Member Info for mattlilly

Sorry my post at 12.13 should have said 'the Nominations Committee'...

The detailed Governance and ESG, running to scores of pages in the Annual Report is excellent thanks to Elodie...

But you can have the best governance structures and it still comes down to the people actually making the decisions...

You're right about the composition of the Remuneration Committee, but..

The independent Directors are not a majority in either the Board or the Nominations Committee...

The latter reappointed NM as a Director on 1 April 2021, so he will be the LAST to come up for re-election...a year after the four independent Directors....

Despite being neither an Executive Director, nor an independent Director...

The Remuneration Committee is:

Independent - KOK (Chair) and ED

'Old' Board - LT, NM, BM... a majority...

I ask again, who is blocking the CEO appointment and why...? Buying time till after then AGM?

Sorry Lunch...typed it to quickly...

What I meant to say was why rush out a partial MRE when 18/30 are still to be drilled, at which time I would have thought it would THEN be apprpriate to have a complete MRE independently assessed...

The 'partial MRE' was met with a big yawn and has managed to take the gloss of what a complete one might say...if and when it emerges...

800k of bits and bobs today....

Waiting for something...anything...AGM Agenda next week if nothing before...

My apologies Lunch...

I misread S23 of the Annual Report on page 176 of the attached...

https://www.solgold.com.au/wp-content/uploads/2021/09/SolGold-Annual-Report-2021.pdf

Only NM has 5 million options left...

But if the 'Old' Board gets back in at the AGM, guess what will happen next...?

Mister, I've checked and I relied as below...I don't think that is rubbishing...

I think we're at cross purposes...I was referring to Alpala not Solgold...

"Ingo is the man pulling the strings IMO...that's why hes on the AG Board.

This move is SOOÒ clever...it means AGis the holding company for Alpala, but also all the small projects...

While I get the tax argument, if it was just for that reason it would irk the Ecuadorian government, which Solgold is not going to do.

So I think it is for at least four reasons

1 As a defence mechanism, ringfencing Alpala

2 It puts an extra layer between Alpala and the major shareholders

3 It makes it almost certain that the majority if not all the financing of Alpala will be by debt, with the balance by streaming or whatever.

AG's shares will not be quoted on an exchange I.e. it's not a plc, so any equity finance would have to come from Solgold and be lent to AG, so that's unlikely

4 It means a determined buyer of Alpala would have to buy ENSA, or AG, or pay a much higher price for Solgold as a whole.

En peasant, it keeps any monetization of the small projects in AG where the funds can be passed across to help finance Alpala and...
It means the other major subsidiaries of Solgold (I.e. Green Rock, Carnegie, etc. can be managed at arms length...

This must be Ingos idea...it keeps NM OUT of the picture for Alpala...its a doozy!!!!"

Mister...if I did I humbly apologise...I was completely wrong...

All of these in the next three months...

" new CEO, a PFS, at least 2 MREs, a raft of drilling results, a DFS and a Finance proposal ..."

I say again, how can SOLG get a debt funded proposal for Alpala without BHP/NCM/Blackrock support...?

Or maybe you're still on Janet and John book 3...?

So why don't you post something specific, articulate and constructive smickster instead of abuse...

Everything I publish (except where I say its an opinion) is based on facts and research, such as the stuff about Directors remuneration..30 minutes reading the MD&A, Annual Report etc.

No how many words of either of those documents have you read...?

Please enlighten us...

Its 82/120 Stukey...but I take your point...

Get real smickster....

I'm down on the Members of the Board that are holding everything back...

Who are they?

Why would they do that?

No wonder BHP and a raft of investors challenged the Chairman in the CORPORATE GOVERNANCE one to ones...

Would I really trash the company with 1.5 million shares between us...

I want stability, a new CEO, a PFS, at least 2 MREs, a raft of drilling results, a DFS and a Finance proposal rather than...

drift, drift, drift, nothing, nothing, nothing, no CEO for 10 months...imminent...soon....

A ridiculous Chairman's response to a tin pot fund manager's letter

A massively destabilising second Chairman's letter...

And I ask again...

Do you seriously think that the independent Directors would be party to all this rubbish...

EG is one of the foremost ESG/Corporate Governance experts in the market, brought in to bring Solgold into the 20th century, let alone the 21st...

MAA has conn actions to Lasso and is a global expert on environment...would she sit back and allow this rubbish to happen?

Keith doesn't want the CEO's job...would he hold back the new appointment...?

KOK is in a minority on the Nominations Committee along with EG...LT, BM and NM are in the majority...who would be holding back a CEO appointment that was 2/6 weeks 3 months ago...?

Sorry scrap that...fat thumbs...

This is how it should read....

"Thanks Lunch...

