8 questions asked at 2024 Technology One AGM
April 20, 2024
Here is the text of the 8 questions asked at the 2024 Technology One hybrid AGM held on February 21, along with a summary of the answers and some video grabs via Twitter. The meeting lasted 80 minutes and the only protest votes were against the two directors seeking re-election.
Q1. Best practice is now to disclose the proxy position to the ASX along with the formal addresses to offer more timely disclosure to the market? The likes of Origin Energy, NAB, Carsales, Viva Energy, Webjet, Xero, Myer, Brambles and JB Hi Fi all do this. Will you adopt this practice at next year's AGM and what is the proxy position?
Answer: the chair said the proxies would be displayed when we got to each item.
Q2. Some of our critics believe our profits have historically been over-stated because we capitalise some software expenses. Similarly, a few years ago we were being more aggressive than presently on revenue recognition. Could the external auditor and the audit committee chair please summarise the historical change we made to revenue recognition policies and describe how intensely this issue was scrutinised in the latest audited accounts. Do our practices match other software companies?
Answer: just like last year, the chair Pat O'Sullivan took the question with a "cash as king" response whilst saying the accounts were "clean". Watch video of exchange via Twitter.
Q3. Did any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - recommend a vote against any of today's resolutions, including this rem report item? If so, what reasons did they give and will you disclose the proxy votes before the debate on each resolution so shareholders can ask questions about the reasons if there have been any protest votes?
Answer: chair said the rem items were fine but then later sprayed ISS, without naming them, for recommending against both independent directors over excessive non-audit fees. Watch video of exchange via Twitter.
Q4. When disclosing the outcome of voting on all resolutions today, could you please advise the ASX how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment on all resolutions and was a voluntary disclosure initiative adopted by the likes of Metcash, Altium, AUI, Dexus, Webjet, Tabcorp and Myer over the past two years. The ASX itself and Qantas both did it for the first time last year.
Answer: the italicised bit was censored by question wrangler "Stephen" and the chair just said he'd take this one on notice. Presume that's a no. Watch video via Twitter.
Q5. I'm a local government Cr at the City of Manningham which uses Tech One, but was surprised by the CEO's comment last year that local government "can't survive without us". At last year's AGM, the CEO said 77% of Australian councils where using Tech One. Has that increased over the past year and what systems are the 23% of councils not using Tech One using?
Answer: the CEO repeated his answer from last year with 77% and then stated the blindingly obvious that the 23% of other councils are using competitor products. Watch video of exchange via Twitter.
Q6. Could the chair and CEO both comment about how they are interacting with founder Adrian Di Marco since he has left the board. Is it regular phone calls and monthly lunches or do we deal with him just like any other major shareholder with briefings twice a year after the earnings release. Given all that has been achieved and the value he has created, I hope there is regular contact with our leadership team.
Answer: the volume was turned down but the chair didn't answer. Watch exchange via Twitter.
Q7. The stock is up 3% today so well done to all concerned for Tech One's ongoing success. Please name the proxy advisory firm which recommended against Peter Ball and, as chair of the audit committee, could Peter please provide his perspective on the non-audit fees issue, as opposed to having the chair speak on his behalf.
Answer: once again, the chair didn't allow the audit committee chair to address this issue but said the proxy adviser had a name with 3 letters. That would be ISS. Watch video of exchange via Twitter.
Q8. Thank you to John for his many years of service. It is always helpful for investors to have access to some exit perspectives from retiring independent directors. In his final contribution as a Tech One director, could John please comment on what he regards as the best decisions Tech One made during his time on the board and does he have any regrets?
Answer: John MacTaggart said he had no regrets and "backing Adrian" was his best decision. Indeed. Watch video of exchange via Twitter.
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