The 2001 AGM season is now half finished and this is the calendar of interesting AGMs still to come. We’d love to find an army of volunteers to attending meetings, ask questions and report back so please get in touch at [email protected]
Ausdoc: 11am, Theatrette, Telstra Conference Centre, 242 Exhibition St, Melbourne. Crikey has been appointed a proxy and will be attending. Management guru Geoff Allen joined the board in September inspite of having the Pasminco collapse on the CV. There are a couple of executive options resolution worthy of discussion with this little known company which stores, processes and delivers business information. And why should former MD Peter Reilly be voted another 3 years as a non-exec director. Doesn’t this crowd the space of incoming CEO Alan Freer.
Servcorp Limited: 10am, Exchange Square, 18 Bridge Street, Sydney. Crikey paid $4000 to these guys to hire an office for a few days during the Victorian election tilt so knows how they make so much money with their shared office leasing and would like to have someone ask a few questions if anyone is a shareholder. Fairfax director Julia King and Rod Holliday-Smith are up for re-election.
Monday, November 12
Smorgon Steel: 11am, ANZ Pavillion, Victorian Arts Centre. Laurie Cox and young Smorgon gun Peter Edwards are up for re-election and CEO Ray Horsburgh is up for 1.25 million options at 91c provided the stock outperforms the All Industrial index over the next 3 years. It looks like Crikey will be attending this one as a very small shareholder.
Tuesday, November 13
Mayne Nickless: 10am, Melbourne Concert Hall. The stock price has done well since Peter Smedley took over as CEO but we’ll be focusing on the re-election of chairman Mark Rayner who presided over the multi-billion collapse of Pasminco and has quit as NAB chair and should do likewise at Mayne. The company is also formally changing its name to Mayne Group Ltd and the directors want a $200,000 pay rise to $1 million a year. Stephen Mayne has been appointed a proxy and will be attending.
Cabcharge Australia Limited: 11am, Heritage Ballroom, The Westin Hotel, l Martin Place, Sydney. Founder Reg Kermonde and the equally old Neville Wran (net worth about $50m) are up for re-election along with two other directors. Crikey would love a proxy so that Neal Woolrich could attend as a proxy. If necessary, we’re even prepared to buy a few shares for this one.
Tempo Services: 4pm, Heritage Room, Hotel Inter-Continental, 117 Macquarie Street, Sydney. These guys have excellent Labor Party links with people such as former NSW Premier Barry Unsworth on the board and they get wonderful contracts such as the $100 million a year school cleaning gig which has helped send its share price surging in recent years. And now they’re all looking to cash in with the non-executive directors lining up to share in 2.5 million options over the next 3 years and managing director John Herman Schaeffer asking for 5 million options. Crikey went to this one last year and is keen for a Sydneysider to put their hand up.
Fox Entertainment Group AGM in LA so would love a Yank to head along as a proxy to ask Rupert a few curly questions.
RACV: 10am, RACV Club, 123 Queen St, Melbourne. It’s usually a stultifyingly dull affair stacked hard with oldtimers who have just been awarded their free life membership to the Club and eagerly awaiting their free lunch upstairs, so doesn’t get the level of questioning it really deserves. For instance – why are the Board spending a vast (as yet undisclosed) sum of money to build a new Club, when the current one is underutilised and has difficulty attracting members under the age of 60 and never makes a profit? At the same time, the company is ‘merging’ and ‘transferring’ (read ‘closing’) branches and looking to knock some $30 million off its expenditure. Keen for proxies to give them some stick this year.
Wednesday, November 14
Spotless Group Ltd: 10.30am, Leonda by the Yarra, 2 Wallen Rd, Hawthorn. Crikey is standing for the board which has printed the most aggressive rebuttal of the tilt I’ve ever seen in a notice of meeting. This is very strange given that the board control almost 20 per cent of the stock. Given that executive chairman Bryan Blythe and CEO Ron Evans own $177 million worth of stock between them, it also seems excessive that they keep pulling out $4.7 million in salary between them, including identical bonuses of 1,202,693. The board is choc-full of executive directors who are also lining up for 2 million options between them but the non-execs have their hand out for an increase from $250,000 to $750,000 so there will be plenty of cash available to pay Crikey. Obviously I’ll be at the meeting as a proxy and would encourage others to come along too.
