Many thanks for you comments I can understand why you made them....

Many thanks for you comments

I can understand why you made them.

To assist you (and others)  I respond as follows. The following is NOT legal or financial advice, but simply an explanation.

People are entitled to assume that when a MD of a public company says publicly as he did at the March Sydney meeting in no uncertain terms that in the event of the no vote getting, he would think that the company would need both new direction and directors, and later in the presentation that "there will  be no need to issue a s249D Notice" then   it is perfectly appropriate to expect that resignations will follow.

The shareholders are entitled to believe that the honorable course of action would follow and that the board would resign and to let the directors know that is what would be expected to occur.

However, the real concern I had was that, without an alternative board in waiting there could be an "inadvertent"  trigger of the Mac Bank loan agreement which because of the lack of board could see a term or condition triggered in the agreement.

That would have meant that Mac Bank could (and probably would ) have called in the loan, and the company left in potentially an insolvent position, and either cause Administration or Liquidation to follow.   

Hence the communication to the board to ensure that there was no "inadvertent" triggering of any term or condition.

In regards to your comment

"asking for them to be replaced via letter is never going to enact change, there is a formal process to follow in order to replace a board and this is not it.

I agree 100%, if the shareholders want to remove the current board, and if they don't go voluntarily, then the only way I can see that is legal is to use the provisions set out in the Corporations Act 2001 (Cth) s.249D.

As you are possibly aware, shareholders have been sending their information to the CPSA, such as email address and number of shares held (and possibly sometimes their HIN).

The Alternate Directors wrote to the CPSA on 8th May requesting that the CPSA call a meeting of shareholders, as they have done previously for Mr Cottee.

And importantly to send to the shareholders on the data base of the CPSA material that would assist the shareholders and eventually allow the Alternate Board to gather signatures for a s249D Notice should the shareholder feel so inclined.

If that communication method had been provided to shareholders and being members of the CPSA, then no doubt sufficient signatures would have been gathered by now to issue a s249D Notice.

So it is the issue of access to shareholders. Something that the AB has to create.

Hence you will no doubt understand the necessity for the AB to ask for email address of the existing
shareholders so they can receive a request to sign a s24(9D Notice.

It will happen,but all in due course.

As for JH, I repeat my comments made on a previous occasion, as to why I asked him to return.

It was a simple pragmatic decision.

I have spent many years in the  industrial environment and have undertaken many interviews over the years.

I fully understand how difficult it is to undertake a proper and comprehensive recruitment and selection process.

The real killer in these situations is the time frame available, dictated by the last date when a decision to move forward can be made.

I can assure you, that I even went offshore and spoke to many people.   Some were eminently qualified and others not so. Others were available, others were not, but will become available soon.   
So, grasped with the knowledge a fast arriving dead line when I considered it appropriate to go public , I made the decision, that in  event if change of board, what would be needed, would be at least a person who had , 1) skill set, 2) availability, 3) would not cost CTP a great amount of time and money by getting up to speed.

JH, will NOT return as MD or CEO. He will only come back as a NED. But he would automatically bring with him approx 20 years of knowledge of CTP and it assets.

He also brings with him to my mind an undoubted integrity and honesty. I can honestly say that in all the time (9-10 years ) I have known him, he has never lied to me, nor have I seen anything other than a complete regard for CTP.

That to my mind was better that bringing some one on board who was ignorant of the finer points of CTP.

A simple but apt example is returning home after being away for 12 months on holiday and you immediatly see the changes made by the tenants.

That is not possible if you are buying the property and having never lived there or seen it before.

Bear in mind that in any event the AB being in place, all would all have to stand for election at the next AGM, that is the law as I understand it ( and I stand to be corrected)

And if SH want JH off the Board they simply do not vote for him in approx 6 months time,  very simple.

As for the CPSA, providing an alternative, I really do not know.

It is also possible that Mac Bank (or friendlies) could approach the CPSA and seek to obtain share holder support and then present a s249D notice seeking a members meeting.

I do not know what might be happening behind the scenes as there has been no communication of any substance from the CPSA. so I cannot comment.

I trust that these comments clarify some issues for you and others.

CB

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