Goodman Group (ASX:GMG) has disclosed that it received shareholder resolutions under section 249N of the Corporations Act 2001 for consideration at its Annual General Meeting scheduled for 19 November 2026, with the notice received from securityholders representing 0.0017 per cent of GMG securities on issue.

Key Points

  • Shareholder resolutions received under section 249N of the Corporations Act 2001 for the AGM on 19 November 2026
  • The notice was received from securityholders representing 0.0017 per cent of GMG securities on issue
  • Resolution 1 proposes a special resolution to amend Goodman Limited's Constitution to permit advisory resolutions, requiring at least 75% of votes cast
  • Resolution 2, contingent on Resolution 1 passing, requests the Board disclose its framework for managing risks associated with data centre development near residential areas and environmentally sensitive land
  • Goodman Group's Notice of Meeting for the AGM will be published in October 2026 and will include proposed resolutions, requisitioning securityholders' statements, and the Board's recommendation

Proposed Constitutional Amendment on Advisory Resolutions

Resolution 1 seeks approval as a special resolution — requiring at least 75% of votes cast — to insert a new article 8.13 into the Constitution of Goodman Limited. The proposed article would permit members in general meeting to, by ordinary resolution, express an opinion, ask for information, or make a request about the way in which a power of the company partially or exclusively vested in the directors has been or should be exercised. The filing states that any such resolution must relate to an issue of material relevance to the company or its business and cannot advocate action that would violate any law or relate to any personal claim or grievance. Resolutions passed under the proposed article would be advisory only and would not bind the directors or the company.

Data Centre Risk Framework Disclosure Request

Resolution 2 is contingent on the passing of Resolution 1 and is proposed as an ordinary resolution. It requests the Board disclose the company's framework for identifying, assessing and managing material environmental, planning, community and social-licence risks associated with the development of data centres in close proximity to residential areas, schools, public open space, national parks or other environmentally sensitive land. The requisitioning securityholders request the Board address whether independent or external expertise informed the framework and whether the company will report on these risks on an ongoing basis in future annual and sustainability reporting. The disclosure would be required no later than 30 September 2027.

AGM Notice of Meeting and Board Recommendation

According to the filing, Goodman Group's Notice of Meeting for the AGM will be published in October 2026. The notice will contain the proposed resolutions together with accompanying statements provided by the requisitioning securityholders, as well as the Board's recommendation on the proposed resolutions. The filing was authorised for release by Carl Bicego, Company Secretary and Group Head of Legal and Risk. The disclosure was made in accordance with ASX Listing Rule 3.17A.