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Succinctly put, TDT re: yesterdays post, especially the last para - sasa.
We won’t see the TEO because it shows what this is actually worth.
The buyer will have seen it though.
Why is aim and the nomad allowing RY to give this away ?
The share should be suspended and RY investigated.
As a minimum he shouldn’t be allowed to sit on the board of any company after this.
Hi Red
"The deal price and the distribution of those funds need to be in two different resolutions IMO, the long stop for the deal is 60 days from 6 May so he has time to come back with new resolutions."
Agreed. One payment of $105m to be distributed amongst shareholders and the company to be de-listed and confined to the AIM grave yard (if there's room).
TDT
Because the shareholders are getting almost nothing out of this deal, if we sold tomorrow, the majority of us would be down between 70% and 50%. Some a lot more. Why would someone vote yes for something like this? And why would any of us want RY to lead our company again?
It's astonishing that he thinks people will vote yes, and it'll be even more incredible if he wins.
We are obviously never going to see the TEO. Why is anyone’s guess. Murky didn’t come close to a true description of Robin Young’s business modus operandi with AMC . The deal is designed to give him and BODs a future salary by using what little money they make in this sale to buy another asset - any asset (absolutely doesn’t need to be anything with any potential) - for which we can have the pleasure of enumerating them handsomely for doing sweet FA. The guy is a crook and a sheister. Hopefully this deal won’t come off and he’ll be left penniless from it as well as the rest of us. After such a fiasco he’ll never be appointed to anything kosher again. If you ever see his name on the list of Directors then you’ll know it’s a life style company and should be avoided. Please advise as many people as to what is going on/gone on here as possible if you see him involved in anything in the future.
Bad luck anyone invested here. We’ll end up with nothing.
To get an idea of the true value of KM, we need see the TEO.
sasa43
Never has a truer word been spoken (or in this instance written).
TDT
Hi BB2
I have my letter so I can go if I can find the time. The problem is going to be finding the time becuase apart from being busy at the moment its close to a 500 mile round trip for me and close to a 5 hour drive each way. Its a possibility but unlikely I'm afraid.
TDT
Yep, it looks rather 'fishy' to me, too - if ever a special resolution / EGM was necessary, given the latest state of affairs, it is now.
Maybe someone at the meeting on Wednesday might remind the BoD that the Co. belongs to the owners of it - the shareholders - something they seem to have lost sight of in all this... sasa.
TDT,
You going to GM?
BB2.
If you needed any more evidence of the Gerrymandering nature of this procedure then there it is.
What are they trying to achieve here? Guarantee a few more years of pay and pension contributions or are they trying to steer the whole thing to a favoured party or possibly both!
TDT
From Google
"Ordinary Resolution is one in which the general meeting requires a simple majority to move the resolution. Special resolution means a resolution that needs a clear majority to approve the resolution at the general meeting."
I think the figures are :
Ordinary resolutions 50% to pass
Special resolutions require a minimum 75%
Are special resolutions only called at EGMs and Ordinary resolutions called at OGMs ?
Make sure your vote counts! GLA
Hi,
Anyone got any thoughts on why we are voting an ordinary resolution as opposed to a special resolution. My (basic) research seems to suggest that usually ordinary resolutions are for pretty basic stuff whereas special resolutions are for more serious matters.??? Selling your sole asset is hardly "basic stuff" ???
Any thoughts?
BB2
Hawk,
I personally think that the vote will be way of poll.
Based upon most comments on the bulletin boards, I would suggest that most of those attending the meeting will be NO voters. On that basis, a simple show of hands would NOT be what AMC BoD want (they are Voting YES). Purely on that basis, I would expect the Chair to request a poll vote. (if that has not already been decided prior to meeting).
I actually went to a JLP GM earlier this week. Upon entering the room, you had to register your details e.g. name and shareholding etc (via the Letter of Representation) with the Registrar. I asked how the vote would be held and was told it was by way of poll and was handed a poll card. Upon voting, my votes were added to those already cast for the final vote count. So basically, I am expecting we will be told upon registering how the vote will be held and I expect that to be by poll NOT show of hands....
BB2
Hi Hawk - I too hold 1m and have voted NO via my broker and this vote has been registered and accepted.
