AGMs

3 questions lodged at 2025 Bigtincan hybrid EGM


April 3, 2025

Below is the text of the 3 written questions submitted at the 16 minute hybrid Bigtincan scheme meeting held on April 3 2025 to approve Vector's $180m takeover, plus a summary of the answers and some video grabs via Twitter. See notice of meeting and voting results. The proxies were disclosed early with the formal addresses. Market cap was $180m on scheme meeting day.

Q1. Thank you for running a hybrid scheme meeting today and for disclosing the proxy position early to the ASX along with the formal address. This is best practice and there has been overwhelming support. What sort of proxy solicitation campaign did we run to encourage 478 holders to vote in favour by proxy and how is it that two share registry providers, Computershare and Automic, have been involved in the process? What did each of them do?

Answer: The chair Tony Amos explained that Computershare in the share registry provider, Automic provides the company secretary services and a third party was hired to do proxy solicitation. Watch video of exchange via Twitter.

Q2. The last gathering of Bigtincan shareholders on November 29 last year had it all with a defeated scheme proposal, a remuneration second strike, 65% support for a board spill, 30%+ support for two hostile board candidates and 80% against the CEO's proposed incentive grant. I've asked questions at more than 1000 AGMs or EGMs since 1998 and have never seen anything quite like this. What did it all mean and how have we managed to transition from that scenario to 99% support for today's scheme?

Answer: The chair Tony Amos said it mainly related to the actions of a hostile third party bidder, but it was a pretty thin explanation. Watch video of exchange via Twitter.

Q3. Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX falling by 193 or 8.41% to a 15 year low of 2,101 since June 2022. There were a record 29 major takeovers above $200m completed in calendar 2024. The ASX is losing many long standing names. 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 does the chair agree this is a problem for the nation. What reforms would he make to enable companies like Bigtincan to prosper long term on the ASX, rather than being taken over. Were we just too small to survive as a listed company long term?

Answer: The chair Tony Amos agreed that the ASX is becoming under-sized and not providing sufficient valuations, but he offered up no solutions. Watch video of exchange via Twitter.