8 questions asked at 2023 IRESS AGM

May 6, 2023

See text of 8 written questions asked at the 2023 IRESS hybrid AGM held on May 4..

1. The CEO referenced the "rule of 40" at the conclusion of his formal address. Could he please clarify what this means, why this is a useful measure for SAAS companies and what it is trying to incentivise our leadership team to do?

2. We obviously now regret taking our business to the UK. Whilst the CEO and chair are both relatively new to the company, could they provide an estimate as to how much the company has lost by investing in the UK and a summary of the 2 or 3 main causes of these losses? Was Brexit a factor?

3. Could new director Anthony Glenning and the chair comment on the recruitment process that led to his appointment to the board. Was a head hunter involved, did the full board interview Anthony and did they interview any other candidates? Did Anthony know any of our directors before engaging with the recruitment process?

4. Thank you for disclosing the proxy position to the ASX with the formal addresses. This is transparency best practice. The only double digit protest vote was 12% against the remuneration report. What was the issue and which of the proxy advisers recommended against?

5. Trudy was one of the IRESS directors who recruited current chair Roger Sharp to the board in February 2021, announcing that he would become chair before he'd even served one day as a director. How does she believe the new chair is performing and how is it working having a New Zealand-based chairman of a Melbourne-based company. Also, chairing 3 major organisations - Iress, Webjet and the NZ Lotteries Commission - is a major workload for our chair. Could Roger comment on how he is managing that so far?

6. At last year's Credit Corp AGM, the chair and CEO were highly combative in dealing with proxy advisers and retail shareholders. Sure, debt collecting is a tough business but as a Credit Corp director, could Trudy comment if she was comfortable with how they went about it. As a professional director, does she respect the work of proxy advisers and the principle of maximum transparency?

7. I know this meeting was held at the offices of our lawyers, King Wood Mallesons, but did that really mean the chair had to read out such a long rules and procedures summary? I hope they weren't being paid by the word. Thank you for offering a hybrid AGM this year and for disclosing the proxies early to the ASX. Please keep up this practice and it would be great if a transcript of the AGM could also be published.

8. The latest audited accounts claim we have net assets of $434 million, yet our market capitalisation today is $1.94 billion. In light of this disparity, could the existing auditor please comment on how management was able to announce $123 million of write-downs last month, a move which will make our balance sheet even less accurate in terms of what the market believes the business is worth.