4 questions lodged at 2024 NAB hybrid AGM

Q1. Under our constitution, external nominations for the board must be lodged at least 45 business days before the AGM. With this rushed pre-Christmas AGM, the latest nomination date was almost a month before we released our full year results on November 7. Could the chair and today's only candidate for election, Warwick Hunt, provide a rationale for this clear governance breach of closing board nominations before even telling shareholders how the directors performed for the year. Why not just shift the AGM to February to fix this governance flaw?

Answer: The chair Phil Chronican said this issue was dealt with last year and a February AGM would be strange given it would be a month before the end of the first half. Does he not realise that 212 companies with June 30 balance dates held their AGM on Friday, November 29, last year, the last possible day. It was disappointing that his defiance drew applause from the shareholders in the room. Watch video of exchange via Twitter.

Q2. Thank you to Doug McKay and Anne Loveridge for their 9 years of service on the board, which concludes after today's AGM. It is always helpful for investors to have access to some exit perspectives from retiring independent directors. In their final contribution as NAB directors, could Doug and Anne please briefly comment on what they regard as the best 2 decisions NAB made during their time on the board and do they have any regrets?

Answer: The chair Phil Chronican handed over to Anne Loveridge first who said the best decision was setting up a customer committee and the worst was mishandling rem changes around the time of the Royal Commission. Watch video of exchange via Twitter. It was then Doug McKay's turn who said recruiting Ross McEwen was the best decision and failing to spot the fraud by the NAB CEO's chief of staff earlier was his biggest regret. Watch video of Doug's answer via Twitter.

Q3. The 5 most valuable US big tech stocks - Microsoft, Apple, Amazon, Alphabet and Nvidia - are together worth more than $20 trillion, largely because they have enormous pricing power and are over-charging customers the world over. Could the CEO comment on which of the big global technology companies we are most reliant on and what would we do if they suddenly put their prices up by 30%?

Answer: The CEO Andrew Irvine said they have two suppliers of cloud computing - Microsoft and Google - and if one of them put their prices up, NAB could instantly switch the compute work to the other. Watch video of exchange via Twitter.

Q4. I've never understood why Australian boards continue to resist opinion-based resolutions when these are standard in the US. What is so wrong about a group of shareholders putting up a resolution that expresses an opinion. Instead, we effectively have a board monopoly over what resolutions are put up. Shareholder resolutions are a great way to gauge shareholder sentiment. Climate campaigners are now getting around this restriction with the contingent resolutions model, so why not just embrace this constitutional amendment? You won't get deluged with resolutions because it will still have the significant obstacle of requiring support from 100 shareholders or 5% of the ordinary shares, whereas in the US, any single shareholder who has held $US2000 worth of shares for more than 12 months can put up an opinion-based shareholder resolution. Why are you recommending against this amendment which would give greater power to shareholders?

Answer: The Chair responded: "We've explained, in my introductory comments, as to why we don't agree with that. It's been something that's been considered deeply by the Board and we feel that the purpose of the AGM, which is to deal with issues of shareholder substance, including the performance of the business, the Remuneration Report, and related areas is the proper business of the meeting, and that the complications of shareholder resolutions are unhelpful and therefore we do not support it, and it's set out in writing in the Notice of Meeting."

Copyright © 2024 The Mayne Report. All rights reserved

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