6 questions asked at 2023 Nine AGM
November 11, 2023
Here is the text of the 6 written questions lodged at the 2023 Nine Entertainment AGM held on November 9. No material protest votes and see coverage in The Age.
Q1. Joe Aston took The AFR's Rear Window column to unprecedented levels, providing savage but compelling insights across the political and corporate landscape for more than a decade. How important were his contributions to The AFR's profitability, how much grief did he cause the chair and CEO and was it worth it? Have we locked Joe up on a suitable non-compete if News Corp wanted to poach him?
Answer: Peter Costello gave him great credit for the Qantas story - watch video of exchange via Twitter.
Q2. Well done for backing your journalists in the Ben Roberts-Smith defamation matter. Is it correct that as much as $25 million was swinging on the judge's decision and please outline how involved the board was in approving budget and tactics for the defence, as opposed to the management team and Nine's legal advisers. Where are things at with the appeal and are we confident of winning?
Answer: Costello gave a cautious answer but said it could have been more than $25 million with damages and stressed that shareholders not taxpayers are liable - see video of exchange.
Q3. Under chair Peter Costello, Nine has been excellent on AGM transparency, producing transcripts, embracing hybrids & now moving to early proxy disclosure. The final best practice reform to embrace is improved voting disclosure by advising the ASX how many shareholders voted for and against each item, similar to a scheme of arrangement? This provides a better gauge of retail shareholder sentiment & was a voluntary disclosure initiative adopted by ASX itself this year and Qantas last Friday. Will you get with the program today?
Answer: It sounded like Costello was going to do it and then they didn't, as can be seen in these voting results. Suspect this was because all those 98% mandates were closer to 50-50 if measured by shareholders. Watch video of exchange via Twitter.
Q4. Well done to Peter Costello on receiving a thumping 97.82% of directed proxy votes in favour & thanks for disclosing the proxies to the ASX along with the formal addresses at 9.27am. My only criticism is the chair's occasional footsies with the opposition. For instance, why did he recently collaborate with News Corp's Herald Sun for a September 23 picture story on his baby bonus policy? Also, after more than a decade on the board, please address the John Howard question: are you intending to serve a full 3 year term?
Answer: Costello claimed that from time to time public figures appear in rival outlets. Yes, but he posed for a photo with the Herald Sun in this piece. See video of exchange.
Q5. Could new director Mandy Pattinson and the chair comment on the recruitment process that led to her appointment to the board. Was a head hunter involved, did the full board interview Mandy and did they interview any other candidates? Did Mandy know any of our directors before engaging with the recruitment process?
Answer: head hunter was involved and Mandy didn't know any of the incumbent directors. See video of exchange.
Q6. Could the CEO summarise his past LTI grants as to whether they have vested or lapsed. Also, has he ever sold any ordinary shares in the company or bought any on market without relying on an incentive scheme to build his equity position in the company? 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.
Answer: Mike Sneesby gave a good summary - his first tranche vested. See video of exchange via Twitter.
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