Great post. CTN is a customer, this appears to be roughshod bullying to the shareholders of its client.
Your comment here is intriguing. "I understood Mr Kerr to tell me that, on legal advice, he was not advocating a position, one way or the other."
Offering him the benefit of lost in translation, but assuming this to be the the essence of what he said, well, as Michael Pascoe said, In some decades of observing corporate governance behaviour, I can't recall seeing anything quite like what's happening at Contango MicroCap, where the chairman, Mark Kerr, is making no recommendation on attempts by two individuals to unseat three quality directors.
My questions are
Why were lawyers even consulted about replying- yes have then vet the response, but getting their approval? This is an EGM to remove fellow directors. Remarkable
Why was their advice for him to not advocate a position? This is bizarre. Is he conflicted? Is one of the 3 directors conflicted? He's the chairman and this is an attack by 2 people who have nothing to do with the company, shareholders or directors, on his 3 fellow directors. How on earth can a Chairman not respond? It is his/ her duty to tell the shareholders what they think is in the best interest of the company. Isn't that why they are on the board in the first place?
How then was their advice that the other directors 3 could advocate a position?
Does Mark Kerr know these other 2 people? Is that why he can't comment?
It would appear there is a conflict. Is there a reason we have not been told what the conflict is?
There could be very good reasons why Mark Kerr did not advocate a position one way or the other.
However, I would expect that the existence of reasons are material and so should be disclosed to shareholders whatever they are.
Michael Pascoe might have just alerted a whole conga line of failing company directors to a new get out of jail free card... "No. Sorry, our lawyers told me I can't reply to that question". CTNs lawyers might pick up a lot of new clients this year
CTN Price at posting:
$1.00 Sentiment: None Disclosure: Held
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