Ann: Leadership Update, page-79

So it would seem, other people also came to the conclusion that Mr Fortunatow’s position as CEO and MD were untenable thanks in no small part to the ‘goings on’ exposed by the diligent work of the Spacetalk Shareholders Group (SSG). It’s a step in the right direction, but it is just one step of numerous required to right the many wrongs.

“Spacetalk limited today announces that the Board has terminated the employment contract of Mark Fortunatow, Chief Executive Officer and Managing Director, with 12 months’ notice.”– SPA Ann 7/10/22

The prospect of paying Mr Fortunatow for another 12 months is problematic. It is questionable what real value would be received, not to mention the company’s present market and financial position cannot sustain such expenditure in addition to recruiting and remunerating other executive staff required to maintain and hopefully build the SPA business. Perhaps the Board and Mr Fortunatow should be encouraged to rethink this ‘12 months notice’ proposal.

You know, this story revealed by the SSG regarding the publicly listed Spacetalk Ltd is a truly extraordinary one. Suspect some journalists would think so too. Maybe the SSG should background some journalists of business news publications or wider media about the information/facts that has already been uncovered and published on the SSG webpages.

As a company director of private Australian registered companies, I am aware that there are certain reporting and legal responsibilities. And as a Company Director should I not comply with these obligations, I am subject to various legal and financial consequences from ASIC and ATO. Would it not be a fair expectation that the Directors of a publicly listed company would be subject to more onerous rules and regulations? Would there be reasonable grounds for ASX, ASIC and perhaps ATO to investigate as to whether ALL Spacetalk Ltd directors have upheld ALL legal obligations at ALL times?

The avenues of legal recourse for damages suffered by SPA shareholders may or may not have been previously investigated, it's unclear if there has been due consideration in this space. If SSG or any associated interested parties were to make it known they are in the process of engaging a Law firm/practitioner to explore possible legal options, I would be prepared to contribute to the 'Fighting Fund'. Relatively confident there would be several concerned shareholders (owners of 49Mil shares) who would too.

“Spacetalk Ltd today announces that Mr Mark Fortunatow has resigned as a director of the Company with immediate effect.” – SPA Ann 14/10/22

Thus far the words and actions of the Chairman prior and post the EGM have only served to placate the SSG and concerned SPA shareholders, however, there still may be some other avenues of action available. How might this Corporations Act apply to SPA?

”Under the Corporations Act, if at least 25% of the votes cast on a Remuneration Report resolution are voted against the adoption of the Remuneration Report in two consecutive Annual General Meetings, the Company will be required to put to Shareholders a resolution (“Spill Resolution”) proposing the calling of an extraordinary general meeting (“Spill Meeting”) to consider the appointment of Directors of the Company at the second Annual General Meeting. If more than 50% of shareholders vote in favour of the Spill Resolution, the Company must convene the Spill Meeting within 90 days of the second Annual General Meeting. All of the Directors of the Company who were in office when the Directors Report (as included in the Company’s annual financial report for the financial year ended immediately before the second Annual General Meeting) was approved, other than the Executive Directors of the Company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting. Following the Spill Meeting those persons whose election or re-election as Directors of the Company is approved will be the Directors of the Company.”

It is not reasonable to question the positions of current board members? If not for being members of the Board when approving and/or not objecting to past decisions/motions significant to the course and viability of SPA, then let us not forget…

“We, the Directors of the Board of Spacetalk Ltd. write this letter to seek your support so that we may continue with the important task of running your Company in the best interests of all shareholders."

Board Recommendation

"Having considered their request and consulted with the Requisitionists, your Board strongly believes that it is in the best interests of the Company and all shareholders that shareholders VOTE AGAINST the resolutions to be put to shareholders at the Extraordinary General Meeting. This is the unanimous recommendation of the Board, and your Directors will be voting all the Shares they hold AGAINST both Resolutions. The consequence of passing these resolutions will inflict cost and damage to the Company and will put its future into doubt. Your Board is not prepared to allow this."

Vote AGAINST Resolution 1” – SPA Ann 22/07/22

Thankyou to the SSG and it’s supporters. Your work to make unaware SPA shareholders (myself included) aware of the ‘goings on’ has been extraordinary. However, the ‘job’ is not done. We all (the invested, concerned & interested SPA shareholders) must continue to be informed, focused and ready to Vote (in Our True best interests) at the SPA Annual General Meeting, on 23 November 2022 at 11:00 am (ACDT)/11:30 am (AEDT).

P.S. Is it still necessary to run the company outof Adelaide, on Adelaide time and for the “recruitment of a new FinanceDirector, based in Adelaide.”? – SPA Ann 1/09/22.