AGMs

6 questions lodged at 2026 Codan (CDA) hybrid AGM


October 20, 2026

Below is the text of the 6 written questions submitted at the 85 minute Codan (CDA) 11am Adelaide time hybrid AGM and via the Computershare platform on October 20, 2026. See notice of meeting detailing 6 resolutions. See 5 questions asked at 2024 AGM. Market cap $11b on AGM day. The proxies were not disclosed early in the formal addresses. There were no protest votes. Was disappointed in the question censorship but still quite an interesting meeting.

Q1. Further to the chair's remarks in his formal address, could he confirm that KPMG has not been subject to any competitive tenders during its uninterrupted 23 year run as our auditor? With the benefit of hindsight, does he agree that this is not good practice and important functions like the external audit should be tendered at least once a decade as a matter of good corporate governance?

Answer: Codan chair Graeme Barclays admitted that KPMG was not put to tender once and reminded shareholders that they're running a tender over the coming months, as he mentioned earlier. Watch video of exchange via Twitter, plus these formal remarks by the chair earlier in the meeting.

Q2. Is chair Graeme Barclay planning to serve a full 3 year term and is this likely to be his last term? Also, who does he deal with at the founding families?

Answer: Even though question wrangler Daniel Widera removed the last term component, chair Graeme Barclay made it clear that now the board has re-signed CEO Alf Ianniello, they can now get on with chair succession. Having been on the board since 2015 and chair since 2023, this should definitely be his last term and sounds like it will be. Chair Barclay also explained that he has regular detailed meetings with the two founding families. Watch video of exchange via Twitter.

Q3. Heith Mackay-Cruise resigned as chair of Southern Cross Media within months of taking the job earlier this year, seemingly after losing the confidence of the board following its merger with Seven West Media. CVs matters for professional directors. Could Heith please comment as to what happened and whether he has picked up any learnings from that experience that will add value around the Codan board table?

Answer: Watch video of exchange via Twitter, plus this campaign speech by Heith. He talks a big game.

Q4.We're in an unusual position in having two founding families - the Walls with 14.7% and the Uhrigs with 15.2% - who together own 30% of the company but aren't represented on the board. Who does the chair and CEO deal with in both families on issues such as the selection of new directors and whether they are comfortable with remuneration arrangements. Did both families meet current CEO Alf Ianniello before he was appointed in 2022? Are they in attendance at the AGM today?

Answer: Because question wrangler Daniel Widera butchered this, the chair just referred to his earlier answer. All that said was they have regular meetings. I specifically asked if they were allowed to meet and sign off on the CEO before the wider market was informed. In other words, how special is their treatment? We still don't know. Watch video of exchange via Twitter.

Q5. Could our CEO Alf Ianniello please 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 when asked this question?

Answer:
Very disappointing that question wrangler Daniel Widera claimed there were no questions on the two CEO incentive grant resolutions when this was lodged in good time under the right drop down box. Watch this video of the censorship in action.

Q6. Well done in achieving strong voting support on all resolutions for two years a row. Next year, could you please disclose the proxies earlier to the ASX along with the formal addresses and could you disclose the head count data with the polls results today so we can see how many of our shareholders voted for and against this proposed increase in fee cap. Computershare has this data and discloses this at its own AGM, as do many other companies. It respects retail shareholder by making public the turnout and sentiment of small investors.

Answer: Lodged this on the final resolution in good time but it was not asked when dealing with the resolution or in the extended 20 minute Q&A session at the end. Watch this video of the censorship in action.