6 questions asked at 2023 Cromwell AGM
November 6, 2023
Here is the text of the 6 questions asked at the 2023 Cromwell hybrid AGM held on November 1.
1. We claim to have audited net assets of $2.2bn yet the market current capitalisation is only $838 million. Could auditor David Rodgers from Deloitte comment on just how rigorous the property valuation process was in the full year audit. If the audited book value NTA remains 84c and the stock is only trading at 32c, what aren't we taking bigger write-downs? I asked about this issue last year and since then, the valuation differential has blown out to $1.35 billion. Is it because there are loan covenant issues if we do this?
2. Gary Weiss is the long term CEO of public company Ariadne. How does he find the time to serve on 5 other boards, including being the non-executive chairman of Cromwell, Estia Health & Ardent Leisure? Why did he recently agree to join the Myer board when Cromwell needs his attention? Isn't it time to lighten the work load, particularly given the poor performance? Is the excessively briefly 6 paragraph chairman's speech today an indication that Gary is too busy to even taken this AGM seriously?
3. If the directors really believe Cromwell shares are worth the NTA of 84c not the market price of 32c, why aren't they buying more shares on market. Could all the candidates address this question along with the chair who clearly has the capacity to increase his current $55,000 shareholding given that he owns more than $30 million shares in Ariadne, another Brisbane-based company where he serves in a leadership position. Why personally back Ariadne and fail to invest in Cromwell?
4. Cromwell is effectively controlled by the combined holdings of ESR and the Tang family. Could the ESR and Tang family representatives on the board please clarify the history of their relationship, if there is one. Also, given we have debt worries, why haven't our two biggest board represented shareholders agreed to back a fair pro-rata capital raising which will reduce debt and stabilise our balance sheet?
5. Thank you to departing CFO Michael Wilde for his 18 years of service to Cromwell. It is always helpful for investors to have access to some exit perspectives from retiring directors and senior executives . In one of his final contributions as Cromwell CFO before leaving in December, could Michael please comment on what he regards as the best decisions Cromwell made during his time as CFO and does he have any regrets?
6. Please ask this last: I'm done. Thank you for offering shareholders a hybrid AGM this year and will you commit to keep doing this in future years to maximise shareholder participation? Thank you for also continuing to publish the archive of last year's 90 minute AGM webcast. Please keep up that good practice. Next year, could you please disclose the proxy position to the ASX along with the formal addresses & could you also disclose today's voting outcomes based on shares & shareholders, like with a scheme of arrangement?
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