Proxy Advisory Report
NZXplorer Governance Standards v1.0.01
Vote FOR
0
Vote AGAINST
3
REFER
5
Flags Raised
Company Context
GRS Score
61.38/100 (Good)
Board Size
14 directors
Independence
29%
Gender Diversity
29% female
CEO Compensation
$1.7M
1-Year Return
-3427.4%
Auditor
Unknown
VQS
85/100
Resolution Recommendations (4)
That Darc Rasmussen be re-elected as a director of Gentrack
Flagged for review due to: Board Independence, Gender Diversity. Case-by-case assessment recommended.
Flags (2)
Board independence is 29% (4/14), below the 50% minimum. Non-independent directors may face opposition.
Board gender diversity is 29% female (4/14), below the 30% target.
That John Scott (appointed by the Board on 1 January 2026), be elected as a director of Gentrack
Vote FOR with noted concerns: Board Independence, Gender Diversity.
Flags (2)
Board independence is 29% (4/14), below the 50% minimum. Non-independent directors may face opposition.
Board gender diversity is 29% female (4/14), below the 30% target.
That, for the purposes of NZX Listing Rule 4.2.1, up to 1,775,361 performance rights be issued to Gary Miles (Gentrack's CEO) and other members of the Executive Leadership Team selected by the Board, on the terms and conditions set out in the Explanatory Notes to this Notice of Meeting and the rules of Gentrack's Senior Management LTI Scheme
Flagged for review due to: Capital Raise Frequency. Case-by-case assessment recommended.
Flags (1)
3 capital raises in 12 months exceeds the 2 threshold. Frequent capital raising may indicate financial stress or poor capital planning.
That the directors are authorised to fix the remuneration of Ernst & Young as auditor of Gentrack for the current financial year
No governance concerns identified based on available data.
About this report
Recommendations generated by the NZXplorer Governance Standards (v1.0.0) rule engine. 34+ rules across 8 resolution categories evaluate board composition, remuneration practices, auditor independence, and capital management against configured governance thresholds.
Data sources: NZX company announcements, annual reports, AGM voting records, financial statements, and Notice of Meeting documents where available. Some data gaps may affect recommendation accuracy.
Important Notice
This report is automated governance analysis generated by a rules-based scoring methodology. It is not personalised financial advice, a recommendation to acquire or dispose of a financial product, or an investment recommendation within the meaning of the Financial Markets Conduct Act 2013 (NZ).
NZXplorer is not a Financial Advice Provider under the FMCA. Voting recommendations reflect the application of published governance standards to publicly available data and should not be relied upon as a substitute for professional advice. Shareholders should read the full Notice of Meeting and consult their own advisers before voting.
Methodology, thresholds, and data sources are disclosed in full. If you believe any data is incorrect, contact hello@nzxplorer.co.nz.
Data sourced from publicly available records. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.