At a recent AGM, I submitted my proxy to an action group (who were holding a huge amount) and were voting on motions against that of the board, but I was still attending.
I remember being told that as I had done that (submitted my proxy form via fax two weeks or so prior to the meeting), that I was thus not able to ask questions and was handed a blue card.
Fair enough, but in my own mind, I only 'surrendered / delegated' my voting rights to the proxy for that particular meeting - NOT my right to ask questions of the board. To me, the event staff had no right to direct me not to ask questions and were incorrect to tell me that I was not able to ask questions.
It seems to me thus, that if I do submit my proxy, I don't get to ask a question on the day.
If, in the BrisConnections scenario, the people had submitted their proxies to Nick Bolton, that would have made for an awfully quiet and non-entertaining meeting.
This to me is wrong. It is forcing smaller shareholders to choose appointment of a proxy to vote versus the right to ask questions of the board - two different things. Furthermore, my vote direction may have nothing to do with the question to be asked.
CORPORATIONS ACT 2001 - SECT 250S
Definition of Member -
(a) in relation to a managed investment scheme Ã‚â‰¤ means a person who holds an interest in the scheme; or
(therefore, by extrapolation, is an LIC, e.g. ARG, CHO a 'managed investment scheme' under this ruling ?)
(e) in relation to a company--a person who is a member under section 231.
Questions and comments by members on company management at AGM
(1) The chair of an AGM must allow a reasonable opportunity for the members as a whole at the meeting to ask questions about or make comments on the management of the company.
(by this, I would also say 'shareholders')
(must allow a reasonable opportunity, in this case, the event staff did not, by misleading me and others)
(2) An offence based on subsection (1) is an offence of strict liability.
"Section 249Y - Rights of proxies
Rights of proxies
(1) A proxy appointed to attend and vote for a member has the same rights as the member:
(a) to speak at the meeting; and
(b) to vote (but only to the extent allowed by the appointment); and
(c) join in a demand for a poll."
(MY NOTE - doesn't say anywhere that I surrendered my right to question to a proxy for the duration of the meeting....)
My whole point is - asking questions and voting are two different actions, and may have nothing to do with each other - for example, I may agree with the motions to pass the financial reports, but I might want to know "where $200M went last year from the difference in X and Y?"
I'm thinking of sending a few letters - CPU, ASX and to Lindsay Tanner MP, to ask them why.