AGM circular8 Dec 2020 13:48
"There is no guarantee that the resolutions will pass without your support..." (this goes without saying, in fact the resolutions will self-evidently NOT pass without shareholder support. But I'll let that pass). The circular then goes on to list three things it feels will not happen unless the board gets shareholder approval. I would contest that hypothesis.
The two resolutions which appear to be the contentious ones are the re-election of Mather and the proposal to allow the board to dilute existing shareholders without any form of specific approval.
1) Is it really the case that the that the three ambitions could not be achieved without Mather? Does this not imply we are over-reliant on one man? Is he the only person capable of creating shareholder value? It seems to me he's very good at creating enemies, but surely his other skills also exist elsewhere?
2) It's suggested the board needs the ability to dilute without specific shareholder in order to achieve a conditional finance package. I fundamentally disagree. First, because it's conditional only, there'll be plenty of time to get our approval and second, if it's a good deal it should be able to stand on its merits and will get the approval.
As I've said before, I've voted in favour of NM's re-election but I am fundamentally opposed to the Special Resolution which I believe, is being proposed for no other reason than to frustrate our two main shareholders. And whilst some people may think this is a worthy ambition, I do not. It is never good to have two disgruntled significant shareholders, as it's disruptive and creates uncertainty...two of the markets pet hates.
One more thing: The second paragraph of the letter opens with the sentence "it is very important that all shareholders vote to support the board..." The word "very" is the critical one and should act to persuade anyone who doubts the board is under fire.