AGMs

5 questions asked at 2024 Navigator hybrid AGM


October 31, 2024

Below is the text of the 5 written questions submitted at the 45 minute Navigator hybrid AGM held on October 31, 2024 plus a summary of the answers and some video grabs via Twitter. There were no material protest votes.

Q1. Did any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - produce a report ahead of today's AGM and, if so, did any of them recommend against any of today's resolutions, including this remuneration 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? Finally, why not disclose the proxies to the ASX with the formal addresses next year?

Q2. When disclosing the outcome of voting on all resolutions today, including Lindsay Wright's election, could you please advise the ASX how many shareholders voted for and against each item, similar to a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment and insight into the chronically low retail shareholder participation rate. I've voted for Lindsay today & would like to know how many other shareholders did this. The likes of Qantas, ASX, Metcash, AUI, Dexus, Tabcorp and Myer all do this.

Answer: The chair Michael Shepherd said he would take this into consideration. Watch video of exchange via Twitter.

Q3. 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 CEO only needed about 30 seconds to explain that nothing had vested but he'd bought shares in his own right and never sold any. Watch video of exchange via Twitter.

Q4. Could new director Lindsay Wright and the chair comment on the recruitment process that led to Lindsay's appointment to the board. Was a head hunter involved, did the full board interview Lindsay and did they interview any other candidates? Did Lindsay know any of our directors before engaging with the recruitment process?

Answer: The chair said they used a recruitment firm and he hadn't met Lindsay before the appointment. Watch video of exchange via Twitter.

Q5.
Given the interesting discussions across a range of topics today, including this terminations benefits item, could 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? I wasn't able to find any copy of last year's AGM webcast this morning on your website, but there was a copy of the results webcast.

Answer: The chair promised a full AGM webcast archive. Watch video of exchange via Twitter.