RE: So there yo have it.........12 Nov 2021 11:06
BHPCANNOTtake over the Board...only 4 Directors to reelect. Did any of you read this from 5Nov?
Second question?
Do you really think BHP could appoint four, three, two or even one Director?
It may well be that they still have a right to one Director, as do NCM and I would be very happy to have both back on Board, because they bring an extraordinary wealth of understanding and insight to a company that aspires to be a mining company to challenge the majors.
And if they were BOTH on Board, wouldn't that allay any fears of BHP muscling through a takeover?
Which is preposterous anyhow.
So how could BHP get two or three Board Members.
First, understand the process"
At least two of the existing Directors would have to be voted off:
That means two of LT, BM, JW or Keith.
There is no way the major shareholders would vote against Keith, because he is independent. He may have been perceived to disappoint with this year's progress, but I say again, why issue a raft of great news when you have no CEO?
So supposing LT and BM were voted off.
BOARD APPOINTMENTS ARE RECOMMENDED BY THE NOMINATIONS COMMITTEE AND APPROVED BY THE BOARD.
Unless BHP put up two candidates at the AGM. They would have to be nominated BEFORE the AGM papers went out otherwise they couldn't be considered.
That leaves just 12 days from now...
You CANNOT 'muscle' your way onto a Board as some would have it, so lets return to the process.
If BM and LT were gone, that would leave a Nominations Committee of KOK (Chair), MAA and NM, so...
NM could not block an IMMEDIATE CEO appointment and
If the Board moved quickly to fill those places, the obvious candidates would be Elodie and JC, leaving a Nominations Committee dominated by Ine=dependent Directors.
Does anyone seriously think they would entertain BHP Director nominees beyond the one they are entitled to?
So FACT. BHP CANNOT muscle onto the Board and even if they got FOUR Directors (which is the biggest number I've seen on here) they would not be in a majority at present, but also there would be nothing to stop the Nominations Committee and the Board approving three further Members - two independent plus the new CEO.
And on the Board of Directors, if BM and LT were voted off, the composition would be FOUR indeopendents plus NM, JW and JC.
The new Chair would HAVE TO BE one of the existing independents.
And even if BHP got one 'entitlement' Director, the new composition for the time being would be:
KOK, KM, MAA, EG, JW, JC, NM and BHP...
HOW ON EARTH could BHP force through additional Director appointments and ESPECIALLY an unwanted bid unless JW, JC and NM ALL supported them.
Is that likely to happen? You decide.