As you know the Peoples board has been established to enjoy some banter along this pilgrimage, and in search of element number 6 on the periodic table (#6). On a more serious note, we are also here to ensure we keep our 'real board' accountable from time to time.
I believe there is some serious share price value in RES going from finance, to construction, through to growth (profits), and horizontal and vertical integration in the distant future. Some of us may be here for long time given the potential upside for RES. Each stage that RES travels represents some increased capital growth from a SP perspective. We may as well get our sheet sorted...to keep our management accountable, given we will see many come and go.
There has been some notable additions to the ‘people’s board’based on qualities that have been presented.
Unfortunately, the roles are not voluntary, they are mandatory, that is until you are formerly stood down by the 'Peoples board'. There is only one reasonthe 'Peoples Board' may ask you to stand down. That is bringing the company intodisrepute. Definition of disrepute is as follows:
Selling down your stock to less than 25% of your current volumetoday. We work on an honesty system.
For other suitable 'peoples board' candidates. Please put forward your names, as there is an estimate 75more positions available on the ‘peoples board’. Is that correct HoBP? How manyseats do we have?
THE PEOPLES BOARD
1. The Peoples Chair (TPC) - Birch
2. Head of Boat People-Entertainment Division (HoBP) -DPlayer
3. Head of Female Talent Recruitment (FTR) - FancyPants
4. Share Recruitment Officer for the Wheel-lessBarrow (SRO) - Balt
5. Head of Internal Investigations and Enforcement-TheBroken Shovel Division (BS) - PrgGC
6. The Cubicle Attorney (CA) – Powerage
7. The Facilitator -Heads up the Share Price Support (TheMuscle -TM) – Waldo
8. The P.I. – Anti corruption, ethics and transparency –Goggledog
9. CFO – (The Money Man -TMM) - Spiro333
10. The Charts Man – To review and project our future (TC) - SpecGoldBug
Let this be seen as the first unannouncedmeeting of the Peoples Board for 2018 - This is first draft only, so if you notice typos or like, please adjust and re-post.
Meeting 1 : Agenda – Annual general meeting grilling!
I will be forwarding the followingquestions to the RES high powers for answers to help with our decision makingfor the annual general 30th November 2018, if you would like to addquestions or can answer any of the following before they go please let me know.If you are happy for me to send one set of questions from the 'People's Board' Iwill report back the answers on this website.
Note: 'The Chair' will be staying on top of allthese questions going forward to ensure the 'real board' doesn't drop the ball.Particular with regard to question 4 below.
Statement 1. Wehave a prospecting right -Waterberg One (WO) and a Mining right being LedjadjaCoal.
Question 1
Why was Waterberg One not used assecurity for the Noble loan as referred in statement 1.
Question 2
What is the most recent development onthe Waterberg One license?
Statement 2. Allgood companies have directors and management with a stake in the business. Thissuggests confidence not only in the business but their own personal ability.
Question 3 Why has the current management and directorsinvested no to very little of their own personal monies into RES?
Statement 3. Ifsecurity is provided to Noble over shares in Ledjadja Coal, we assume there isa plan in place to cover the short-term cash flow needs of RES on the 30thof June 2018. If no finance has been established, there may be a cash-flowshortfall to cover the repayments and ongoing expenses. There is a risk financeis not be able to be drawn down from the funding syndicate in a timely manner.,even if by 1-3 months. On past performance shareholders have every right tolack confidence in management’s ability to source and draw down funding. WithNoble having security over a most valuable asset, there most likely not goingto allow further funding or RES to extend this facility further.
Question 4 Could you outline our plan tabled for this short-termfunding (come June 30th 2019) from another third party should fundingnot be achieved to ensure Noble have no rights call on their security.
Statement 4. BDOFinance failed to discuss the large opportunity cost of the stake when givingaway Ledjadja Coal Pty Ltd. i.e. the value cannot be considered on face value.A loss of shares in Ledjadja coal could be seen as the entire value of thebusiness. Some commentators have suggested values of the business with a marketcapitalisation of $500B on finance approval. Given we had finance approved inOctober 2016. There is no outline of the severity of this offering, if wecannot service the loan. Shareholder value may be deemed worthless, should wehave to sell the mining right of Ledjadja Pty Ltd. i.e. Noble as a smallstakeholder, now has us positioned whereby they can own the entire RES value. Ahigher cost short term funding (if required June 2019) is better than riskingthe entire share value.
Question 5. Why was this prudent information not outlinedin the report, and short-term funding options not addressed further as a meansto service current debt with Noble?
Statement 5. Withregard to our funding syndicate, we understand there is three parties with asum of $530B required.
Question 6 Could you outline the successful elements ofthe funding, how much and who are the funders?
Statement 6. Mr RLowe resigned in March 2018, he also sold his 2,000,000 in shares.
Question 7 In line with statement 3 above, do you seethis action as a lack of confidence in either his past performance, or thecurrent executive/management. Why or why not?
Statement 7. Thecurrent directors have been directly or indirectly around RES for a long time.
Mr Xate is a director and shareholderof Altius Investment Holdings (Pty) Ltd (Altius). In 2014 the Group enteredinto an agreement with Altius whereby a commission is payable for successfully coordinating a project debt facility for the main construction activities ofthe Boikarabelo Coal Mine Project. Mr Xate was not an officer of the Companywhen the agreement was entered into.
Mr Molotsane entered into an agreementwith the Group in 2013 whereby he assisted with arranging negotiations inrespect to an economic rail freight tariff reduction. Any reduction in thefinal tariff will be subject to an annual success fee payable following thesigning of a contract reflecting this reduced tariff. Mr Molotsane was not anofficer of the Company when the agreement was entered into.
Question 8 Could you suggest why shareholders should votein existing directors at this annual meeting or going forward, based pastperformance (funding being the major concern at this stage)?
Question 9 Could you outline the costs and/or contracts inplace with our company in the case of Mr Xate and Mr Molotsane
Statement 8. Asreported on the 13th September Market update funding proposal was to be placedwith lender board for approval by end October 2018, yet at in the same periodyou advise BDO financial the date was to end November 2018. This brings with itquestions on statements and accuracy going forward.
Question 10 With regard to Transparency and ethics-page 13annual report-2018. Was this an error in judgement or simply overlooked?
Statement 9. On 30September 2015, Resgen announced it had entered into a Memorandum of Understandingwith Swiss private company HAB & JPR Privee (‘HAB’), for the provision offunding of the Boikarabelo Project totalling €480 million across twoinstalments. On 26 February 2016, following a management restructure, Resgenannounced it would no longer pursue funding from HAB and that the arrangementhas been discontinued. Understanding these conditions and terms would betterserve shareholders with transparency.
Question 11 What were the terms and conditions of thisdiscontinued arrangement?
Question 12 With hindsight in mind, and loss of Revenuefor now another 3 years, would you suggest even if this was higher costing,this potential shareholding was not in the best interest of shareholders? Please Explain.
All comments and feedback will be well received. Please note, if I am inundated with responses, please accept that this is an unpaid job and I will do my best to write up questions, responses etc.
The Peoples Chair (#6)
8thNovember 2018
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