6 questions asked at 2023 Coles AGM

November 6, 2023

Here is the text of the 6 written questions asked at the 2023 Coles hybrid AGM held on November 3.

Q1. The start-up Retail and Fast Food Workers Union is providing competition to our traditional union, the SDA, are have been in the media recently and have turned up today working with the Victorian Greens. The likes of Domino's and JB Hi Fi have no union agreements and virtually no union membership amongst team members. Why are we so different? Could the CEO summarise the number of union agreements we have with the SDA and provide an estimate on the percentage of our workforce which are members of the SDA or its new competitor, the RFFWU.

Q2. The chair rejected multiple transparency requests at last year's AGM. No AGM transcript and no reporting of the voting results like with a scheme of arrangement. Could he agree to get with the best practice transparency program and disclose the proxy position to the ASX along with the formal addresses at next year's AGM and also follow the recent lead set by the ASX itself which released voting results by shares and shareholders. On this remuneration report, it will potentially show that more small shareholders voted against than in favour. Why not disclose this given that the share registry has the data and will such disclosure will stimulate increased participation in voting in the future. The current system has led to voter turnout plunging to less than 5% because we all feel swamped by the big shareholders. What is the point of small shareholders voting?

Q3. How many of the Coles directors live in Melbourne and how does it work having an interstate chairman? Wouldn't it make more sense to have a Melbourne-based chairman and how many more years is our current chairman intending to stay in the role?

Q4. Thank you to Terry Bowen for his 12 months of service on the board ahead of resigning next February to take up an executive position in New York. It is always helpful for investors to have access to some exit perspectives from retiring independent directors, especially from someone like Terry given his long association with the business via Wesfarmers. In his final AGM contribution as a Coles director, could Terry please comment on where he sees Coles positioned relative to Woolworths and Aldi and what he regards as the best decisions made about the Coles business during his association with the operation. Does he have any regrets?

Q5. This question isn't about Ms Stops per se, but relates to board election issues more generally. Why wasn't Andy Penn recruited and announced earlier so his appointment to the board could have been endorsed by shareholders today? Instead, he will serve more than 12 months without endorsement. Could Andy Penn 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 Andy and did they interview any other candidates? Did Andy know any of our directors before engaging with the recruitment process?

Q6. Since last year's AGM and LTI vote, we farewelled CEO Steve Cain and appointed Leah Weckert as CEO. Could Leah comment on how often she has been in touch with Steve during her first 6 months in the role. Also, could Leah summarise her past LTI grants since the Wesfarmers demerger as to whether they have vested or lapsed and her personal history of buying or selling Coles shares. Please don't say look it up in the annual report and through ASX announcements. It's complicated and the CEO could factually summarise the situation in 60 seconds.