I am encouraging all shareholders to send a message to management of ARU. It's just not enough to take on a highly paid role of CEO of a soon to be iconic Australian company and take from the shareholders. Particularly so, as they removed 8 staff members to replace themselves with higher wages and large unjust remuneration in shares - refer the amount below.
Use any or all of this message here.
Write to: [email protected] or [email protected]Section 300A of the Corporations Act 2001 mandates that alisted company’s annual directors’ report includes specific information relatedto remuneration.
- Remuneration Policy:
- The report must discuss the board’s policy for determining the nature and amount of remuneration for key management personnel (KMP).
- This applies to both the company (if no consolidated financial statements are required) and the consolidated entity (if consolidated financial statements are needed).
Alignment with Performance:
- The report must explain the relationship between the remuneration policy and the company’s performance.
- If an element of KMP’s remuneration depends on performance conditions, detailed summaries and explanations are required.
Shareholder Value:
It'snot enough to simply state that increasing remuneration will attract staff; youmust also justify the value of this decision and ensure it aligns withshareholder value. As demonstrated, shareholder value decreases as the CEO/MD'sremuneration increases.
Whydoesn't the CEO's remuneration align with the company's performance? Page 3 ofthe ASX announcement (https://wcsecure.weblink.com.au/pdf/ARU/02769070.pdf)highlights how the remuneration structure is designed to allow the CEO toacquire more shares when the share price drops or remains stagnant due tomissed timelines and the return of shares to short sellers.
Thisapproach contrasts sharply with what would happen if the CEO and management,increased momentum during this period, with genuine ASX disclosures aroundtimelines and offtakers, prudent budgeting, reduced shares to shorters, andprofessional conduct that supports existing shareholders, which would reduce dilutionto existing shareholders.
Furthermore,why doesn't the CEO's remuneration align with company performance? The same ASXannouncement outlines how the current remuneration setup allows the CEO to gainmore shares when the share price drops or remains stagnant due to missedtimelines and the return of shares to short sellers. This is in stark contrastto what could be achieved by increasing momentum to reduce dilution during thisperiod. Additionally, the CEO's remuneration seems disconnected from thecompany's performance, especially considering the budget failures, overruns,and missed timelines that have contributed to loss of shareholder value - in the period shown below.
Darryl Cuzzubbo (DC) Shares at800% of TFR - $690,000 = $5,520,000
| Share Price | 16c | 32c |
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1 | Total shares Received by DC | 34,500,000 | 17,250,000 |
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One might wonder why potentialincoming equity aren't upset. Perhaps it's because the individual Darryl Cuzzubbois acquiring shares at the lowest possible price.
What does this imply? It suggeststhat the new equity partners that do not wish to disclose, (as per DarrylCuzzubbo’s comment to Birch incoming equity holders would be shooting themselves in the foot ifthey disclose they are equity partners or offtakers) as they would also beadvantaged, benefiting from the low share price before an expected raise. It'sconcerning that the chairperson could facilitate this, and that Darryl Cuzzubbocould further manipulate the situation by returning 120 million shares to shortsellers, driving the price down even more.
This doesn't even address thebudget failures and poorly timed capital raises that excluded Share PurchasePlans (SPP), instead granting options to institutions. Why? We were told it wasto add them to the register, only to see these shares immediately returned toshort sellers on the same day—a pattern repeated over two consecutive capitalraises. This seems far from coincidental.
Sharing the full extent of thisquestionable scheme could reveal whether it was a deliberate, calculated act orsimply careless and reckless. Any way we look at it, it could constitute abreach of ASIC Section 300A.