During its annual general meeting on October 13, 2023, shareholders of WiseTech Global expressed their discontent by voting against the company’s executive pay report, marking a significant challenge for the logistics firm. The meeting was the first opportunity for the company to address shareholders since an investigation by the Australian Securities and Investments Commission (ASIC) and the Australian Federal Police led to a raid on WiseTech’s offices last month.
While co-founder Richard White became emotional during his opening remarks, he did not address the ongoing investigation directly. Instead, he thanked employees and shareholders for their dedication. “I’m sorry, I am very passionate about this company,” White stated, holding back tears.
Shareholder Concerns and Financial Outlook
Chairing the meeting, Andrew Harrison informed shareholders that he would not complete his full term on the board. Despite the turmoil, WiseTech shares rose nearly 5 percent, closing at $67.36. The company reaffirmed its earnings guidance for 2025-26, projecting earnings before interest, tax, depreciation, and amortisation between $550 million and $585 million. Nevertheless, shares remain over 50 percent below their 12-month high.
Harrison addressed the ASIC investigation, assuring investors that it was still in the early stages and that no charges had been filed against any individuals. “It’s a process that will take time,” he explained. Shareholders showed their frustration by delivering the company a first strike with over 49 percent voting against the executive pay report. This occurs when 25 percent or more votes are lodged against such a report, potentially prompting a vote on a board spill if repeated next year.
Corporate governance advisory firm CGI Glass Lewis recommended against the re-election of Maree Isaacs, co-founder and director, due to concerns over her prior sale of shares, which reduced her holding to zero. Isaacs expressed her emotional attachment to the company, stating, “It remains my life’s work, and I’m fully honoured to continue contributing as part of this board.” Despite her plea, approximately 21.86 percent of shareholders voted against her re-election.
Regulatory Investigations and Future Implications
The ASIC is scrutinising transactions made between December 2022 and February 2023, a period during which key management personnel were not supposed to sell stock. The inquiry involves an estimated $229 million in transactions. When asked about the investigation, Harrison confirmed that no charges had been made and emphasized that it was too early to comment further.
Questions regarding the resignation of former directors were dismissed as unconstructive by Harrison. He noted that he returned to the board in March 2023 amid a director crisis and viewed his role as transitional. “Once the new board is fully in place and working well, I intend to step down,” he said.
Hesta, a significant superannuation fund, was among shareholders dissatisfied with the company’s governance, voting against both the remuneration report and Isaacs’ re-election. Hesta’s chief executive, Debbie Blakey, expressed disappointment over the slow progress in succession planning and the need for greater transparency regarding corporate culture.
Institutional Shareholder Services also opposed the remuneration report, highlighting that it allowed for unearned short-term bonuses to be retested, a practice seen as contrary to best practices among ASX 300 companies.
In a separate legal dispute, Richard White faces allegations from Rebecca Glover, former chief technology officer of his anti-money laundering software firm, Kyckr. She claims White reneged on a management buyout proposal made in October 2022, which included promised equity allocations for management and staff. The court documents suggest that the proposal was made amid adverse media scrutiny and significant resignations on WiseTech’s board.
As WiseTech navigates these challenges, the company’s leadership will need to address both shareholder concerns and regulatory scrutiny effectively to restore confidence in its governance and future prospects.
