4 questions asked at 2025 ImExHS AGM
June 18, 2025
Below is the text of the 4 written questions lodged at the 45 minute ImExHS Ltd (IME) virtual AGM held at 11am Melbourne time on May 19, 2025 via this Zoom link. Accumulated losses of $30.3m and net assets of $14.5m. See notice of meeting. Market cap was $17m on AGM day for the Colombia-based radiology technology company. Was the only shareholder asking questions and they commendably released the proxies early with these 41 slides. No protest votes across the 15 resolutions after a first rem strike last year and the poll results included head count voting data. No AGM webcast archive published.
Q1. The recent share purchase plan only raised $103,000 partly because you failed to offer secondary pricing based on the VWAP as more than 100 ASX listed companies have done over the years, including more than 35 which have ended up being priced at a discount to the earlier placement, providing rare wins for retail investors in terms of relative treatment to big end of town institutional investors. Thank you for at least offering the SPP but why didn't you offer VWAP pricing rather than the fixed placement price of 35c?
Answer: The chair Doug Flynn gave a reasonable explanation, talking about discounts and the need to treat all shareholder equally. Watch video of exchange via Twitter.
Q2. Thank you for disclosing the proxies early along with the formal addresses ahead of today's AGM and well done for receiving more than 90% support in favour of all 14 ordinary resolutions. Do you know which shareholders delivered the first strike last year and what concerns they had? Did we make any changes to address those concerns?
Answer: The chair Doug Flynn reckons the rem strike was mainly because shareholders were grumpy about the performance of the company and the turn out was low because the board couldn't vote when they own 30% of the shares. Watch video of exchange via Twitter.
Q3. Resolution 5: Doug Flynn options: "The chairman is no spring chicken and doesn't have much background in the medical sector. What is the history of Doug's connection to this company, is he planning to seek re-election when his current term expires and does he agree that it is not best practice for independent chairs to be partly paid with options, even though this may help conserve cash?"
Answer: The question wrangler censored this one down, unfortunately, but Doug explained the options were designed to conserve cash. Watch video of exchange via Twitter.
Q4. Resolution 8: extra 10% placement capacity. "I'm generally against proposals which give boards the unfettered power to issue 25% of the company's capital to anyone they like with no shareholder approval or rights for the existing shareholders to participate and avoid being diluted without compensation. Could the chair please comment on why we continue to raise capital through selective placements, rather than doing pro-rata raisings which treat all shareholders equally and don't require any specific shareholder approvals. Please focus on pro-rata raisings in future don't ask for this extra 10% placement capacity at next year's AGM."
Answer: The chair Doug Flynn claimed pro-rata takes longer and has bigger discounts. He also said the recent placement was done shortly before Trump's April 2 liberation day tariffs announcement whereas a longer pro-rata process would have been derailed. Watch video of exchange via Twitter.
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Finally, watch how the 45 minute meeting finished with a video that failed to have any audio and then chair Doug Flynn delivering the usual rapid-fire end as you often experience with Zoom meetings.
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