UCL 0.00% 30.0¢ ucl resources limited

Ann: Notice of AGM/Proxy Form , page-2

  1. 9,302 Posts.
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    A couple of interesting points for the AGM in this. Firstly they are seeking to insert provisions for handling proportional takeover bids (which would be a psin if we copped one). The directors' statement says they have no knowledge of any takeovers in the wind but I can't help but wonder if they are being strategic, hmmm?

    The 2nd one is the attempt by MAK to remove James Collins-Taylor. A couple of interesting points duplicated hereafter, note the ones by JCT himself, definitely conflict as Shares59 has alluded including a reference to tardiness on responsibilities in Namibia perhaps leading to scoping study running a bit over time? (MAK shareholders might be interested to learn that given some of the discontent about on their directors' efforts to date):

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    8.3 The Company invited Minemakers to provide its reasons for proposing Resolution 6 so that the reasons might be included in this Notice of Annual General Meeting. Minemakers?response was that it will not be providing further comment.

    8.4 Directors Ian Ross and Chris Jordinson make no recommendation to Shareholders in relation to voting on Resolution 6. Director John Lemon recommends that Shareholders vote against Resolution 6 for the following reasons:
    (i) Minemakers has not given a reason for seeking the removal of Mr. Collins-Taylor as a Director.
    (ii) Mr. Collins-Taylor has served the Company well, including for a period as Chairman, and has brought considerable commercial and financial acumen to the role.
    (iii) Mr. Collins-Taylor has much accumulated knowledge about the Company and its projects which will be lost if he is removed.
    (iv) Mr. Collins-Taylor has been a very strong contributor as a member of the Company?s Audit Committee and the Audit Committee will be considerably weakened if he is no
    longer a member.
    (v) Mr. Collins-Taylor is arguably the Company?s only truly independent Director.

    8.5 Director James Collins-Taylor abstains from making a recommendation to Shareholders in relation to voting on Resolution 6, but makes the following observations:
    (i) he (Mr. Collins-Taylor) believe that Minemakers has proposed Resolution 6 because he has in the past (a) been critical of Minemakers? lack of progress on the marine side of operations in relation to the Namibian Sandpiper/Meob Project (Minemakers and Namibian company Tungeni Investments cc are the Company?s joint venture partners in the Sandpiper/Meob Project); and (b) highlighted what he (Mr. Collins-Taylor) believes is a conflict of interest between Minemakers? interests in the Sandpiper/Meob Project and Minemakers? Wonarah Project in Australia.;
    (ii) he (Mr. Collins-Taylor) believes that it is important for the Company to have strong independent directors not appointed by either of the Company?s two major shareholders to protect the interests of minority Shareholders and to help ensure that the Sandpiper/Meob Project is progressed as soon as possible and without conflict with the Wonarah Project.
 
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