What to watch out for this corporate AGM season

The AGM season for more than 1500 public companies is about to kick off — and already we’re seeing wildly divergent practices in terms of how they will be run in the post-COVID era.

Best practice is a so-called hybrid meeting where shareholders can either gather at a venue or choose to participate online through written questions read out by a moderator. The ASX set the right tone last week with a lengthy 135-minute hybrid meeting that saw all submitted questions asked, and culminated with the publication of this complete transcript of proceedings.

AGM transcripts were as rare as hens’ teeth until a few years back and are still resisted in some quarters by the likes of CBA, NAB, BHP, Woodside, Santos and Fortescue Metals. However, debutant AGM transcript providers last year included Rio Tinto, ASX, Nine, AGL, ANZ, Domino’s, G8 Education, Endeavour Group, Mirvac and Lend Lease, which is good progress.

As for those forced to embrace online-only AGMs during COVID only to revert to physical-only meetings this year, well, shame on you CBA, WorleyParsons, Cleanaway, Metcash, Origin Energy, Star Entertainment and Whitehaven Coal, just to name a few. It is noteworthy that scandal-written companies with governance or ESG (environmental, social and governance) concerns are usually less likely to promote maximum transparency at their AGMs.

Another small but important reform is getting companies to disclose the proxy votes position to the ASX along with the formal addresses before the AGM has commenced, which allows for discussion about any large protest votes. Companies with big protest votes tend to delay proxy vote disclosure until after the debate. Those that have commendably embraced this early disclosure practice include NAB, OFX, Viva Energy, Ausnet, Afterpay, Eagers Automotive, TPG Telecom and G8 Education.

Sadly, there are plenty of Luddite companies still sending out full printed annual reports to all shareholders who haven’t signed up for electronic communications. The law no longer requires this, but I’ve received complete annual reports from the likes of Ansell, Mystate, Transurban, Mirrabooka, Stockland, St Barbara, Codan, Worley, Southern Cross Media, GWA, Bendigo Bank, Treasury Wine Estates, Polynovo and Downer EDI. Talk about needlessly wasting millions of dollars on unnecessary carbon miles.

As for the individual AGMs worth watching out for, AGL’s gathering on November 15 will be of particular interest given that billionaire Mike Cannon-Brookes is backing four new candidates for the board, even though he only owns 11.2% of the company. The key issue will be whether any other candidates emerge — and whether the gang of four are presented as nominee directors of the Atlassian founder there to represent him, or just quality individuals who he happened to nominate but who would serve as independent directors. The latter is clearly preferable.

The casino killing season will also be worth watching. The long-serving chairman of Dexus Property Group, former Macquarie Bank managing director and chief executive Richard Sheppard, fell on his sword last week, although the announcement didn’t specifically say this was because he’d spent nine years on the Star Entertainment board.

Then there’s the situation with former Fairfax editor John Alexander, 70, who was executive chairman of Crown Resorts for three years until January 2020, and copped plenty of attention during the three royal commissions into the company.

As Crikey has reported, Alexander was excessively paid by Packer-controlled companies for 21 years, pocketing more than $100 million along the way.

Yet despite the stench surrounding Crown, Alexander remains a director of Seven West Media, serving at the pleasure of its controlling shareholder, billionaire Kerry Stokes. Surely it’s time for him to bail out once and for all.

This article was first published by Crikey.