yes how cool is it?, page-10

Hi Rabooth,

Sacking of directors is not straight forward... s 203E of the corporations act prohibits directors of a public company from removing another director.... This might seem a stretch, but hypothetically say, DML had a director whos specialist skills lay in commissioning major projects, and in the opinion of the other directors he has under-performed - there is nothing they can do about it...

Shareholders on the other hand, can remove a director by majority vote in accordance with s 203D, but this would occur by ordinarily resolution. Trick here though, is that where shareholders intend to remove the directors, notice of this intention must be given to the company at least 2 months before the meeting at which the resolution is to be considered, and the company must notify the director of the intent to remove him/her.

With respect to the CR, the power to issue new shares in the company belongs to the board of directors, and generally doesn't require shareholders consent..... With an exception for listed companies where the issue involves increasing the companies issued capital by more than 15% in a year (this is in accordance with chapter 7 of the ASX listing rules):

http://www.asxgroup.com.au/media/PDFs/Chapter07.pdf

So it's not easy to remove a director and things at DML have happened very fast. But it goes this way whenever there's a thought a company is facing a credit raising. Anyone remember AWC last year? Similar death spiral while the market thought it would need to raise..... At the end of the day, if this goes the way it appears to - shareholders will get to have their say on it....

Hope this helps clarify.