8 questions lodged at 2024 Accent Group hybrid AGM

Q1. Given that Brett Blundy did the deal to sell 14.65% of our company in August for $165m or $2 a share, why didn't we put Frasers nominate Dave Forsey up for election at today's AGM rather than announcing his appointment 56 minutes before the start of the AGM and making it effective from the moment the meeting finishes? Why couldn't he have become a director at 10am this morning and fully participate in the AGM festivities?

Answer: The chair David Gordon didn't really answer the question citing the notice of meeting release a month before the AGM. Yes, but that was two months after the deal. Watch video of exchange via Twitter.

Q2. Which of the proxy advisers produced a report on our company ahead of today's AGM. Were there any recommendations against this remuneration report item and, if so, what were the reasons? Also, please get with the program and disclose the proxy position with the formal addresses ahead of next year's AGM to allow for a more fully informed debate?

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

Q3. Could the chair please comment on how much he and our CEO were involved in the negotiations between Brett Blundy and Frasers. Did it involve the promise of a board seat for Frasers and are there any formal agreements between any of the parties besides the straight $165m share sale. For instance, is Frasers completely free to launch a hostile takeover bid or keep creeping up the register, without providing any prior notification to Accent? What, if any conditions, have been placed on Frasers in return for granting them the privileged position of a seat on our board.

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

Q4. Why was there at 19.6% vote against Anne on the proxies. Which adviser recommended against and which shareholders followed their advice. Corporate voting is not a secret ballot and you should be across this detail.

Answer: The chair said he'd never ask a shareholder how or why they'd voted a particular way, which was an odd response. Then one of the execs claimed that 3 proxy advisers charge for their reports so they'd only seen Ownership Matters which recommended in favour. Watch video of exchange via Twitter.

Q5. It is ridiculous to say you would never ask a shareholder why they voted against an item. It's called consultation. Don't confuse engagement with the concept of trying to persuade a shareholder who has voted against to change their vote when you see the proxies roll in. Also, have Frasers voted in favour of all items by proxy, including on 4a and 4b, or is incoming director Dave Forsey lurking at the back of the room with $300m worth of votes in his hand? How is Frasers voting on all items and which way are they voting? Surely, they're not part of this 43% protest vote.

Answer: The chair didn't appreciate the governance lecture and provided no insights saying I should ask Frasers myself. Watch video of exchange via Twitter.

Q6. There was a 43% vote against this. Why? Also 3 proxy advisers don't charge for reports. Only Glass Lewis does this.

Answer: The question wrangled merged this with the questions above. Watch video of exchange via Twitter.


Q7. In December last year The Australian newspaper reported the following: "Billionaire James Packer has hired well-connected company director and bespoke financial adviser Lawrence Myers to run his private company CPH Group, placing the executive at the top of his flagship corporate vehicle and main preserve of his wealth since selling out of Crown Resorts." How does Lawrence have time for this and other public company boards when he's running James Packer's estimated $4.5 billion portfolio?

Answer: Withdrew this question because it was asked from the floor. Watch video of exchange via Twitter.

Q8. When disclosing the outcome of voting on all resolutions today, including this final item on performance rights, could you please advise the ASX how many 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, Suncorp, Tabcorp and even our own share registry provider Computershare during the current AGM season. You've got the data, so why not let the sun shine in?

Answer: A lot of waffle from the chair, a lawyer, who followed the "we follow the law and do nothing more" approach, which was disappointing.

Copyright © 2024 The Mayne Report. All rights reserved

• share
  Share
  • 
    Facebook
  • 
    Twitter
  • email
    Email
  • print
    Print
  • link
    Copy Link
  • cancel
    Cancel