AGMs

6 questions asked at 2024 Mystate hybrid AGM


October 24, 2024

Below is the text of the 6 written questions submitted at the 2024 Mystate hybrid AGM held on October 23. Biggest protest 17% against rem.

Q1. Do any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - cover us? If so, did any of them recommend a vote against any of today's resolutions, including Stephen Davy's re-election? If so, what reasons did they give? Also, 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, but you haven't done this? The likes of Origin Energy, NAB, Car Group, Viva Energy, Webjet, Xero, Myer, Brambles and JB Hi Fi all do this. Will you adopt this practice at next year's AGM?

Q2. Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX falling by 170 or 7.4% to 2,124 since June 2022, including 20 straight months of declines. There have already been 27 major takeovers above $200m completed so far this calendar year with another 10 deals announced and in the works, including our merger with Auswide. The ASX is losing long standing names such as CSR, Boral, Blackmores, Newcrest and Crown which have all disappeared over the past 3 years. There is a clear mis-pricing between public markets and private markets. Why are public markets not valuing ASX listed companies like ours more highly and are there any protections in place that would make it difficult for a Big Four bank, multinational company or private equity player to take over the combined Mystate-Auswide business now that we are achieving attractive scale in the financial services market. Does the chair agree this shrinking of the ASX is a problem for the nation, particularly with so few new floats replenishing the ASX ranks?

Q3. The Mystate annual report says we have 56,729 shareholders. How many of them have voted or participated in today's hybrid meeting, including on this remuneration report item? Hundreds of retail shareholders routinely vote against all remuneration reports when they can. Have they done that today? If you don't know the shareholder participation numbers now, please answer the question when disclosing the poll results to the ASX later today, by including the data on how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement and what Auswide will do when disclosing the outcome of the scheme vote later this year? Such disclosure today will provide a better gauge of retail shareholder sentiment and insight into the chronically low retail shareholder voting participation rates in Australia, particularly since the move away from paper. The likes of likes of Qantas, ASX, Metcash, Altium, AUI, Dexus, Webjet, Tabcorp, Myer and even Suncorp yesterday have moved to scheme-like voting disclosure after AGMs. You've got the data, so why not let the sun shine in?

Q4. Could the CEO summarise his past incentive 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 the CEO could factually summarise the situation in 60 seconds.

Q5. Thank you to Bob Gordon for his 26 years of service. It is always helpful for investors to have access to some exit perspectives from retiring directors. In his final contribution as a Mystate director, could Bob please comment on what he regards as the best decisions Mystate and its predecessor bodies made during his 26 year run and does he have any regrets?

Q6. I have to go to other AGMs including National Storage and Codan and won't be able to stay for this thrilling battle between the former chair and the current board and management team which is playing out on the floor of this meeting, or wait to hear the answers to my 5 other written questions lodged online. Given the importance of these issues, will the chair undertake to make an archived copy of the webcast plus a full transcript of proceedings available on the company's website? The likes of Nine, AGL, ASX, ANZ, Domino's, IAG, Lendlease and Woolworths all routinely produce transcripts. Will you follow suit today to help inform the 55,000+ shareholders who were not able to watch or participate in the AGM live today?