5 questions lodged at 2026 Oceania Healthcare (OCA) hybrid AGM
August 10, 2026
Below is the text of the 5 written questions submitted at the very lively 105 minute Oceania Healthcare (OCA) 2pm Kiwi time hybrid AGM held in Auckland on July 30, 2026 and via the Computershare platform. See notice of meeting detailing 4 items of business, including one shareholder resolution calling for a buyback. Market cap $452m on AGM day. See text of 4 questions asked at 2025 AGM, 3 of which were ignored. The proxies were not disclosed early in the formal addresses. The board's recommendations were reasonably supported, although the shareholder resolution attracted 12.7% support on the proxies and there was an 11.4% vote against the re-election of chair Elizabeth Coutts. Still waiting for them to publish a video of the AGM webcast.
Q1. Question on chair's re-election: Having been on the board since 2014, is this Elizabeth Coutt's final term or might she nominate again in 2029? Also, has there been any protest vote on the proxies given the poor share price performance in recent years.
Answer: not asked. There was an 11.4% vote against her re-election.
Q2. Which recruitment firm assisted with the search to secure Sarah Ottrey's appointment to the board? Was it a full competitive process and how many other candidates did the full board interview? Did Sarah know any of our directors or KMP before engaging with the recruitment process?
Answer: The chair of Oceania Healthcare Elizabeth Coutts knew the latest addition to the board, FMCG marketer Sarah Ottrey, and didn't bother using a recruitment firm. Don't like these who you know inside jobs when recruiting independent directors to public company boards. Interestingly, there was there was an 9.1% vote against Sarah Ottrey's election. Watch video of exchange via Twitter.
Q3. I lodged 4 online questions at last year's AGM but 3 of them were ignored, including this one so here goes again: "New Zealand is becoming a governance backwater as it continues to resist mandating annual voting on remuneration reports, which is standard in many countries. Will the chair undertake to consult with major shareholders and lead a board discussion on the issue of whether you will voluntarily put up a remuneration report resolution for an advisory vote at next year's AGM? This is the law in Australia and we are dual listed on the ASX, so why don't we step up and respect shareholders by adopting Australian market practice?"
Answer: The chair Elizabeth Coutts was once again reading out the online questions herself and she never got to this one. That's two years in a row they haven't read out a question calling for them to offer a non-binding rem report vote. Very poor.
Q4. Thank you to Sally Evans for her 8 years of service on the board. It is always helpful for investors to have access to some exit perspectives from retiring independent directors. In his final contribution as a director, could Sally please comment on what she regards as the best decisions made during her time on the board and, if she had his time again, what different decisions would she have made?
Answer: The chair Elizabeth Coutts thought it was “fantastic” that out-going director Sally Evans got asked to provide some exit reflections after serving 8 years on the board. She said the move into retirement living and hiring a great new CEO were the two best decisions. No regrets. Watch video of exchange via Twitter, plus these additional comments saying she had no regrets.
Q5. Thank you for offering shareholders a hybrid AGM today via the excellent Computershare platform. Will you continue doing this go forward. Also, could you please publish a full archive of the webcast on your website for the benefit of shareholders unable to watch it live and also disclose how many shareholders voted in the final poll results lodged with the ASX, not just the shares data which is dominated by the big shareholders. Computershare has this data and many ASX listed companies now do this to encourage retail shareholder participation and draw attention to the very low voter participation rate.
Answer: The chair Elizabeth Coutts only read half of this. She promised to keep running hybrids as long as she is chair but doesn't sound like they'll be publishing the full 105 minute webcast, which they should given the nature of the debate and issues covered. Emailed company secretary Sarah Miller a week after the AGM suggesting that this be done. Watch video of exchange via Twitter.
Getting the external auditor to address discount to book value
In other action, a shareholder asked about the massive market cap discount to book value. Brent Penrose from EY is audit signing partner and he provided a 2 minute explanation. With a market cap of just $A452 he should indeed be under pressure for signing off on a net assets claim of $NZ1.177b. Just take the write down. This has been the situation for many years. Watch video of Brent's AGM comments via Twitter.
Tom Scrivener's shareholder resolution
The shareholder resolution pushed for a buyback and the company to reveal further details on its recent strategic review. Petitioner Tommy Scrivener was given an opportunity to address the meeting. He spoke for about 5 minutes.
Watch opening 2 minutes
Second two minutes
Final part of the speech
Q&A where Tommy asks the chair 3 questions
It only received 12.7% support from shareholders but was a good exercise, putting pressure on the board to address the huge discount to NTA.
Finally, here is the text of an email exchange after the AGM
From: Stephen Mayne <stephen@maynereport.com>
Sent: Tuesday, 4 August 2026 3:38 pm
To: Legal Team <legal@oceaniahealthcare.co.nz>
Subject: request to publish AGM webcast
Hi Sarah,
that was a really interesting OCA AGM last week as can be seen in this write-up on my website:
https://www.maynereport.com/articles/2026/07/30-1130-9497.html
However, it really is ridiculous that shareholders have to go to my website rather than yours to find out what happened at the meeting.
Could you please ask chair Elizabeth to change her mind and publish the full webcast on your website.
Kind regards
Stephen Mayne
Shareholder activist and journalist
Email response 6 days later from Sarah Miller at 3.29pm on August 10, 2026
Hi Stephen
Thanks for getting in touch and for sharing your feedback.
The Chair confirmed at the meeting that any questions not reached would be answered afterwards by email, so this email responds to yours.
Publishing the webcast
We have not published a recording of the Annual Meeting previously, and we are not proposing to do so for the 2026 meeting. However, I have passed on your suggestion to consider ahead of future meetings.
Remuneration reporting
On whether Oceania should voluntarily put a remuneration report to shareholders for an advisory vote, the Board is not proposing to adopt one at this stage, preferring to focus on the quality and comparability of what we disclose.
By way of background, the two-strikes regime sits in the Australian Corporations Act and applies to fully-listed ASX issuers. Oceania is a New Zealand company, primary listed on the NZX and admitted to the ASX as a foreign exempt issuer, so those provisions do not apply to us. The NZX has introduced a standardised remuneration reporting template to support consistent, comparable disclosure across primary NZX listed issuers, and Oceania's remuneration report is prepared in line with it.
In June we released supplementary CEO remuneration disclosures to the market, in response to requests from investors for further information on the FY26 and FY27 arrangements.
Best regards
Sarah Miller
Chief Legal and Corporate Services Officer
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