Precis, having just read the document and both sides' arguments, I too, find it difficult to endorse either side.
The Requisitioners proposals to undertake:
1.) Immediate reduction in board and executive remuneration
2.) The appointment of a suitably qualified Advisory Board that is aligned toshareholders
will only result in small savings, not enough to really turn the business around.
The Requisitioners state their intentions going forward as "Implement tight controls over pricing by locking down price books. Increase professional staffutilisation by setting minimum revenue production to salary ratios and through increased controlson overtime and sub-contractor management, timesheet management and exception reporting".
The Incumbent Board states their intentions going forward with the statement "The benefits of the national integration and Operational Review initiatives are already clear, includingrevenue in the business remaining in line with expectations despite the challenges faced with margin."
It seems to me, that both parties seem to think that Veris are price fixers in the surveying markets they operate in, whilst the market and current economic conditions seem to indicate that in the "real world", surveying businesses are in fact price takers. Thus, I feel margins will be extremely difficult to lift in the short term, if at all.
The Incumbent Board states "Under the Strategic Plan, Veris Australia will be focused on targeting opportunities in higher value,higher margin projects with greater technical content, including 3D spatial and geospatial work." This would seem to be a good strategy. Also, the purchase of Elton Consulting and the appointment of Brian Elton to the Board have been good for Veris.
I find it odd that the Incumbent Board, as part of the 5 year strategic pan, states an objective of "Shedding less profitable Veris Australia service lines and office locations." put then decries the Requisitioners aim to "Immediately suspend investment in, and divest, non-core operations". Are these two objectives not the same? Veris, as a mainly national surveying business, needs to shed offices / operations in areas that are not profitable.
It needs to dramatically cut overheads, reduce non productive administration costs wherever possible, and get some technical experience on the Board.
With the exception of Brian Elton and Brett Goodridge, all the the other incumbent or proposed board nominees seem to be a mash of lawyers, accountants and bankers, and from reading their CV's do not inspire confidence that they know how to turn a failing business around.
Precis, I concur this is a classic Catch 22 situation. I note you hold shares, so I hope that at least, whatever the outcome at the meeting, the impetus for change remains.
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