1. Did any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - 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 about the reasons if there have been any protest votes?
2. Why was there a 10.5% vote against Toni's re-election?
3. 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? Will you commit to publishing a transcript from today, plus a back catalogue of AGM transcripts so investors can access a full history of debate at the most important governance meeting of the year. The likes of Nine, AGL, ASX, ANZ, CIMIC, Domino's, G8 Education and Lend Lease all produced their 1st AGM transcripts in 2021. Will you follow suit today?
4. In 2019, Treasury Wine Estates voluntarily moved to annual elections for directors in line with best practice that occurs in both the US and the UK. Dual listed companies like News Corp and Rio Tinto all do this due to the laws in the US and UK and BHP has pledged to continue doing it even after its UK DLC ended last year. Can the chair comment on whether our company will follow this TWE lead and move to annual elections of directors at the 2023 AGM, particularly given the double digit protest votes against both directors up for election today?
5. We originally claimed $3.46m in JobKeeper and then voluntarily repaid $3.02 million. Why didn't we repay the lot and why did we claim it in the first place?
6. Please comment on why there was a 10.5% vote against Toni-Anne Dwyer. Did CGI Glass Lewis also recommend against her re-election on workload grounds or was there a different issue?
7. ALS is a globally successful Brisbane-based company reliant on the mining industry for much of its revenue. What did the CEO think about the recent massive increase in coal royalties in Queensland and will this hurt our long term business prospects by reducing investment in future coal mines in Queensland.
8. What is the actual plan in terms of increasing cash fees to directors if this resolution is approved. Also, what is the maximum number of directors allowed under the ALS constitution?
9. The ALS board cap of just 9 directors is too low, meaning you are one of the few ASX100 companies with limited constitutional room for Board expansion to accommodate non-Board-endorsed external candidates. Will you consider amending the constitution at next year's AGM to either adopt the Rio Tinto model of having no Board size cap or matching AMP's cap of 16, ANZ's 15, BHP's 20, Centre Group's 16, Westpac's 15, or the many listed companies which have a maximum of 12 directors?
10. When disclosing the outcome of voting on all resolutions today, could you please advise the ASX 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 adopted by the likes of Metcash, Altium and Dexus after their 2021 AGMs.
11. It is unusual to get such strong applause for a company in the room at an AGM. How many directors, staff or other company personnel do you estimate are in the room, as opposed to the number of
genuinely independent retail shareholders? Would it be unfair to characterise the cheer squad as a rent a crowd of supporters or are the Brisbane based retail shareholders genuinely that impressed with the company's performance?
12. There were 7 items of business today for voting but the board added formal presentations at the start as item 1 and consideration of financials at the end, neither of which required a vote. Will you consider doing the
financials and general debate at the start rather than the end next year?
Copyright © 2022 The Mayne Report. All rights reserved