9 questions asked at 2021 Sandfire Resources AGM
December 11, 2021
Questions asked at 2021 Sandfire Resources AGM.
Why did we give Australian Super such a sweetheart deal in the recent capital raising. The 11,000 retail shareholders only took up $32 million of the $321 million retail offer with Australian Super collecting $150 million of this shortfall in addition to its $120 million allocation in the associated $285m placement. Will you offer retail an SPP to make up for this significant dilution we suffered in this capital raising?
Did any of the main proxy advisers - ACSI, Ownership Matters, Glass Lewis and ISS - recommend a vote against any of today's resolutions? Which of the proxy advisers are covering us and has their been a material proxy protest vote against any of today's resolutions? Will you disclose the proxy votes before the debate on today's resolutions so shareholders can ask questions if there have been any protest votes?
Perth is a small isolated city and too many of the big and small Perth-based listed companies only have directors who live in Perth. What proportion of our directors live in Perth and is the geographical location of directors something which is considered when board diversity is discussed. Is the new chair likely to be another Perth-based local or will Easter Coasters be seriously considered?
How did it work in terms of taking Australian Super behind the disclosure wall such that they went from having a negligible holding to a very big stake by underwriting a capital raising on a deal that no other shareholders had special access too. How did Aussie Super get to the front of the queue for this special treatment? What size was their shareholding before the deal was announced and did any other existing shareholders get early advice on the deal for under-writing or sub-underwriting purposes?
Congratulations to Sandfire for not tapping into the widely rorted $88 billion JobKeeper program like 474 other ASX listed companies did, including Perth-based Iluka Resources? All you had to do to qualify was forecast a drop in revenue, not actually suffer a drop. This was one of the world's most lax, open and abused corporate support schemes with $38 billion going to employers which didn't satisfy the criteria. Did we consider getting in on the rort to maximise returns to shareholders like so many other companies did?
Given the interesting discussions across a range of topics today, could the chair undertake to make an archived copy of the webcast plus a full transcript of proceedings available on the company's website. Nine Entertainment chairman Peter Costello, who appreciates the benefit of a parliamentary Hansard transcript where MPs don't have to scroll through old videos to find out what was said, recently made this change & had a full transcript of Nine's AGM online before the end of the day. Can we match this?
Of the 3 new directors up for election today - Sally Langer, Jenny Morris and John Richards - all of them were already serving on the biggest Perth-based ASX listed companies, Northern Star and Fortescue Metals. Did we use an external search firm for these recruitments or just swim in the very narrow pool of existing large cap ASX listed miners based in Perth, who were already known to the incumbent directors?
Placement refresh resolution question: Why are we refreshing the placement capacity? Does that suggest retail investors can expect another dilutive institutional placement to hand-picked big end of town investors before next year's AGM. Surely you owe your retail investors a $30,000 Share Purchase Plan priced at a 5% discount to market to try and claw back some of the enormous dilution we have collectively suffered in your recently badly structured capital raising.
When disclosing the outcome of all resolutions today, will the chair support the idea of publicly disclosing how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment on all resolutions and was a disclosure initiative recently adopted by Metcash and Southern Cross Media after their AGMs.
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