4 questions lodged at 2024 Coles hybrid AGM

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 21 straight months of declines. There have already been 27 major takeovers above $200m completed so far this calendar year. 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 what are we doing to avoid being gobbled up like so many other companies. Does the chair agree this is a problem for the nation, particularly with so few new floats replenishing the ASX ranks? And do we have any takeover protections apart from FIRB and the ACCC? Does the chair believe the FIRB would approve a foreign private equity takeover of Coles?

Q2. 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? 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? 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. And why not publish the proxy position to the ASX along with the formal addresses like many other companies now do to avoid questions like this one?

Q3. When disclosing the outcome of voting on all resolutions today, could you please advise the ASX how many of your 420,000 shareholders voted for and against each item, similar to what happens with a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment on all resolutions and 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, Metcash, AUI, Webjet, Suncorp, Tabcorp and Myer in recent years. You've got the data, so why not let the sun shine in?

Answer: they failed to deliver, yet again. See voting results.

Q4. Question for new directors Peter Allen and Andy Penn: Could the two new directors, Peter Allen and Andy Penn, please comment on their perspectives about the timing of our chair succession process and could chair James Graham please confirm that he won't be seeking re-election when his current term expires. Also, as highly credentialled former long serving ASX20 CEOs, would either Peter Allen or Andy Penn consider themselves available for the chair role if it was offered by their colleagues. I would personally support either of them into the role.

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