9 questions asked at 2023 Regal Funds Management AGM

May 27, 2023

Here is the text of the 9 written online questions asked during the 2023 Regal Funds Management hybrid AGM held on May 23. No webcast archive has been provided and all resolutions supported by more than 99% of voted stock.

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 have there been any material proxy protest vote? Will you disclose the proxy votes before the debate on each resolution so shareholders can ask questions about the reasons if there have been any protest votes? Also, why not disclose the proxies to the ASX with the formal addresses like others now do?

2. The merger meetings with VGI included some vitriolic criticism of its founder Rob Luciano by Rich Lister David Kingston and some of his fellow travellers. Have we had any engagement with Mr Kingston since the merger completed and what did the chair and CEO think of his criticisms and commentary about Mr Luciano. What ongoing role does Mr Luciano have with Regal Partners and is this likely to change over the coming 12 months?

3. We have been aggressive since listing, lodging a $1.9 billion bid for Perpetual last year and have also conducted a sharemarket raid on rival Platinum Asset Management. What did the CEO think about Kerr Neilson's recent criticisms of Platinum and have we had any engagement with Mr Neilson about a potential control transaction?

4. A question on the remuneration report. I agree with Malcolm McComas on poor pay disclosure. How much was Phil King paid last year and will you commit to fully disclose his pay going forward? Did Phil request that his pay not be disclosed or did the remuneration committee offer that up?

5. Chairman, please don't run the line that David Kingston's comments were not relevant to the accounts. Corporate law since the mid 1990s requires companies to give shareholders a reasonable opportunity to comment about the general operations of the business, which is what he has done. Trying to focus questions narrowly on the accounts when dealing with the opening debate is very 1987 and shouldn't be happening in 2023. Just take all general comments and questions up front, please.

6. When it comes to AGM speeches and questions and delivering governance changes, David Kingston is the most formidable shareholder activist Australia has ever seen. He's just delivered a heavy critique of our performance. Wasn't he our friend leading into the VGI merger? How have we managed the relationship with Mr Kingston over the past year and how substantial are his investments in both the head stock and our various funds?

7. Thank you for offering shareholders a hybrid AGM this year and will you commit to keep doing this in future years to maximise shareholder participation? Big companies like Altium, Argo Investments, Bank of Queensland, Beach Energy, Bega Cheese, BHP, Blackmores, Boral, Brickworks, Commonwealth Bank, Cleanaway, Downer, Flight Centre, Fortescue Metals, Harvey Norman, Metcash, Netwealth, Origin Energy, Premier Investments and Ramsay Healthcare all banned online questions and voting in 2022, so well done for showing them up. What was the experience like from your end and how many independent shareholders showed up to the physical meeting?

8. Did we really need to put up 4 separate resolutions approving the issuance of shares to various directors and third parties at this AGM? Could some of this have been handled under the 15% annual placement cap?

9. 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? The likes of Nine, AGL, ASX, ANZ, Domino's and Lend Lease all produced their 1st AGM transcripts in 2021. Will you follow suit today? This is something IAG has been doing since 2003.