AGMs

7 questions lodged at 2026 ARN Media (A1N) hybrid AGM


May 12, 2026

Below is the text of the 7 written questions submitted at the 69 minute ARN Media (A1N) 9am hybrid in Sydney and via the Link/MUFG platform on May 7, 2026. See notice of meeting. Market cap only $83m on AGM day. See text of 4 questions asked last year when there were 3 protests in the 11-13% range. Accumulated losses of $1.225 billion and net assets of $250m. The proxies were not disclosed early in these formal addresses and the poll results showed an enormous 90% rem strike and 20% against the re-election of chair Hamish McLennan.

Q1. Could auditor Graham Leonard from EY please comment on why there is such a huge disparity between the current market cap of $83m and the claimed $250m net assets of the business. How thorough was his asset impairment test process? What is the Hong Kong business on the books at?

Answer: Not asked, although the topic was well covered in an earlier question from David Kingston which addressed why the directors were not taking bigger write-downs..

Q2. Did chair Hamish McLennan make any commitments to major shareholders in order to win their voting support today? Is this why he committed to buy 500k worth of shares after his re-election?

Answer: Given his pathetically tiny ARN Media shareholding and media reports that his Sydney mansion is on the market for $36m, suspect embattled chair Hamish McLennan only got re-elected today because he publicly promised to buy 500k worth of stock in his AGM address. Indeed, 23% shareholder Fred Woollard (through funds he manages) was in the room asking questions, and presumably could have dispatched McLennan with a floor vote if the commitment had not been made. Watch video of exchange via Twitter.

Q3. Given all that is going on at ARN Media, why did chair Hamish McLennan recently take on the additional chairmanship at Droneshield given that he is also busy as chair of REA and a director of Light & Wonder? Surely this is clear overboarding?

Answer: ARN Media is in an existential crisis over Kyle and Jackie O and chair Hamish McLennan reckons he can go off and become the fixit chair of Droneshield in addition to multiple other commitments. This answer really stretched credulity. When you add in his disastrous stint as executive chair of Ten Network Holdings and the very mixed run at Magellan, the only standout performance for shareholders has been REA. Watch video of exchange via Twitter.

Q4. According to media reports, Hamish personally signed the Kyle and Jackie O contracts? Is this correct and has he signed any contracts for other ARN Media talent or was this a special situation?

Answer:
It wasn't the contracts themselves, but he signed another document to signify ARN's commitment to Australia's most valuable radio talent in an competitive environment which caused them to throw everything they had at the deal. Interesting. Watch video of exchange via Twitter.

Q5. The proxies weren't visible online. Could the chair summarise the proxies on all resolutions orally? Were there any material protest votes on any other items apart from the rem report? Which proxy advisers recommended against the rem report?

Answer:
Why couldn't ARN Media chair Hamish McLennan just say “well, given that there was a 90% vote against the rem report, it's no great secret that all the proxy advisers (in this case just ISS and Glass Lewis) recommended a vote against”. He refused to say what the proxy advisers recommended. The proxies weren't displayed online with his re-election, but they fixed this with the subsequent resolutions. Watch video of exchange via Twitter.

Q6. Given the enormous size of the Kyle and Jackie O remuneration arrangements and the management control that Kyle in particularly seemed to have over some of the radio operations at ARN Media, did we ever seek legal advise as to whether his contract should have been disclosed in the remuneration report? Did the contract specifically ban disclosure or we did just choose not to disclose it?

Answer: The chair shut this question down prematurely citing the litigation so it was never fully asked despite not being about the litigation, but Australia's curious remuneration disclosure system where there isn't mandatory disclosure of a ridiculous $10m per year contract. Watch video of exchange via Twitter.

Q7. What were the proxies on this item and can the chair cite another company which has suffered a 90%+ rem strike? Was any of the concern on rem related to this plan? If this item was defeated, what would the impact be on director cash payments?

Answer: The ARN Media brass were all over the place on this rem exchange. Didn't ask about proxy advisers, chair Hamish didn't try to name another 90% rem defeat and rem chair just needed to say “we'd receive more cash if this share scheme was voted down”. It was comfortably approved. Watch video of exchange via Twitter.

Some grabs from the David Kingston floor exchanges

Australia's best AGM inquisitor, retired investment banker David Kingston, was on fire again at this AGM, landing several telling blows and speaking truth to power. Here is a summary of some these exchanges:

David Kingston laid out some clear facts at today's ARN Media AGM, including that they grossly overpaid for Grant Broadcasting when they paid $307m 4 years ago. Delusional chair Hamish “the hammer” McLennan declared it was “a fantastic acquisition”, when the market cap is only $83m today! Watch video of exchange via Twitter.

After 14 years on the ARN Media board, it was appropriate for David Kingston to seek an apology from longest serving director Paul Connolly and ask why he is still here. This answer hinted at split board votes. Did he oppose the $307m Grant acquisition or $200m Kyle and Jackie O deal? Watch video of exchange via Twitter.

After imperiling ARN with the $307m Grant acquisition & disastrous $200m Kyle & Jackie O punt, ARN Media chair Hamish McLennan is only now “prepared to put serious money in” when the stock is at 26c. And is 500k “serious money” for a man living in what he reckons is a $36m mansion? Watch video of exchange via Twitter.

Media coverage of AGM

There was an extraordinary amount of media coverage of this AGM, perhaps suggesting the media are overly focused on stories about their own industry. Anyway, all coverage of corporate governance should be welcomed and we need more attention on AGMs across the board, so here are some of the links to their work:

James Thomson Chanticleer column

AFR news story focusing on other big rem protests

Nine's CBD columnist John Buckley

Nine's media reporter Calum Jaspan

The Australian's media team who interviewed CEO after AGM

Adelaide Miller from ABC's The Business

James Harrison from Sky News Business

April Glover from Nine News

Nathan Jolly from Mumbrella

Cameron Micallef from News.com.au

Sarah Patterson from Radio Today