PLL General Discussion, page-2054

@Paddywagon1982

I don't suppose you have received a response yet from SYA regarding the shareholder agreement? I only ask, as that will address you concerns about minority rights and you can then apologize and leave.

What I have stated is clear .... perhaps your comprehension is lacking? You said

"You mentioned that a JV company was set up - SYAQ ? . We know the ownership structure is 75:25%. But you are saying - "you know" that the shareholders agreement states otherwise in terms of proportional entitlement to vote on strategic decisions"

I posted (in reply to you actually) on 7/11/24 in post https://hotcopper.com.au/posts/71759651/

"you have been told, (numerous times) that there is a Shareholder Agreement that governs the JV's decision making at Sayona Quebec (as distinct from the BoD which takes care of the operational aspects of those decisions ... for example the decision to "go downstream" is a JV decision and once taken implementing that decision would be the SYQ BoD)."

and again on 7/11/24 in post https://hotcopper.com.au/posts/71764994/single

"Paddy, this is my final time explaining the JV, which is an incorporated JV (SYQ) having 2 shareholders (SYA owning 75% equity and PLL owning 25% equity)."

Don't pretend. We know the that Sayona Mining (SYA) and Piedmont Lithium (PLL) the "TopCo" companies have formed an incorporated Joint Venture (JV) company called Sayona Quebec (SYQ or SYAQ if you prefer) that holds the assets, specifically NAL. Obviously there is a BoD to SYQ like any other company and they manage the normal operations of SYQ assets. THERE IS ALSO A SHAREHOLDER AGREEMENT where SYA and PLL have set up the governing terms of the JV's decision making. You have already seen (publicly stated many times) how this Shareholder Agreement affects the JV's decision on downstream processing. I've given other examples where I expect the SA to also address, such as acquisitions, asset disposal, ...

BUT ESPECIALLY DON'T PUT YOUR WORDS AS MY STATEMENTS. NEVER HAVE I SAID
"But you are saying - "you know" that the shareholders agreement states otherwise in terms of proportional entitlement"

I have explained (many times) the Shareholder Agreement provides protection of "Minority Rights" (yes PLL is the minority partner in SYQ and believe it or not - it has certain rights that prevent the majority partner (that would be you - SYA) from simply steamrolling them). There is a structure that provides this (and I say its common and is typically implemented in a certain way ... you say you never seen it in 20 years of experience) to require a certain minimum percentage of the (eligible) ShareHolder Equity to pass a "Special Resolution" (I say special resolution to differentiate it from the normal course of business the SYQ BoD has to address).

What "I know" is what I asked because I've seen (not the actual document) Shareholder Agreements that govern JVs before. The structure of "Special Resolutions" (or Special Board Matters or Special Shareholder matters or whatever Clause Heading it has in this SA) is not uncommon. The requirement of a "Special Majority Approval" (which is ABOVE the highest % equity JV partners equity) clause is how the minority rights are protected. So if the majority appoval level is say 80% then it fully explains how this is in play with a 75/25 split. I also gave an example of 3 partners (simply because I believe a 3rd partner is added to the JV and believe it or not thety will also want their interests protected. Many things may change then ... or may not ... depends of the objectives agreed upon by the JV partners)

Because in my 40 years of experience I've learnt a thing or two. It's also how the question is put to BoD/Exec Mgmt. What I also know is, I wont publicise an email between myself and other party (unless I've asked the other party agrees). Don't ask (again) as I wont do it. You on the other hand don't appear to have a problem doing it so I look forward the questions you asked and the responses received.

And as has been said many times retail shareholders have rights too. And as I explained (whether you read it or not) I was not happy with how Q&A was managed at the AGM (see all of this is able to be verified within SYA so when JB got my email followup he knows I'm not making stuff up). Had it been done differently, you may have had a different view ... plus it would have saved me time by not having to explain it over and over again to you.

So (again), please leave, especially when it appears your intent now is simply to twist anothers words and spread FUD.