So why is the Interim CEO paid less than the retired CEO

Page 33 of the MD&A - KM's 'Basic Annual Salary is 212,145

WHY is the CEO paid less than Jason Ward... 304,352

The Chair of the Nominations Committee - Kevin O Kane - and independent Director, is paid LESS than the other four Members of the Committee at 51,202 compared to:

NM 350,000
BM 64,628
LT 93,075 (Chairman of course)

And even JC gets 61,824...

What do BM and JC add to the Board that gets them more than KOK and MAA (47,306)?

Do you see what I'm getting at....?

Thanks Lunch...

So why is the Interim CEO paid less than the retired CEO

Page 33 of the MD&A - KM's 'Basic Annual Salary is 212,145

This is the CEO paid less than Jason Ward... 304,352

The Chair of the Nominations Committee - Kevin O Kane - and independent Director, is paid more than the other four Members of the Committee at 51,202 compared to:

NM 350,000
BM 64,628
LT 93,075 (Chairman of course)

And even JC gets 61,824...

What do BM and JC add to the Board that gets them more than KOK and MAA (47,306)

Do you see what I'm getting at....?

Meanwhile, what credence is the market giving to this nonsense...

Shouldn't it have stirred up bid speculation if there was even a grain of truth.../

Instead, the letter has stimulated a 4% FALL since it was published...

And an 8% FALL since the Berry street rebuttal...

The Tandy RNS was rushed out before it was independently assayed and the SP FELL 5% that day...

Not correct...Jason still has 5 million until Dec 20...

So I say again...

Why has there been no CEO announcement since January when an 'international search' began?

On 29 September KM implied it was imminent

On 19 October LT said he had spoken to the top candidate the day before

In mid August there was only 2-6 weeks to tie up the loose ends for the top candidate

Has the top candidate withdrawn and if so why?

Or are they being blocked?

And who is blocking the release of what zoros has catalogued as a raft of drilling information that we could reasonably have been expected to be updated on weeks ago?

And why did the Chairman say this on 3 November...?

"Ultimately, if a party wants control or to significantly influence the development of your Company, the party should put forward an offer that results in all Shareholders benefitting from a premium that reflects the value of achieving control or heightened influence."

Surely if BHP were wanting to significantly influence the Board or even mount a low ball bid, the Board would have released an RNS/RNSs about drilling results and a positive update about PFS and Porvenir/Tandy MREs, instead of an incendiary letter...

So who is blocking the CEO and holding up information and for what purpose...?

No independent Director would do this and KM would be nuts to hold up anything that showed what progress had been made as CEO, so it can only be the Old Board...

Its the only thing that makes sense

And why would he say:

"The majority of your Directors consider that the Company is undervalued and therefore vulnerable to opportunistic corporate activity...."

When the following statement is deliberately designed to incite a bid...?

"Ultimately, if a party wants control or to significantly influence the development of your Company, the party should put forward an offer..."

How does that achieve stability...?

Look at the instability on here since that letter was issued...the multitude of worries and opinions...the fear of being sold for a pittance, such fear catalysed by the Chairman's letter.

This is not how professional companies and would be 'major miners' operate...

Which is why BHP have not responded.

I haven't been told anything...I just said he would be an excellent choice...its an opinion...

Which side is that Italian...?

LT, BM, JW, NM (the 'old' Board) or...

KOK, KM, MAA, EG...(the 'new' Board - all independent Directors)....

NM 3.96% + 8.9% (+ 4.91%) - salary 827,381 - 5 million Options at 60p exercisable by Dec 20
JW 0.44% - 10.1 million - salary 304,352 - 5 million Options at 60p exercisable by Dec 20
BM 0.23% - 5.2m - NED Fees 64,628
LT 0.02% - 392,156 - NED Fees 93,075
JC - NED Fees 61,824

KOK 0.2% - 392156 - NED Fees 51,202
KM - 98,039 - NED Fees 212,145
MAA - 51,676 - NED Fees 47,326
EG - 19,607 - NED Fees 71,756

Which of those two 'sides' has most to gain by supporting a BHP bid approach or any bid approach as opposed to keeping SOLG independent...?

And who has the most to lose if voted off...?

The Company had a commercial agreement with Samuel Capital Pty Ltd (“Samuel”) for the engagement of Nicholas Mather as director of the Company. For the year ended 30 June 2021 US$827,381 was paid or payable to Samuel

Mr Brian Moller (a Director), is a partner in the Australian law firm HopgoodGanim Lawyers. For the year ended 30 June 2021, HopgoodGanim were paid or payable US$72,456

Mr James Clare (a Director), is a partner in the Canadian law firm Bennett Jones LLP. For the year ended 30 June 2021, Bennett Jones were paid or payable US$486,246