Clough Ltd: 10am, Perth Parmelia Hilton Hotel, Mill Street, Perth. This one is a real family affair with the only directors up for re-election being members of the Clough family. There is founder Harold Clough who is over 75 and therefore needs to be re-elected every year. The other two lining up for another three years are John McRae Clough and William McRae Clough. The Cloughs are big Liberal Party supporters in the West and might be feeling the squeeze with the rampant construction unions under CFMEU heavyweight Kevin Reynolds. We have a signed proxy form but just need someone to attend.
Simsmetal: 11am, Sofitel Hotel, 25 Collins St, Melbourne. Unfortunately this clashes with Spotless and is not that controversial with only two directors, Paul Mazoudier and JM Feeney, up for re-election. However, we do have a proxy available if anyone fancies getting into the rough and tumble world of recycled metal.
Thursday, November 15
Normandy Mining: 9.30am, Enterprise House, 136 Greenhill Road, Unley, Adelaide. Could be the last ever AGM for Australia’s biggest gold miner with Anglo Gold in the midst of a takeover bid. Keen for a Crow eater to attend as our proxy.
Westfield Holdings: 10am, Westin Hotel, 1 Martin Place, Sydney. There is the usual bunch of options and indulgences for the Lowy family which are way over the top but with the stock performing so well who is going to complain. Crikey will be attending as a proxy for the annual bunfight with Frank Lowy. Friday, November 16
Telstra: 11am, Sydney Convention and Exhibition Centre, Darling Harbour. Stephen Mayne is one of 11 candidates running for 6 spots including 4 board endorsed candidates. If we can afford the airfare we’d love your vote and proxy.
Goodman Fielder: 10am, Wesley Centre, 220 Pitt St, Sydney. The 20-page notice of meeting is dominated by the excruciating detail of the proposal to issue new CEO Thomas Pearson Park with 5 million options. Given that he walked away with $7.8 million for a few months work at Southcorp, Tom doesn’t need the money but the first 3 million options are exercisable at $1.27 provided Tom gets the share price up above $1.70, $1.90 and $2.10 respectively for 4 tranches of 1 million shares each. These are pretty steep hurdles. The last 2 million options will be issued at whatever the share price is in two years, provided Tom then gets the share price up another 30c and 50c respectively. However, if Tom can do a Southcrop and engineer a takeover, the hurdles won’t matter so he’s got a big incentive to sell the whole business if he looks like falling short of the hurdles. Crikey will be attending as a proxy for the first hour before Telstra and Neal Woolrich has also been appointed a proxy for later proceedings. Three directors are up for re-election including first-timer Catherine Livingstone (ex Cohclear), chairman Jon Peterson and executive director Doug McKay who was the alternative to Tom Park to replace David Hearns as CEO.
Grand Hotel Group: Melbourne. This is the struggling hotel group that McIntosh Securities floated in 1995-96 and was almost sunk by the underwriting exposure, forcing it into negotiations with Merrill Lynch which took it over.
Horizon Energy: 1pm, Henry Lawson Room, Renaissance Sydney Hotel, 30 Pitt Street, Sydney. This Macquarie Bank sponsored part owner of the giant Victorian Loy Yang power station has struggled and three directors are up for re-election.
Henry Walker Eltin: 10am, 136 Greenhill Rd, Unley, Adelaide. These boys are one of Australia’s biggest contract miners which is one of the toughest businesses around. Interestingly, Andrew Gidley-Baird is up for re-election and he is the managing director of Computershare’s Adelaide office and was the company’s auditor from 1983 till 1997 when at Ernst & Young. So you have the bloke running the share register and a long term auditor joining the board as an independent director. We’ve got a proxy but just need to find a Crow Eater who can attend.
Monday, November 19
Harvey Norman: 11am, Auditorium, ASX HQ, 10 Bridge Street. Nothing too controversial here but Gerry Harvey doesn’t like questions so it’s always fun to throw a couple in and his wife Katie Page is up for re-election.
Onesteel: 2.30pm, City Recital Hall, Angel Place (off Martin Place and George St), Sydney. As the first AGM of this former division of BHP, all the non-executive directors are up for re-election including chairman Peter Smedley who should not hold this post whilst the full-time CEO of Mayne Nickless. There is also an unusually bolshy proposal to sell the unmarketable parcels of less than $500 worth held by 143,000 shareholders. You can only stop this if you explicitly write to the company. We have a proxy and hope Neal “Crullers” Woolrich will be our man at this meeting.
