@myluck05It means do you as a shareholder agree to what the company has stated it will pay the BOD (and management?) for their services.
If a certain % vote no - there is a "strike 1" approach. Nothing happens this year.
If there is a second vote no the following year, a "strike 2" is the result. All BOD positions are declared vacant and the current Directors and anyone else may nominate for the resulting election.
Often shareholders consider a strike 1 as a warning for a company to lift its game. It's usally the result of poor company performance, more often on smaller companies like this one. Strike 2s are less frequent as often Directors and/or management get the push from large holders in a more subtle way, thus being publicly removed is avoided.
Honestly I would expect most to vote No on that resolution this year, If nothing else it gives shareholders the option of a board spill next year if the company is still in its current form, not having been sold off. I would expect that if the company is still in our hands next year we'd be just waiting for escrow shares at that point...probably not a lot of point in a board spill other than to stick it to any of the remaining figures who presided over the Morilla disaster.