Your post: my response in red.
71 By reason of the matters set out in paragraphs 69 and 70, Karantzis used his position to ensure that:
(a) Authenticate BV entered into the integration agreements in the Relevant Period; So? Nothing illegal here if he did.
(b) the contracted-for fees under the integration agreements was recognised as revenue in the Relevant Period; So? Nothing illegal here if he did, and
(c) iSignthis would achieve one or more of the Performance Milestones. So? Isn't this what everyone does when attempting to earn a bonus/milestone shares? This is what the performance shares are for - meeting a milestone. Otis Energy shareholders clearly voted that it might be earned at the expense of profit.
72 The conduct referred to in paragraph 71:
(a) resulted in Karantzis gaining an advantage for himself and others; Duh! Isn't this what a performance award is for? This doesn't mean that it as the expense of other shareholders. Otis Energy shareholders were told the advantage to JK were if he earned the shares - and they voted 99% to approve it.
(b) was not in the best interests of, and caused detriment to, iSignthis and its shareholders;and I don't know how you are going to prove this since ISX shareholders do not see this as a detriment especially since some of the contracts brought in ~34m in 2019. Just how is this detrimental?
(c) was done for the improper purpose of achieving a financial gain for Karantzis and others. So? No improper use, as above. Again, is this not what performance shares do?
.
73 By reason of the matters set out in paragraphs 69 to 72, Karantzis:
(a) contravened his obligations in s 182 of the Corporations Act;and Moot for the reasons above and therefore did not contravene his obligations.
(b) failed to exercise his powers and discharge his duties in good faith in the best interests of the company and for a proper purpose,in contravention of his obligations in s 181 of the Corporations Act. Moot for the reasons above and therefore did not contravene his obligations.
74 The contraventions referred to in paragraph 73:
(a) materially prejudiced the interests of iSignthis’ shareholders within the meaning of s 1317G(1)(b)(i) of the Corporations Act; and
(b) were “serious” within the meaning of s 1317G(1)(b)(iii) of the Corporations Act. The only people or entity that prejudiced the interests of iSignthis'shareholders were the ASX and its management, including Kevin Lewis - who continue to attempt to do so - in my ever so humble opinion.
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