10 questions lodged at 2023 Task Ltd hybrid AGM
July 24, 2023
Below is the text of the 10 written questions asked at the 1 hour 2023 Task Ltd hybrid AGM held in Auckland on July 24, along with Twitter videos of the various exchanges. See webcast of full meeting, the notice of meeting and voting results.
1. Do any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and the New Zealand Shareholders Association ASA - cover us? 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?
Answer: company secretary Andre said the NZSA recommended in favour of all resolutions except the move to Australia. There was also one un-named proxy adviser which advised a fund manager but without any direct engagement with Task - see Twitter video of exchange.
2. The ASX is well known for over-charging public companies when it comes to listing fees. How much are we expecting to pay the ASX to be our sole exchange and how much more would it cost to remain dual listed on the NZSE?
Answer: the company secretary Andre said NZ charges more for foreign companies having a secondary listing than those with a prime listing on their exchange. No wonder Task are ditching them entirely when moving to be solely listed on the ASX, which won't cost them any more on our side of the ditch. See Twitter video of exchange.
3. Given the interesting discussions across a range of topics today, including mandate 7.1A, could the chair undertake to make an archived copy of the webcast plus a full transcript of proceedings available on the company's website? Major ASX listed companies such as Nine, AGL, ASX, ANZ, Domino's and Lend Lease all produced their 1st AGM transcripts in 2021. Will you follow suit today in order to embrace best practice?
Answer: The chair agreed to this one but will believe it when the transcript actually appears - see Twitter video of exchange.
4. When disclosing the outcome of voting on all resolutions today, could you please advise the ASX how many of our 3600 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, Dexus, Webjet, Tabcorp and Myer over the past two years. What does candidate Phil Norman think about this idea?
Answer: the brass sort of said yes and but then failed to deliver as you can see in these voting results - see Twitter video of exchange.
5. Only 1 of today's 8 items of business involves a board appointment. 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 continued doing it even after its UK DLC ended in 2021. Can today's sole candidate for election, Phil Norman, and the chair comment on whether our company will follow this TWE lead and move to annual elections of directors at the 2023 AGM?
Answer: question was heavily edited down by the English question wrangler and chair said they had no plans to switch from the rotating elections system - see Twitter video of exchange.
6. Which of the Big Tech companies in the US are our biggest competitors. If a big QSR chain in not using us, who are they most likely to be using? Which are the biggest global QSR chains which are not currently using any of our products and which of these would we most like to land as a customer?
Answer: founder said no competitors offer the full range of products for QSR operators and also named a bunch of NASDAQ listed competitor tech companies I'd never heard of - see Twitter video of exchange.
7. How many of our current directors are residents and citizens of Australia and are we planning to add more Australian directors once the change of domicile is completed?
Answer: the chair said only one of the directors was a New Zealand resident with the rest in Australia - see Twitter video of exchange.
8. Why are so many votes abstained/excluded? Is the company majority owned by insiders?
Answer: The question has to be asked twice but company secretary Andre confirmed that the majority of excluded votes were with the founding Houden family - see Twitter video of exchange.
9. Are the Houden family planning to vote in favour from the floor as the proxies show they are holding discretionary proxies for their controlling stake?
Answer: Chair was wrong to say the Houden family had voted by proxy - see Twitter video of exchange. See voting results showing they clearly voted in the poll, not by directed proxy.
10. Like the leave New Zealand resolution, the Houden controlling stake is shown as discretionary so they haven't already voted they've just registered to vote at the meeting. Are they planning to exercise their discretion in the poll on this item?
Not asked as it was lodged too late, not due to any censorship.
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