6 questions lodged at 2025 Viva Energy hybrid AGM
May 20, 2025
Below is the text of the 6 written questions submitted at the 75 minute Viva Energy (VEA) hybrid AGM held in Melbourne on May 20 2025, plus via the Link platform. See a summary of the answers and some video grabs via Twitter. See notice of meeting and voting results. Market cap was $3.1 billion on AGM day. See 9 questions asked at 2021 AGM, plus 6 questions asked at 2023 AGM. The proxies were disclosed early with these formal addresses showing biggest protest 9% against rem report.
Q1. Which of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - covered us this year and did any recommend a vote against any of today's resolutions, including this remuneration report item? Also, thanks for disclosing the proxies early with the formal addresses showing the biggest protest vote was only 9% against the rem report. What caused that?
Answer: The chair Robert Hill said everyone was in favour but 2 big shareholders lodged rem protest votes to send a message about the executive team sharing their pain. Watch video of exchange via Twitter.
Q2. John Joyce is a good appointment given his background running Aldi and our heavy push into convenience retailing but it is not good practice to announce the appointment of a new director in the short period between the publication of the notice of meeting and the holding of the AGM. As a former politician himself, surely chair Robert Hill recognises the importance of directors receiving a mandate. What prevented John from being presented for election at today's AGM?
Answer: The chair Robert Hill dismissively said this was because he won't be starting until June 2 and elections are driven by start dates. Well why not pay him for an extra 2 weeks or delay the announcement until he actually starts? Watch video of exchange via Twitter.
Q3. Vitol owns 30% of Viva Energy but their 2 nominee directors never seem to buy any of our shares and aren't even paid director fees by Viva Energy. Could Dat please explain why this is so and whether the performance of Viva Energy impacts his bonus arrangements at Vitol. In other words, what alignment or incentive does Dat have to drive shareholder returns at Viva Energy? Is he banned from buying our shares by Vitol policy or does he choose to retain a zero investment?
Answer: Dat explained that Vitol policy presents him from buying Viva shares directly but then persuasively explained that he is fully aligned and focused. Watch video of exchange via Twitter.
Q4. Could Mark Chung please comment on the selection process that saw him chosen to take one of Vitol's two seats on the Viva Energy board. For instance, why wasn't the global CEO or chair appointed? Mark went to Melbourne University but is living in Singapore. Is he intending to dial into board meetings or take it more seriously and travel frequently to Australia to fulfill this role. What proportion of his time will the Viva Energy board seat take up and what other investments does he oversee at Vitol in the Asia Pacific region?
Answer: Mark had already addressed the other portfolio investments in his impressive campaign speech and when answering stressed that he would be fully committed on the ground and not dialing in from afar. Watch video of exchange via Twitter.
Q5. The annual report says we have 13,101 shareholders but less than 1,000 have voted today, a stark contrast with the 90%+ turnout we've just seen in the federal election. When disclosing the outcome of voting on all resolutions today, including this LTI grant, please advise the ASX how many shareholders voted for & against, similar to with a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment on all resolutions and insight into the chronically low retail shareholder participation rate.
Answer: The chair dismissed this request in his usual way. Watch video of exchange via Twitter.
Q6. Is chair Robert Hill intending to run again when his current term expires in 2027 at the age of 81? There are no other independent chairs of ASX200 companies who are over 80 years old. Will Robert still be in the chair at Viva by the time of his 80th birthday on September 25 next year, or is chair succession likely to occur before then?
Answer: The chair failed to answer this at all and later in the meeting had a senior moment when he declared the rem report didn't need to be voted on and had to be rescued by the company secretary taking over the script. Time for a younger less conservative chair at Viva, it seems. Watch video of exchange via Twitter.
Other interesting comments
Robert Hill on illegal tobacco
Robert Hill on electric vehicle take-up
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