I would respectfully suggest the following amendments. A great post btw. Page 9 onwards of the Notice of Meeting, Explanatotory Memorandum, makes very interesting reading as the Board tries to justify and explain the Motions. I WILL VOTE NO TO ALL RESOLUTIONS.
Agenda Item 1. Vote NO. "In accordance with section 250R(3) of the Corporations Act, Resolution 1 is advisory only, and does not bind the Directors of the Company. If Resolution 1 is not passed, the Directors will not be required to alter any of the arrangements in the Remuneration Report". As I understand it, a successful NO vote this year of 25% or more (one strike) makes no difference to the company this year. It is just that SH do not approve the adoption of the Remuneration Report. However, if there is a 2nd successful 25% NO vote next year (two strikes and out) then the Board all have to resign (or are maybe sacked by the SH). This then allows shareholders NEXT YEAR, to have the option to replace the Board, if SH are still unsatisfied with the performance of the Board and of the company next year. I will Vote NO.
Agenda Item 2. Vote NO. There is no new information provided as to his benefit and contribution to share holders, or to the company or to the Board over the past year. There is no record of any previous company Board experience. Personally at the BRN meeting in Sydney late last year I found him to be verging on arrogant and disdainful of the share holders present, and of their questions. In addition, as Chairman of the Board, Mick is ultimately responsible for the overall performance of the company and of any Board decisions, including these AGM agenda items, and supporting the blatant self interest by his Board. In addition, as a (previously) reputable Australian businessman, with extensive knowledge of Australian companies and Australians, he should know better than to support these apparent rorts, and the likely response from Australian investors, companies and shareholders. I believe share holders and the company would be better served by an experienced Australian ASX Company Director and by an experienced ASX Company Chairman. Probably with ASX 100 or ASX 200 company Board experience. I will Vote NO.
Agenda Item 3. Vote NO. I had some trouble deciding my vote on this Item. Again, there is little new information about Adam that has been clearly articulated as to his benefit to share holders, and to the company and to the Board. Adam appears to have technical skills and knowledge that would be useful to the company, but again he does not appear to have any experience as a Director of an ASX listed company. Let alone a potential multi million dollar company with about 1.2 million shares and options. I think that his skills and associated remuneration would better serve the company with him reverting to a technical advisor and consultant for the company. He is also based in Australia, and should by now know better than to support these Motions. And that by and large Australians will not tolerate this abuse of share holders' money and savings. In addition, he is an Associate Professor at a University, and should have had access to high level business advice. He does not appear to have any obvious financial and accounting experience, yet is on the Audit Committee. I believe that share holders and the company would be better served by a second Australian Company Director who has significant ASX listed company experience. I will Vote NO.
As I write this, it now seems very clear to me that this company needs rapid help from some (2-3) highly experienced ASX experienced company Directors, one of whom at least has good experience and references as an ASX 100-200 listed company Chairman. People who can oversee the management and running of this company. And that the lack of these skills, and of this experience, may explain why the Board, and why the Board's and Executive remuneration, appears to be going off the rails and is becoming a problem for share holders and for the company. Sorry Adam, I'm sure you've been a great help to the company in the past, but the time is ripe for Board renewal, with new skills, now that the company has grown.
Again, in my opinion, neither of these two Directors appear to have the skills nor the experience nor the expertise nor the reputation to take this company to the next level, nor to manage a potential one billion dollar, nor a potential 10 billion dollar company. They have however taken the company to this level! I WILL VOTE NO TO ALL RESOLUTIONS.
Thanks again MSIMaker for triggering this response, which I hope others will find useful or at least thought provoking.