5 questions lodged at 2026 Nine Entertainment (NEC) hybrid AGM
November 8, 2026
Below is the text of the 5 written questions submitted at the Nine Entertainment (NEC) 10am hybrid AGM in Sydney at their HQ and via the MUFG platform. See notice of meeting detailing 7 voting resolutions. Market cap $1.29b after jumped 11.3% on AGM day. See 6 questions asked at 2025 AGM. The proxies were disclosed early in the formal addresses revealing a 34% rem strike, 25% against the CEO's incentive grant and 15.6% against the re-election of director Mandy Pattinson. See poll results.
Q1. Why did we pay $200 million of the estimated $254 million capital gains tax bill from the $1.65 billion sale of our Domain stake and go to the trouble of paying a fully franked special dividend of 49c to make use of all the tax credits, if we were then going to do a bunch of tax-driven sales and acquisitions to subsequently claw back $173 of this prematurely paid tax? I understand the radio and NBN Newcastle tax loss sales but how were we able to spend $850 million on QMS Media & somehow claw back $32 million of our prematurely paid tax from that deal too?
Answer: The chair Peter Tonagh said that you always pay franked dividends when you can. Yes, but would you have done that in September 2025 if you'd known all the tax-driven deals announced in January 2026 would subsequently dramatically reduce those franking credits? Watch video of exchange via Twitter. This question was a rework from a piece I wrote in this Intelligent Investor column in February 2026.
Q2. Which proxy advisers recommended against the remuneration report and what reasons did they give?
Answer: A good explanation from Nine here on what caused today's 34% rem strike. It was ISS and Glass Lewis which recommended against arguing that the CEO's pay should have been cut after the Domain sale. This exchange got a run in The Australian's coverage of the meeting, unsurprisingly. Watch video of exchange via Twitter.
Q3. Thank you for disclosing the proxies early to the ASX along with the formal addresses. The only director to suffer a proxy protest vote today was Mandy Pattinson, whose re-election was opposed by 15.6% of directed proxy votes. Is it fair to assume that our largest shareholder, Bruce Gordon, with 2 nominees on the board, voted in favour of all board-endorsed resolutions by proxy? If so, what was behind Mandy's protest vote? Was it caused by a proxy adviser recommending against? If so, what reason did they give and what is our response?
Answer: A good explanation of what caused the 15% protest vote against Mandy Pattinson at Nine. She wasn't there but chair Peter Tonagh said it was because she chairs the rem committee. No disclosure of which proxy adviser recommended against. Watch video of exchange via Twitter.
Q4. Could candidate Chris Helios-Lewis please comment on the reporting lines he has back to Birketu. Is Bruce Gordon still calling the shots or is he largely retired?
Answer: Chris looked all set to answer, so it was disappointing that new Nine chair Peter Tonagh stepped in and blocked Bruce Gordon's new and second man on the board, WIN CFO Chris Helios-Lewis, from answering this question. Tonagh suggested raising it directly with WIN. Yes, but WIN don't have AGMs, Peter. Bruce Gordon is 97 years old and continues building his stake and board presence at Nine, which now sits at 26% of the votes and a 31.2% economic interest. Questions like this should be answered by the two Bruce Gordon nominees on the board when they're up for election. Watch video of exchange via Twitter.
Q5. A prominent media entrepreneur recently told me The AFR could be sold for more than $500m and is Australia's most valuable traditional media business. I agree it is easily Australia's best newspaper & has never been further ahead of The Australian. Further to the CEO's bullish comments about The AFR, does he agree The AFR alone is now worth more than the whole of Channel Nine? Following the Domain playbook, have we considered spinning off The AFR off into a separate company so that investors can better recognise its value?
Answer: The chair and CEO were happy to talk up The AFR but said they have no plans for a Domain-style spin off. This exchange got a run in The AFR's coverage of the meeting, unsurprisingly. And no, it wasn't James Packer who made this comment about the value of The AFR. Watch video of exchange via Twitter, plus this amusing end to the AGM.
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