7 questions asked at 2024 Fleetwood hybrid AGM
October 31, 2024
Below is the text of the 7 written questions submitted at the lively 83 minute Fleetwood hybrid AGM held on October 30 in Sydney, plus a summary of the answers and some video grabs via Twitter. The proxies weren't disclosed early with the formals and no extra data in these voting results.
Q1. 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 in the works. The ASX is losing long standing names such as CSR, Boral, Blackmores, Newcrest and Crown and given the lack of new floats, there appears to be a clear mis-pricing between public markets and private markets. Why are public markets not valuing ASX listed companies like ours more highly and what are we doing to avoid being gobbled up like so many other companies. Is there a logical buyer, such as Gerry Ryan's Jayco operation?
Answer: The chair John Klepec said the caravan business is small and Gerry would not be interested in the rest of Fleetwood. His take on excessive regulation for public companies was interesting. Watch video of exchange via Twitter.
Q2. Could the CEO summarise his past LTI 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.
Answer: The chair handed straight to the CEO who succinctly explained that none of his bonus shares have vested, but he has bought a few on market.
Q3. Thank you for offering a best practice hybrid AGM today. Not many small caps do this. In terms of the resolutions, do any of the proxy advisers covers us. If so, did any recommend a vote against any of today's resolutions and have there been any material protest votes against this remuneration report, or any other item up for the vote today? What reasons did they give for any against recommendation?
Answer: The question was edited down but chair John Klepec came straight out and said ISS recommended against his re-election claiming he was over-boarding as the executive chair of Wellard. Watch video of exchange via Twitter.
Q4. I first came across John Klepec at a Fairfax Media AGM in 2023 when he was throwing verbal bombs at the board on behalf of his then boss, Gina Rinehart. Does John believe that high profile period in his career working for Gina Rinehart turned him into a better professional independent director? Does Fleetwood do any work for Hancock Prospecting and does John's history working for that company assist in this regard?
Answer: The chair is still clearly a Gina fan, saying that experience got him the two public company board chair roles that he has today. Watch video of exchange via Twitter.
Q5. I've looked up the NAB annual report and chairman Phil Chronican was paid $825,000 last year and currently owns 42,120 shares which are worth $1.62m based on today's price. In light of this, is he prepared to buy more Fleetwood shares and work to a position of his equity stake being double his cash fees, like the NAB chair.
Answer: The question wrangler didn't read it in full but we all had a good laugh after the chair had earlier rejected a Charlie Kingston skin in the game question by suggesting the NAB chair would be on $1m a year and wouldn't own $1m worth of NAB shares. Watch video of exchange via Twitter.
Q6. Charlie Kingston is right. This board is under-invested relative to other companies. Will candidate Mark Southey buy some more shares before next year's AGM?
Answer: too much waffle from Mark who should have just said he'll look positively at buying more shares when the window opens. Watch video of exchange via Twitter.
Q7. Great meeting. Enjoyed the lively debate. Thanks for offering a hybrid with very good quality video. You didn't duck the debate. This was so much fun with chair Klepec that will definitely buy some Wellard shares and look forward to dialing in on November 22, without having to fly to Fremantle. On this LTIP resolution, and all others, can you disclose to the ASX how many shareholders voted for and against, like with a scheme vote, in order to make public retail shareholder sentiment and highlight low retail voting rights. Many other companies do this and computershare have the data.
Answer: The question wrangler just summarised this down to say "he enjoyed the debate". The voting transparency request was ignored in these poll results. chair Watch video of exchange via Twitter.
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