6 questions asked at 2024 Domino's hybrid AGM
November 9, 2024
Below is the text of the 6 written questions submitted at the 90 minute 2024 Domino's hybrid AGM held on November 6. There was a 14% protest against rem and 9% against director Lynda O'Grady.
Q1. 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? If so, what reasons did they give and will you disclose the proxy votes before the debate so shareholders can ask questions about the reasons if there have been any protests? Best practice is now to disclose the proxies to the ASX along with the formal addresses to offer more timely disclosure to the market? Will you adopt this practice at next year's AGM?
Answer: The chair said ISS recommended against the rem report.
Q2. It looks like Donald Trump is going to be the next US President. As an experienced businessman with North American heritage, could chair Jack Cowin provide his perspective on what he believes this will mean for global trade generally and our business specifically. If a tariff-based trade war does break out between China and the US, does Jack believe this could damage our business in any way or could this even present opportunities? Which of the territories we trade in are most vulnerable to potential global instability?
Answer: The chair made some interesting comments. Watch video of exchange via Twitter, plus these additional comments.
Q3. The AFR's Chancticleer column including the following line after yesterday's CEO change: "Don Meij might not have been the founder of Domino's, but there was no doubt he was the star of the show. At times, he seemed to run the group as a sort of family business, including appointing his sister, Kerri Hayman, as chief executive of Australia and New Zealand earlier this year." Could Lynda comment if the full board approved this appointment or just the chair? Are any other relatives of Mr Meij involved with our business?
Answer: Lynda O'Grady said Kerry Hayman is a fabulous executive and no other Meij family members works for Domino's.
Q4. Could re-election candidate Tony Peake please provide his insight into his involvement with the CEO succession process. What were the circumstances through which the new CEO became a consultant to the company 12 months ago and how many CEO candidates did he meet before the appointment was announcement? Was it a genuinely competitive process or did we fall in love with a consultant and then decide he was suitable for the role, despite an apparent lack of public company experience?
Answer: An excellent answer from Tony Peake, which Jack didn't try to influence with any preamble. Watch video of exchange via Twitter.
Q5. CEO succession announcements are not normally announced in the 4 week window between when the notice of meeting is sent out and the AGM is actually held. Why didn't we get this deal done earlier so shareholders could have approved the new CEO's LTI grant and if this only happened suddenly, why weren't there any STI or LTI grant resolutions for Don this year? It is unusual to only have 1 remuneration related issue to vote on. How will the new CEO's LTI arrangements be managed for the first 12 months?
Answer: Watch video of exchange via Twitter, plus these extra comments from the rem committee chair.
Q6. Jack Cowin is 82 years old and showing no signs of ever retiring from this board. Could Tony Peake please provide his perspective of how Jack is performing after so many years on the board. Could Jack also comment if he is planning to run for election again once his current term expires and does he agree that with the CEO transition now sorted, it would be appropriate to move to an independent chair model at some point in the next 2 years. Will Tony Peake push for this as a representative of us minority shareholders?
Answer: The chair said he'd been to see Jagger and Paul McCartney perform over the past 12 months and they are a similar age to him, so he's in good shape and will keep going whilst his health is okay. Watch video of exchange via Twitter.
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