8 questions at 2022 Transurban AGM

October 20, 2022

Here are the written questions lobbed at the 2022 Transurban AGM which started at 11am on October 20.

Marina Go has just resigned as chairman of Netball Australia after this blow-up with Gina Rinehart's $15m sponsorship deal. Her record at Adore Beauty and Pro-Pac Packaging has also been chequered from a share price perspective. Could she explain what happened at all 3 of these organizations and what lessons she has learnt from these experiences that will add value at Transurban.

The Victorian Government is setting up a state-owned tolling company to run the $20 billion North East Link, which seems an enormous waste of money. Wouldn't it make more sense for Transurban to run the tolling system on a contract basis and ensure seamless interoperability. Could Scott Charlton please comment on whether we have any involvement with the North East Link and what he thinks about the model, contractors, technology and project scope being adopted by the Victorian government. When fully built, will it be good or bad for tolling revenue on our Melbourne assets.

How do we keep getting away with paying no corporate tax in Australia? Our utilization of tax losses fell from $276m in 2020-21 to $193m in 2021-22. In 2015, James Packer told the Crown Resorts AGM: “I think people should be asking why Sydney Airport and Transurban aren't paying more tax.” 7 years later when you are still paying no corporate tax, what is the answer to James Packer's question? Isn't it time we ditched the tax-effective stapled trust structure and just became a regular company with less tax-driven gearing and aggressive depreciation and instead have proper participation in the dividend franking system?

Why have we sat back and let IFM have a clear run at Atlas Arteria? Surely it would have been logical for Transurban to opportunistically build up a blocking stake in Atlas Alteria over the years when its share price was low? What is the status of our relationship with IFM in terms of them being a minority investor in assets we run? Is there any element of us staying out of the Atlas contest in order to preserve good relations with IFM and its constituent partners, such as Australian Super, one of our partners in Brisbane?

When disclosing the outcome of voting on all resolutions today, including this LTI grant for the CEO, 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.

Best practice these days is for companies to disclose the proxies to the ASX along with the formal addresses. For instance, Streadfast did this today and Origin Energy has been doing it since 2008. Given your past excellent track record on transparency, such as with participating rates in capital raisings, will you commit to doing this next year? Also, did any of the proxy advisers recommend a second strike on the remuneration report and were you surprised by the proxy voting outcome?

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 voluntarily continued doing it even after its UK DLC ended last year. Can new chair Craig Drummond and Peter Scott both comment on whether they will support following the TWE model of annual elections for directors at the 2023 AGM to continue Transurban's excellent track record on best practice transparency.

Given the interesting discussions across a range of topics today, including on this LTI grant, could the incoming chair undertake to make an archived copy of the webcast plus a full transcript of proceedings available on the company's website? You've published webcasts the past two years but never got on board the transcript train. 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?