Thursday, November 22
West Australian Newspapers: 3pm, Parmelia Hilton, Mill St, Perth. The late start makes it very difficult for the eastern media to cover proceedings. CEO Denis Thompson got a $1 million farewell payout after 10 years of minimal achievement even though he doesn’t formally retire until February next year and there is still no sign of a successor. Warwick Kent is up for re-election but don’t expect largest shareholder Perpetual to vote against him because Warwick also sits on the Perpetual board and shareholders will also vote Freehills lawyers Peter Mansell onto the board. Given that Freehills are also in the inhouse lawyers you can expect Peter will be incredibly independent.
Challenger International: 11am, AGL Theatre, Museum of Sydney, corner Philip and Bridge St. Packer’s financial services play has created plenty of millionaires and three of them are for election. But you then have resolution for big wads of options to 4 directors followed by a general 8.2 million options package for key executives but at least the pricing is 10 per cent above the prevailing market price. Crikey has a proxy and will hopefully get there.
Friday, November 23
Woolworths: 10am, Brisbane Convention and Exhibition Centre, Cnr Glenelg and Merivale Streets, South Brisbane. After almost seeing Crikey elected to the board last year because they didn’t limit the vacancies or advise shareholders to vote against me, Woolworths have gone to the other extreme this year when facing unwanted tilts from a Malaysian national called Subramaniam s/o Veerasamy Naidu and another chap called Anand Schgal. Firstly, they’ve moved the meeting inconveniently to Brisbane and then they’ve said there are only vacancies for incumbents Di Grady and Adrienne Clarke so you have 4 candidates for 2 spots. But it gets worse, resolution 3 is to amend the constitution and the change to Article 10.1 is to “make it clear” that the board can arbitrarily determine the size of the board which “uncertain” at the moment. So why the hell are they limiting the number of vacancies if the current constitution is “unclear” on this. And in what is the most biased ballot paper I’ve seen, it states the following in bold right next to the external candidates names: “Nomination not endorsed by the board”. Then you have the question of CEO Roger Corbett getting 1 million options at $7.84 – already $3.66 million in the money – provided Woolies produces annual EPS growth of 8 per cent over 4 years and outperforms the All Ords. Crikey has proxies available but needs someone from Brisvegas to turn up.
Terraplanet: 4pm, offices of Watson Mangioni, Level 13, 50 Carrington Street, Sydney. There are a raft of new directors of this struggling publisher being elected on to the board including Sandra Yates, David Baker, Warren Eades and former Fairfax editor Fred Brenchley. Total NED fees are to be increased to $170,000 as well. We’re looking for a proxy and someone to go.
Monday, November 26
PMP Communications: 3pm, Coles Theatre, Powerhouse Museum, 500 Harris St, Ultimo, Sydney. Crikey is running for the board of this embattled printing and magazine group along with another outsider Ian Milnes who has 21 years experience in printing and runs a business half-owned by PMP. Ian has sent an impressive document to all shareholders and should do well up against Marcia Griffin and Don Morris given the parlous state of the company. CEO Bob Muscat really has stuffed it and should be thrown the door without a payout.
McMahon Holdings: Adelaide.
Chaos Group: 10am, offices of Monetti Pty Ltd, Level 34 Gateway, 1 Macquarie Place, Sydney. These boys own Chaos music but have really struggled with their online music strategy and joint venture with Rupert’s News Interactive. The chairman David Coe and CEO Victoria Doidge are up for re-election and we are keen to have someone there if a proxy can be found.
Thursday, November 29
Sonic Healthcare: 9am, Hotel Intercontinental, 117 Macquarie St Sydney. These pathology and radiology guys are just booming on the back of taxpayers and their largest shareholder is the boyish Sandgroper Michael Boyd whose shares are worth $200m. Crikey has a proxy and hopes to be there.
Friday, November 30
Sharon Austen: 10am, The Grace Hotel, Wilarra Room, 77 York Street, Sydney. Struggling companies always wait until the last day and this colorful sex products company is a good example. The only resolution is to sack auditors Arthur Andersen and appoint little known White Iliffe in their place.
EasyCall International: 2.30pm, 63 Ubi Avenue 1, #06-01, Boustead House, Singapore. These boys in the paging business have cost Kerry Packer a pretty penny and Mark Carnegie is up for a re-election along with a large number of Asian-based directors. If any unfortunate shareholder would appoint a Singapore volunteer we would happily get someone cheer to quiz why the Packers lost all this money.
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