RE: EGM24 Nov 2023 20:07
The reason that O’Cathain, as Independent non-executive Chairman, wants to replace the two non-executive directors is to conform to “good governance” criteria. The criteria referenced requires that the majority of the Board should be non-executive directors, who are required to safeguard the interests of shareholders, by holding the executive directors to account!
Prior to the AGM the make-up of the Board was two executive directors, Messrs Stuart and Holland, and three non-executive directors, Messrs O’Cathain, Oddie and Williams.
It should be borne in mind that the company has 12 employees and it is questionable why this necessitates a Board of 5 directors!
The retreat from the Board of Messrs Oddie and Williams reversed the desired “good governance” criteria post the AGM.
In seeking to regain the “good governance” status the Chairman considered that simple replacement of two non-executives would be sufficient. Clearly the interests of shareholders were not being considered as they would once again have to bear the expense. An expense that they had succeeded in reducing that morning.
Furthermore, with regard to the expense to shareholders of the Board the only criteria that needs to be considered, in their remuneration, is the result of the Boards performance in increasing the value of the company, as reflected in the share price.
The future intentions of the Board to increase the value of the company are lamentable.
- Why continue with the Inishkea prospect when it is admitted that it will be nigh on impossible to acquire a sufficiently financially endowed farm-in partner, given the impaired reputation that the Eire government has within the O&G sector?
- Why continue with Cloughton given the National Parks restriction on drilling? The alternate plan requires the Duke of Lancaster’s agreement and that is unlikely to be forthcoming unless the Duchess agrees to become a non-executive director – unlikely!
- Why Africa, are better prospects not available nearer to home?
It was quite clear that the Board is past its sell by date. It needs to be refreshed. Perhaps an EGM is necessary to obtain the necessary clear-out.
The most impressive thing about the AGM was the considerable knowledge and experience of shareholders who attended, and challenged, the Board in regard to their performance. There is still hope – but quick and decisive action will be required.
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