AGMs

5 questions submitted at 2024 Bendigo Bank hybrid AGM


November 8, 2024

Below is the text of the 5 written questions submitted at the 105 minute Bendigo Bank hybrid AGM held on November 7 2024, plus a summary of the answers and some video grabs via Twitter. The proxies weren't disclosed early and the biggest protest vote was 19.4% against rem report.

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 on this rem report item? If so, what reasons did they give? Please don't say they are confidential. It is standard for companies to be across this detail on the voting recommendations and inform shareholders where relevant without publishing the full proxy adviser reports, of course. Also, will you disclose the proxies early to the ASX with the formal addresses next year?

Answer: The chair disappointingly held back disclosure until after the debate had finished. Watch video of exchange via Twitter.

Q2. Could new director Abi Cleland and the chair comment on the recruitment process that led to her appointment to the board. Which head hunting firm was involved, did the full board interview Abi and did they interview any other competing candidates who weren't successful? Did Abi know any of our directors before engaging with the recruitment process?

Answer: The chair outlined a good process. Watch video of exchange via Twitter.

Q3. When disclosing the outcome of voting on all resolutions today, including this NED fee cap increase, 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 on all resolutions insight into the chronically low retail shareholder participation rate. Others have already blazed the trail as this was a voluntary disclosure initiative adopted by the likes of Qantas, ASX, Suncorp, Tabcorp and Myer.

Answer:
The chair said maybe next year. Watch video of exchange via Twitter.

Q4. It is poor AGM practice to withhold disclosure of the proxies until after the debate on a resolution has concluded. Please disclose the proxies on Daryl's resolution now so shareholders can ask questions if there have been any protest votes. AGMs are basically a voting outcome declaration event but if you don't release the votes in time, how can we debate them?

Answer: The chair again resisted. Watch video of exchange via Twitter.

Q5. As one of the co-founders of Bendigo's globally unique community banking model, it is great to have David Matthews still representing this history on our board. Some governance box tickers recommend against David for arguably not being independent. Yes, he has served since 2010 but could David and the chair comment on whether David is going to seek a new 3 year term when his current term expires next year. If he does, I will support him as Bendigo's wonderful community bank model should be strongly represented on this board.

Answer: Not asked thankfully as lobbed this late in general business and they didn't return to "any final questions" after dealing with all resolutions. I'd also missed that David retired at the end of the meeting, sadly.