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@Galapago5No reason has yet been made public why the Previous BOD resigned..
If I were to speculate and its only my opinion is that
1, The Previous BOD played their role in the Discovery and Development of MPL
2, The New CEO wanted to move forward in a specific direction with haste, "Speed and Haste were not in the previous BOD vocabulary"
3, Commercialisation upon Positive Data from the next Phase II has been promoted as the Empirical Data milestone required to formalise a Commercial Outcome that benefits SH
4 The New BOD and management needed a clear runway to carry out the forward tasks unencumbered by the previous BOD Members.
5 The Previous CEO was domiciled in the United Kingdom (9 hours out of sync or a complete Business Day out of touch)
6 The Top 20 had just had enough of Delays and substandard communications
7 We all wait to hear the official reasons as PAA is a Publicly Listed Entity
on your other query , there are some better qualified posters than I but it does seem that the context is "Yes ' Management can allocate shares/options for incentives ..
For me the only incentive that must be struck out moving forward is Bonuses or incentives attached to the MC as just completing Cr's and Placements runs up the MC with no additional effort required .. (seen that one pulled just too many times"
Incentive Milestones should be published not just the ability to issue with out SH approval to the incentives
Resolution 11: Adoption of PharmAust Equity Incentive Plan
Background
The Board adopted a new Equity Incentive Plan (the “Plan”) in September 2024 to assist in attracting, motivating and
retaining key employees and to provide them with the opportunity to participate in the future growth of the Company.
In 2024, the Board undertook a review of Director and executive remuneration and incentive plan structures. The Board
sought to establish a market-informed remuneration structure that appropriately rewards high-calibre talent for the
achievement of key strategic and financial Company milestones, aligned with Shareholder interests, while remaining
cognisant of cash preservation given the Company’s emerging nature and current size.
Accordingly, the new Plan was
adopted to enable the Company to make grants of Options and Performance Rights to eligible participants, which may
be subject to performance and/or service-related conditions.
The new Plan is consistent with the employee share scheme provisions under the Corporations Act and enables the
Company to make grants of Options or Performance Rights to acquire Shares to eligible participants (i.e., full and parttime employees, Directors, casual employees, prospective employees and other persons selected by the Board to be eligible to participate in the Plan), subject to the achievement of certain performance and/or service-related conditions.
The Board is committed to incentivising and retaining the Company’s Directors, employees, and other persons selected
by the Board, in a manner which promotes alignment of their interests with Shareholder interests. Additionally, the Board
considers equity-based compensation an integral component of the Company’s remuneration platform as it allows it to
be fiscally prudent by conserving cash resources while still enabling it to offer market-competitive remuneration
arrangements.
The objects of the Plan are to:
provide eligible participants with an additional incentive to improve Company performance;
attract and retain key participants essential for the continued growth and development of the Company;
promote and foster loyalty and support amongst eligible participants for the benefit of the Company;
enhance the relationship between the Company and eligible participants for the long-term mutual benefit of
all parties; and
provide eligible participants with the opportunity to acquire Equity Securities in the Company, in accordance
with the Plan.
ASX Listing Rules
ASX Listing Rule 7.1 provides that, subject to certain exceptions, an ASX-listed company must not issue Equity
Securities that total more than 15% of the company's issued share capital in any consecutive 12-month period without
obtaining prior Shareholder approval (“15% limit”).
ASX Listing Rule 7.2, Exception 13(b) is an exception to ASX Listing Rule 7.1 and provides that an issue of Equity
Securities under an employee incentive scheme (such as the Plan) is exempt from the operation of ASX Listing Rule
7.1 for a period of three years from the date Shareholder approval is obtained.
If Shareholders approve this Resolution, the number of Equity Securities issued under the Plan will not be counted
towards the Company’s capacity to issue Equity Securities under the 15% limit for a period of three years from the date
of the AGM (after which time it must be renewed, or it will expire).
Where required by the ASX Listing Rules, separate approval by Shareholders may be sought for any grant of Equity
Securities under the Plan to Directors or their associates under ASX Listing Rule 10.14.
If this Resolution is not approved by Shareholders, any issue of Equity Securities under the Plan will be included in
calculating the Company’s 15% limit, effectively decreasing the number of Equity Securities the Company can issue
over any 12-month period without the approval of Shareholders. Alternatively, the Company will be required to seek the
prior approval of Shareholders in respect of each proposed issue under the Plan.
The Company intends to make regular grants under the Plan. In the Board’s opinion, Resolution 11 will assist the
Company in managing its capital requirements efficiently by ensuring that the Company’s annual issue limit is not
22 diminished by grants under the Plan and capacity is available for capital management initiatives and acquisitions, if
necessary and appropriate.
Information required by ASX Listing Rules
The following information is provided to satisfy the requirements of ASX Listing Rule 7.2, Exception 13(b):
a) A summary of the key terms of the Plan is set out at Annexure A.
b)
As the Plan was adopted by the Board in September 2024, no Equity Securities under the Plan have been
granted;
c) The maximum number of Equity Securities proposed to be issued under the Plan following the approval is
48,600,000, which is based on approximately 10% of the current number of fully paid ordinary shares on issue.
Directors Recommendation
The Current BOD to date seem to have been extremely fair and considering the Kitty was dry but I have seen Incentives balloon along with raising additional funds..
I would like to know the Milestones and SH value thats required to be generated to enact said Bonuses ,,, you cant get a bonus for doing your job but you should be well rewarded for Results not Effort that exceed SH expectations ..NZT
(20min delay)