Q1. Ernst & Young replaced PwC (correction, it was KPMG as the chair pointed out) as our auditor in 2019 and presumably hasn't faced a competitive tender during its first 6 year run. Given that UK law now mandates audit tenders every 10 years, will the audit committee chair or Scott Perkins commit to running an audit tender before 2029? Also, could EY signing partner Ryan Fisk comment on how much of his Origin Energy time this year was spent auditing our first AASB S2 Climate-related disclosures Sustainability Report.
Answer: Reckon this Origin Energy online written questions wrangler was the slowest reader have ever come across at a public company AGM. He even turned “wasn't” into “was not”. Took a whole minute to get through this opening question on audit tendering. The chair refused to guarantee a tender by 2029, corrected my PwC error and said they keep EY honest, but they're doing a good job. Watch video of exchange via Twitter, plus these brief comments from Ryan Fisk saying the sustainability component took up 15% of his time on the Origin audit this year.
Q2. Origin Energy is running a premature AGM because nominations for the board closed on August 11, but you only released the full year results on August 13. Shareholders should be informed how the directors have performed for the year before nominations close and the board should undertake to delay future AGMs as very few public companies do this. Will the chair, who is the only director up for election this year, undertake to slightly delay next year's AGM so that board nominations close after our 123,859 shareholders are informed about the performance of the incumbent directors?
Answer: Seeing as I lodged this board nomination at Origin Energy (subsequently withdrawn when they offered online questions) which specifically raised this premature AGM issue, was surprised chair Scott Perkins acted like it was the first he'd heard of it. Even ASX Group moved on this issue when they were running premature September AGMs which have now been put back until late October to satisfy this governance concern. It's not hard. If almost 200 listed companies wait until the last business day in November to hold their AGM each year, why does Origin rush to such an early engagement? The other solution would be to amend the constitution so that nominations don't have to be lodged an excessive 45 business days before the meeting. Watch video of exchange via Twitter.
Q3. Thank you for introducing live online questions this year and well done for maintaining your long excellent practice of disclosing the proxies to the ASX early along with the formal addresses. Premature AGMs aside, you're getting very close to AGM best practice. To achieve this, you just need to embrace head count disclose (sic) in the poll results. How many shareholders voted by proxy on this remuneration report item and what was the sentiment amongst smaller retailer (sic) shareholders? Did more than 1000 vote against?
Answer: A shame the slow reading Origin Energy question wrangler didn't fix my two literals in the rushed writing of this question as we sped through the agenda with less questions than expected. Am looking forward to company secretary Helen Hardy privately disclosing the head count data to me as chair Scott Perkins promised in this response. Surprised he claimed not to have the data to hand as most share registers (they're managed by Boardroom) provide this as as matter of course. Watch video of exchange via Twitter.
Q4. Could our long serving CEO Frank Calabria summarise his past LTI grants as to whether they have vested or lapsed. Also, has he ever sold any ordinary shares in the company or bought any on market without relying on an incentive scheme to build his equity position in the company? Please don't say look it up in the annual report and through ASX announcements. It's complicated and our extremely numerate CEO could factually summarise the situation in 60 seconds, as many other CEOs have done.
Answer: It's been famine then feast for veteran Origin Energy CEO Frank Calabria who gave one of the best responses yet to this question. He went donuts for 8 years straight on LTI vesting but has been shooting the lights out in recent years and now owns $30m+ in stock. Kudos to him for sticking with it and enduring the climate wars, takeovers, endless activism, protest votes etc. Watch video of exchange via Twitter, plus these additional comments by Frank which wrap with chair Perkins Chair Perkins pointed out his shareholding is now 9 times his base salary when they impose a challenging minimum holding of 2.5 times. This man has made $30m+ for himself turning Origin Energy into a successful $20 billion power house owned by 123,859 happy shareholders. Well done, Frank. Like Sinatra, you took the blows, you did it tough, but you prevailed doing it your way in the end. Keep going, son!
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