AGMs

7 questions lodged at 2026 Atlas Arteria (ALX) hybrid AGM


May 13, 2026

Below is the text of the 7 written questions submitted at the 94 minute Atlas Arteria (ALX)10am hybrid in Melbourne at Dexus Place (L6, 80 Collins St) and via Computershare platform on May 13, 2026. See notice of meeting. This Takeovers Panel application by IFM the day before the AGM added plenty of spice and this followed an earlier unsuccessful application from ALX to delay IFM's bidder statement. Only own 11 shares. Market cap was $6.95b on AGM day. The proxies were disclosed early in these formal addresses showing no protest votes and IFM abstaining its 36% stake on all resolutions. Also, see text of 4 questions asked in 2025, 6 questions asked at 2024 AGM and 6 questions asked at 2023 AGM.

Q1. Does the out-going chair Debbie Goodin now concede that the Chicago Skyway acquisition hasn't added value and it was inflammatory to pursue it against the wishes of our emerging largest shareholder IFM at the time? If Debbie had her time again, what would she have done differently in relation to the Chicago Skyway? Also, assuming IFM doesn't achieve control in the short term, does she believe that her successor as chair is currently serving on the board or are we looking outside for a new independent chair?

Answer: The original Atlas Arteria sin was going over the top buying the Chicago Skyway, against the wishes of its emerging major shareholder IFM. Three years later, chair Debbie Goodin was unable to acknowledge the mistake giving an unconvincing response about growing concession life and diversifying its assets as they now controversially seek to exit for a likely loss. Watch video of exchange via Twitter. Responding to the successor part of the question, chair Debbie Goodin said she's planning to stick around for the fight with IFM. Watch video of her comments via Twitter.

Q2. In her formal address, the chair described the behaviour of the IFM nominees on the board as perplexing. Could John Wigglesworth, as one of the Australian-based directors on the ground, please provide his perspective on this "he said, she said" situation. Is he also perplexed and what does he think explains this situation?

Answer: After reading her prepared script at the Atlas Arteria AGM, this was the moment we moved into unscripted Q&A as chair Debbie Goodin clarified that the board's “perplexity” about IFM's conduct had nothing to do with their 2 unimpeachable nominees on the board, Danny Elia and Ken Daley. Totally separate, she said. Watch video of her response via Twitter, plus these additional comments by John Wigglesworth defending the conduct of Danny Elia and Ken Daley which he also said was flawless.

Q3. Could Danny Elia please comment on why IFM hasn't voted in favour of the chair's re-election today and whether IFM will abstain on all items in the poll, like it did in the proxies, or is IFM planning another AGM floor vote like it has done at Atlas Arteria AGMs in the past? If Danny is not in control of the IFM voting today, who is making those decisions. Is it Kyle Mangini, who has been quoted in the press, or the IFM board?"

Answer: Atlas Arteria chair Debbie Goodin said it was “disappointing” that IFM abstained its 36% stake on all items (they could have voted against your re-election, chair!) when all 4 proxy advisers recommended in favour and both IFM board nominees had voted in favour inside the boardroom. She then pointed out that the behaviour of the board nominees was totally separate from IFM, the corporate entity causing all the trouble. Watch video of the chair's comments via Twitter, plus these comments by Danny Elia saying he takes no directions from IFM and finds out what they're up to by reading the newspapers like the rest of us. Truly.

Q4. Could Danny Elia, who has been on our board since August 2024, please summarise who he has in the room at Dexus Tower for IFM today and exactly what IFM is playing at with this bizarrely structured hostile takeover and the Takeovers Panel action that IFM initiated yesterday? Also, if IFM HQ is totally unconnected from the IFM nominees as the chair said earlier, could Danny please provide the names of the individuals at IFM who are responsible for what is going on? Exactly how did he not know about the recent engagement Atlas had with Ontario Teachers around the Chicago Skyway asset when he is serving on this board and wasn't excluded from discussions? The chair has today described his behaviour as "perplexing". What is his response?"

Answer: I messaged requesting a reworked version of this question be read out given the change in debate from some of the earlier comments but the question wrangler mustn't have seen that in time so she read out the words above. Interestingly, Danny Elia is IFM's man on the APAC board who has been driving the hugely expensive court case against Dexus over Melbourne Airport. Presume it was deliberate of Atlas Arteria to make Elia come to Melbourne's Dexus Tower for the Atlas Arteria AGM. The chair answered this first saying Danny Elia had no idea about IFM's Takeovers Panel move the previous day and saying they were perplexed why IFM was not supporting the actions of its nominee directors. Watch video of exchange via Twitter, plus these comments by Danny Elia.

Q5. Could audit signing partner Samuel Vorwerg from Deloitte comment on whether he is getting involved in the decision-making process in deciding what information is made available to the two IFM nominees on the board? If the auditor is not involved, who from outside the board is providing the advice on where that line should be drawn? Could the chair and IFM nominee Danny Elia both please comment on whether there has been any disagreement regarding the application of conflict of interest principles, the provision of information and requirements for the IFM nominees to leave board and committee meetings. How is it possible that both sides are presenting different accounts on whether the IFM nominees knew about the Chicago Skyway discussions with Ontario Teachers? Could the CEO also please comment on what board information management is not providing the IFM nominees?

Answer: The italicised component wasn't read out which was fair enough. There was too much in the question. The auditor said he was not involved in conflict management and chair Debbie Goodin said it was her decision in terms of when the IFM directors were booted out of the room and she didn't recall any disagreements. Watch video of exchange via Twitter.

Q6. If we sell our 66% stake in Chicago Skyway, our business will be materially smaller. How would such a substantial reduction in our business intersect with Hugh's incentive arrangements? Also, how do the change of control arrangements work if IFM gets above 50% and seizes board control?

Answer: The chair gave a lengthy explanation of the LTI arrangements, plus said it was all spelt out in the remuneration report. The CEO also spelt out how the change of control arrangements with Ontario Teachers work, which wasn't really the question.

Q7. Why don't Ken Daley and Danny Elia resign immediately from the board. Surely it is untenable to remain on the board given what their nominating shareholder is doing? This is like a political leadership challenger staying in Cabinet. You need to resign until the leadership challenge is resolved?

Answer: At the very least, the IFM nominee directors should take a leave of absence. The whole narrative of the AGM was that “IFM is bad but their 2 blokes on the board are not involved and know nothing about it”. Chair Goodin rejected the resignation request saying the two IFM reps are following the law and "we've still got a company to run". Danny and Ken both said they had no plans to resign. Ken was right to say that he brings a long career in tollroads to the table. Maybe he should serve as an independent then, and resign his commission with IFM. Watch video of exchange via Twitter.