4 questions lodged at 2025 Cleanaway hybrid AGM

Q1. The stock is down 5% today, and you've had a 40.7% remuneration first strike. Given this, you should be following the agenda and dealing with each item of business sequentially. You don't abandon the agenda in board meetings and ask directors if they'd like to ask questions on any item of business, so why are you doing that today? Please return to following the agenda at next year's AGM. The effect of taking questions as one job lot is to reduce the focus on rem, which should be discussed separately and in detail given the size of today's remuneration strike. What caused the strike and which proxy advisers recommended against?

Answer: The chair Philippe Etienne was quite defiant basically saying "we choose how to run out meeting and the votes are the votes". Listen to audio of exchange via Twitter. You had to wait for this article in The AFR later in the day to find out more about what happened with the recent fatalities leading to the big rem protest vote because the CEO's bonus was only cut by 500k and he still received $4.2 million before tax for the year.

Q2. It's a shame you didn't disclose the proxy votes with the formal addresses, leaving us debating in the dark. Did any of the proxy advisers recommend a vote against any of today's resolutions, including this rem 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 and inform shareholders where relevant. Did you repeat the strong support for all resolutions achieved last year?

RESUBMITTED AS FOLLOWS AFTER THEY DISCLOSED THE PROXIES EARLY IN THE MEETING AND THIS SECOND VERSION WAS READ OUT

It's a shame you didn't disclose the proxy votes to the ASX along with the formal addresses, as many major companies now do. However, at least you have displayed them in a timely manner before the debate commences today? Normally rem and LTI against votes are similar but in your case there was a 16.4% LTI grant against vote and a whopping 40.7% proxy protest vote against the remuneration report. Could the remuneration committee chair please summarise what has driven this voting and how the company intends to respond? Please don't say proxy adviser recommendations are confidential. It is standard for companies to be across this detail and inform shareholders where relevant.

Answer: The chair Philippe Etienne should have passed this to remuneration committee chair Jackie McArthur, who copped a 17% protest vote against her re-election, especially given he offered up nothing meaningful himself. Watch video of exchange via Twitter.

Q3. What proportion of the Citywide business did we buy and did any of the staff or management have the option of choosing whether to come across to Cleanaway, or stay under City of Melbourne ownership? Was the CEO surprised that the ACCC process took so long and that we then weren't required to make any meaningful undertakings? What was the point of the exercise?

Answer: The CEO Mark Schubert said the Citywide staff didn't have an option to choose and he was fine with the process, including their own ACCC submission plus the many other submissions received to uphold the ACCC charter of making sure competition was maintained, which he believed it had been. Watch video of exchange via Twitter.

Q4. When was the last full tender for the external audit role conducted and when will the next one be conducted?

Answer: The chair said it has been 15 years but they had other means of seeking assurance that all was well with Ernst and Young. Watch video of exchange via Twitter.

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