other listed company that has bureaucratically called two special meetings in 13 months to deal with the proceeds of one single divestment? Couldn't you have just cranked up the on-market buy back instead, or pay a bigger dividend?

4. Given that Vitol is a foreign company that presumably has no use for franking credits, does it prefer capital returns ahead of dividends in terms of managing its tax liabilities? Would it have paid more tax if we had paid a bigger special dividend rather than calling shareholders meetings to approve capital returns?

5. Did we consider using the proceeds of this divestment to partially buyback and cancel Vitol's controlling 45% stake in the company. Could both the chair and the Vitol nominee directors comment on whether any discussions were held about extracting cash from Australia through a share sale into a selective buyback, rather than a capital return?

6. Could a transcript of today's debate be added to your website along with the archive of the webcast and whilst doing this, can we have transcripts for the previous 3 shareholder meetings as well? Transcript are becoming common, just like Hansard at Parliament. No political reporter was ever told to back and rewatch the vision of Parliament, they just read the transcript through Hansard.

7. I agree with John Whittington and the ASA. These share consolidations just make things more complicated and we don't do a consolidation after a dividend, so why do it after a capital return? It's just more bureaucracy and paperwork.

8. If there is a lack of liquidity to do a bigger on-market buyback, as the CFO just explained, did we make an offer to Vitol to buy back some of their shares as part of this capital management exercise? Coles Myer, Aurizon and CBA have done selective buybacks to reduce major shareholder stakes over the years and Woodside proposed one with Shell a few years back, although it was voted down.

9. If there is a lack of liquidity to do a bigger on-market buyback, as the CFO just explained, did we make an offer to Vitol to buy back some of their shares as part of this capital management exercise. Coles Myer, Aurizon and CBA have done selective buybacks to reduce major shareholder stakes over the years and Woodside proposed one with Shell a few years back, although it was voted down.