I think the TEO is critical and value accretive - so why haven't there been any updates to explain delays since the end of 2021, which itself was an extension on the previous deadline.
Sadly, I would accept £0.07 in one payment but I fear that the proposed staggered payments may get a sub-standard, very early stage opportunity and frankly I can't bear to hear about slope degrees, concentrates, culverts and ditches, power to the BAM train line, carrier pidgeons and the utter ****** that has been spouted for many years. Portions of jam tomorrow is not a lot, so where exactly is the value add for the SH?
Dear me, how have we come to this sorry affair?
GLA next week.
BB2
Thanks for the link. Reading the article it looks like it's going to be a show of hands! I'm only going by the section that reads "Where it has been decided before the meeting to conduct voting by a poll steps can be taken to ensure voting is carried out smoothly: 1. The notice of meeting: Should clearly set out that voting will be by poll and explain the reasons for this". Unless I've missed it, to my knowledge this hasn't been done.
I'm with MadMat and also think the voting power should be proportional to the number of shares you hold.
I have 1.1m shares and have voted NO through my broker. I'm unable to attend the meeting but as suggested by Rebel100 it might be a good idea for those attending to form an action group and demand a poll if the Chair doesn't call for one. According to the article.... If the Chair is aware that the show of hands doesn't reflect the votes registered then the Chair should demand a poll (however, let's face it this is AMC and so probably not going to be in favour of the PI). Section of the article worth noting....
"The chairman should demand a poll where voting on a show of hands is unclear or if he/she is aware that the outcome of the vote on a show of hands does not reflect the position of the proxy votes registered. The chairman should be provided with a draft script covering this eventuality should it arise.
If a poll is correctly requested by shareholders during the meeting the chairman is obliged to comply with the request. However, it is acceptable for the chairman to point out the number of proxy votes that he holds and ask whether they wish to withdraw their request. If the shareholders insist then the poll must proceed.
If a chairman improperly refuses to take a poll where it has been properly requested any resolution passed on a show of hands will be invalid and ineffective".
Good luck to all investors and thanks for those taking the time to attend the meeting.
Should read 'doesn't have to be the same'.
The situation does have to be the same, only the will , desire and craft to make things happen.
The Directors has fiduciary duties, that is a great starting point. Also phone some Pro Bono solicitors
/ barristers for some free advice. They do exist.
https://www.lexisnexis.co.uk/legal/guidance/fiduciary-duties-of-directors
To be clear though the HUR situation and here isn’t really comparable in any way. If anything is going to be challenged here it truly is up to PIs to make that happen. We’ve no white knights in this situation.
That was a fascinating situation. What made it work is one of the investors was a fund with massive skin in the game and the wherewithal to challenge the BOD. I supported that action. It worked and the shares have recovered some ten times since then.
You need to form an action group, I can't remember the stock (I think it was Hurricane), but the shareholders manged to change what the board wanted to do for the good of all stakeholders.
Speak to Hurricane shareholders.
100 plus shareholders can request independent report on a poll.....
Request for independent report on a poll
The 2006 Act introduced the right of members of quoted companies to request the directors obtain an
independent report of a poll. The report may be demanded by members holding not less than 5% of the voting
rights or by not less than 100 members who hold shares in the company. The request must be received by the
company not less than one week after the poll was taken.
When a request is received, the directors must appoint an independent assessor within one week of the
request being made. The identity of the independent assessor, a description of the subject matter of the poll
and a copy of his report must be made available on an appropriate website.
BB2
Mad,
This may help...
https://prismcosec.com/media/2243/prism-briefing-polls-proxies-and-voting-at-general-meetings.pdf
However, I would suggest there is NO way AMC will allow this to be decided by a show of hands and will therefore voting will be via a "poll".
BB2
CBS,
I requested it via phone from HL on Wednesday 18th and received it today. They did initially suggest that they could not guarantee it in time as they needed a minimum of five working days. However, I "kicked up" a bit and they said they would ensure that it would be done. It arrived via secure message this morning.
I also requested online from AJ Bell on Wednesday 18th. I received a secure message yesterday to say "it will be processed shortly".
BB2
How can there be any possibility this vote could go to a show of hands?
Who do you distinguish the guy holding 10m shares from the guy with 1000... they both have two hands but their holding and voting power is dramatically different.