AGMs

6 questions lodged at 2025 IDP Education hybrid AGM


October 21, 2025

Below is the text of the 6 written questions submitted at the 70 minute IDP Education (IEL) hybrid AGM held at 9.30am in Melbourne on October 20, 2025 at 727 Collins St and via the Link platform. See notice of meeting and voting results with a whopping 34% second rem strike. See text of 6 questions asked at 2023 AGM and ridiculous 11 written questions submitted at 2021 AGM. Market cap was $1.81b on AGM day after another bad year. There was a 33.4% rem strike in 2024 and the CEO's LTI grant only scraped over the line with 52.6% in favour. The crusty old school chair Peter Polson was finally succeeded by Tracey Horton on June 16, 2025. Under him, they never did early proxy disclosure or headcount data, so requested both in an email to the company late on the evening before the meeting. The proxies weren't disclosed early in the formal addresses and we got no extra data in these poll results.

Q1. It's a shame you didn't disclose the proxy votes with the formal addresses, leaving us debating somewhat in the dark. Did any of the proxy advisers recommend a vote against any of today's resolutions, including this remuneration report item? If so, what reasons did they give and did this translate into any material protest votes? Please don't say proxy adviser recommendation are confidential. It is standard for companies to be across this detail on the voting recommendations and inform shareholders where relevant.

Answer: The chair Tracey Horton brought forward the proxy disclosure after this questions was read out, revealing the 34% second strike. She then read from a script about how disappointed they were and how comprehensively they had engaged. We only found out there were "mixed recommendations" from the proxy advisers but no names were offered up. They did two roadshows of shareholders representing around 50% of the shares on issue, but clearly it wasn't enough. Watch video of exchange via Twitter.

Q2. Could new chair Tracey Horton please comment on the biggest changes in board process, delegations, reporting lines or governance that she has implemented since taking over as chair from Peter Polson in June this year. Could the CEO also comment as to whether Tracey is more or less hands on than Peter as a chair?

Answer: The chair... Watch video of exchange via Twitter, plus this corporate speak from the CEO which didn't really answer the question.

Q3. Thank you to Greg West for his 18 years of service on the board, initially courtesy of his connection to the universities sector, which continues to this day at Wollongong University. It is always helpful for investors to have access to some exit perspectives from retiring independent directors. In his final contribution as an IDP director, could Greg please comment on what he regards as the best 2 decisions made during his time on the board and does he have any regrets? Also, what proportion of our share register is still owned by universities and how do we engage with them as shareholders.

Answer: The chair asked Greg to offer some exit reflections without this question being read out, so withdrew the question and the university engagement part wasn't addressed. Listen to what he said via Twitter.

Q4. The 6 most valuable US big tech stocks - Microsoft, Apple, Amazon, Meta, Alphabet and Nvidia - are together worth more than $20 trillion, largely because they have enormous pricing power and are over-charging customers the world over. Could the chair and CEO comment on which of the big global technology companies we are most reliant on and what would we do if they suddenly put their prices up by 30%? Also, were we impacted by the global AWS outage yesterday?

Answer:
The chair... Watch video of exchange via Twitter.

Q5. In my view, you waited far too long on chair succession and it was clearly evident at recent AGMs that Peter Polson was slowing down in his late 70s. Could Tracey Horton comment as to whether she has aspirations to serve as a director until she is 79? Also, how was Tracey's selection handled? Were there multiple internal candidates with presentations, interviews and a formal vote, or was it done more informally. Did Peter Polson manage the process and does that explain why it took so long?

Answer: The chair laughed about not staying until she is 79 and then provided some colour on the succession process, saying it started when Michelle Tredenick and Tracey joined the board 3 years ago. The process was supported by external advisers. Watch video of exchange via Twitter.

Q6. Could new director Paul Rogan 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 interview any other candidates? Did Paul know any of our directors before engaging with the recruitment process?

Answer: The chair explained a good process, including that Michelle Tredenick did know Paul and did not express a view until everyone else had met him. Paul Rogan did sound impressive and has done a great job as chair of Hub24 so looks like an excellent addition to the board.