11 questions asked at Eagers Automotive AGM

May 21, 2022

See text of 11 questions asked at Eagers Automotive AGM held on May 19. 2022

1. Many thanks to the board for agreeing to the request to disclose the proxy position to the ASX along with the formal addresses ahead of the AGM. Well down for the strong support for all resolutions and as an additional transparency measure are you prepared to also publish a full transcript of today's AGM debate, along with an archive of the webcast, something you haven't done before.

2. We received $131 million in JobKeeper, which put us in the top 10 for listed companies. Could the chair and CEO please comment on whether the board had any discussions about repaying any of this figure given that the scheme is now regarded as having been widely rorted, with $38 billion of the $89 billion going to applicants which didn't qualify under the rules of the scheme. Given that more than 10 public companies such as Super Retail, Cochlear, Iluka Resources, Harvey Norman, Nine and Premier Investments paid back some or all of their JobKeeper why don't we do the same, particularly given the wonderful performance of our share price since the depths of COVID.

3. Could one of the Deloitte auditors in the room, David or Troy, please comment on what processes they went through to ensure that Automotive Holdings was entitled to claim $131 million in JobKeeper. Do they know what the split was between how much of this was passed onto employees and how much was retained by the company. Did the huge JobKeeper haul in 2020 make the audit more complex in 2021, particularly in terms of presenting comparative figures and calculating executive bonuses.

4. Why don't we have any female independent directors and why don't we have more genuinely independent directors who aren't active in the automotive industry. Which of our directors are currently genuinely independent. With the departure of David Cowper, who was independent, are we committed to recruiting multiple new independent directors?

5. Could Daniel Ryan please outline how much of his time is spent on WFM matters with Nick Polites and how much of his time is spent on Eagers matters. Please provide some insight into the scale of auto sector holdings that WFM has outside its 27% stake in Eagers which is now worth $810 million.

6. Well done on putting together a property portfolio worth $451 million. How often do we get the individual properties independently valued and with councils and state governments increasingly strapped for cash, are we at risk of facing increases in rates and land tax charges, particularly as the valuation of the portfolio rises. Given the current property bubble, have we considered doing a sale and lease back transaction that could free up capital for a major capital return to shareholders or buyback.

7. What is the Eagers Automotive policy position on making political donations and will we be making any related to the current Federal election? What regulatory risks do we face from Canberra? For instance, most of the advanced world have imposed a sunset date on the sale of traditional petrol vehicles. For instance, if a new minority Labor-Greens-Independent parliament imposed a 2035 end date for the sale of petrol vehicles in Australia, would that be bad for our business?

8. Please comment on our commercial relationships with both and Tesla. Are they threats or allies? It seems that Tesla likes to control everything it does, even down to repairs and insurance. Is this bad for us? As for Carsales, are there any major brands which don't work with Carsales and instead prefer to work exclusively with retail partners such as Eagers?

9. We had a first strike on the remuneration report at the 2019 AGM but it has been more than 95% in favour over the past two AGMs, including today. Well done on winning back shareholder support on remuneration matters. What changes did we make to achieve that? Also, what proportion of our staff do we currently estimate own shares in Eagers?

10. Could Nick Polites please comment on why he decided to sell his Canberra division to Eagers. Whose idea was it to pursue this transaction and does he have any other assets would could potentially be sold to Eagers?

11. Why is the CFO on the board and not the CEO. Does this extra responsibility for the CFO influence how much the CFO is paid? Please fix this situation by appointing the CEO to the board.