5 questions lodged at 2025 Spark hybrid AGM
November 7, 2025
Below is the text of the 5 written questions submitted at the 130 minute Spark (SPK) hybrid AGM held in Auckland and via the Link platform on November 7, 2025. See notice of meeting. The proxies were disclosed early in the formal addresses with biggest protests 5% against re-election of CEO Jolie Hudson and 7% against re-election of veteran chair Justine Smyth, who is going within 12 months after a 14 year run, the last 7 as chair. Market cap was $3.91b on AGM day having more than halved since last year's AGM where asked these 6 questions asked.
Q1. It is unusual to appoint 3 new independent directors in the 3 months leading into the AGM. Which recruitment firm assisted the board process, did the full board interview any other candidates and could each of the new directors, including Tarek, comment about their experience of the recruitment process and also detail if they knew any of our directors or senior executives before engaging with the recruitment process?
Answer: The chair Justine Smyth didn't invite the other candidates to comment but summarised what sounded like a robust recruitment process without disclosing the name of the recruitment firm. Watch video of exchange via Twitter.
Q2. Could Vince and the two other new directors comment about their experience of the recruitment process and also detail if they knew any of our directors or senior executives before engaging with the recruitment process?
Answer: Vince Hawksworth gave a good comprehensive answer and the chair Justine Smyth said she didn't know any of the 3 new directors before engaging with the recruitment process. Watch video of exchange via Twitter.
Q2. Thank you for disclosing the proxies early to the ASX along with the formal addresses. Could the chair comment on whether she is surprised that she suffered the largest proxy protest vote with 7% against her re-election? Did any of the proxy advisers recommend against her re-election based on tenure concerns?
Answer: Australian-based director Warwick Bray chaired this item and declared that 93% support was still a strong mandate. Watch video of exchange via Twitter.
Q4. When was the external audit last put out to tender and when will it next be put out for tender?
Answer: Tried to withdraw this question but the question wrangler didn't see that message so still read this out and the chair Justine Smyth explained that Deloitte was only appointed in 2020, replacing a 20 year competitor, hence there were no current plans for another competitive tender although they regularly review all supplier arrangements. Fair enough.
Q5. At last year's AGM, I asked you to put up a voluntary remuneration report advisory vote today but you have refused, unlike the practice by Xero and Fletcher Building which have embraced Australian-style remuneration voting practices because they are also dual listed on the ASX. Did you even discuss the idea of putting up a remuneration report vote and have any other investors asked you to do this? Could the next chair please get with the program!
Answer: This was the last of around 30 questions asked by an engaged group of online and in person shareholders. Chair Justine Smyth dismissed the request even getting on the front foot pointing out that Xero's primary listing is on the ASX, which is why they put the remuneration report up for a vote. Very disappointing. Watch video of exchange via Twitter.
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