RE: Investor call....questions posed...19 Oct 2021 11:32
Qus 1 & 2
1 The first question won't surprise you...
On 19 January you said:
“The Company will commence immediately a global executive search...”
On May 28 you said:
“The shareholders consulted are supportive of ….. the international search being conducted for the appointment of a new permanent CEO to lead the Company through its next stage of growth and development.”
The information we've had for weeks has been that the CEO appointment is with the Nominations Committee.
On 10 September, almost six weeks ago, Fawzi Hanano said:
“With regard to the CEO process, this is in the final stages and we do hope to announce something very soon....”
In the Annual Report on 29 September, Keith Marshall said:
“The Nominations Committee viewed the appointment as the most important current issue for the development of SolGold. I am pleased to say that we are now well advanced with the recruitment process and hope to be making an announcement in the near future.”
While Keith remains interim CEO you have a minority of Independent Directors and you still don't have a CG Committee...
Why is it taking so long to make a CEO appointment?
2 There is no doubt that Mr Mather has contributed a huge amount to Solgold's exploration, especially Alpala, but...
At the last AGM he would have been voted out without his own votes, so...
Why is he sitting on the Nominations Committee and the Board of Solgold Finance AG?
The CG Charter document states that the Nominations Committee shall be:
“all, if not most, Independent non-executive Directors”
In the Annual Report you state:
“The Board considers that each of the Audit, Remuneration and Nominations Committees now fully comply with the requirements of the Code.”
But, if I quote verbatim from the Code:
“The Code provides that a majority of members should be independent, rather than all, therefore membership can include executive directors such as the chief executive.”
Mr Mather could not by any definition be regarded as an independent Director. In fact you state in the Annual Report:
“Mr Nicholas Mather is not independent as he was the Chief Executive Officer of the Company to 31 March 2021."
And he is not an Executive Director.
Indeed he is the only Major Shareholder with a seat on the Board.
Why is he a key part of appointing his own successor given the result of last year's AGM?
Could we be forgiven for thinking he may be part of the reason for delay in appointing a CEO?
Is Mr Mather acting in any executive capacity for Solgold? If so, why?