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The business of the meeting is largely for the following purposes.
Establish a new Remuneration Policy for all Directors and Executives.
Complete the tidy up of Corporate Governance in keeping with current best practice.
There is a lot of detail, but to simplify...
It included significant improvements in cash remuneration which will be based on an uplifted base salary and potentially generous bonuses based on KPIs.
The STIP (short term incentive plan) provides for the payment of salary bonuses based on KPIs related to budgeted performance for the year.
The LTIP (long term) provides for largely share based bonuses based on KPIs including targeted share price..
(Hooray)
It provides for either or both Options and Bonus Shares to be issued, based on the performance for the immediately ended financial period.
There is provision for Options up t 82,875,000 at an exercise price of 56p.
(Hooray).
And guess what...that seems reasonable as it provides a real incentive and is priced at 2x28p....
Now here is the key point...
The options can be issued based on achievement of KPIs in the immediately finished period...
And the current year finishes on....30 June....
Surprise..?!
In other words if all the resolutions are passed, Options could in theory be issued on 1 July (or as soon as audited results are available...)
Now this seems good news for us because...
The company clearly believes 56p is achievable otherwise the plan is a nonsense.
And...this throws down a further gauntlet to prospective bidders, but...
Itn conclusion, it provides for uplifted Exec salaries with 3/4 of potential salary based totally on company KPIs and...
Options for share price related achievement at a price which gives us a clear vision of prospective SP performance even without a bid......
Hope this helps but I'm sure cleverer people than me will augment...
Cheers
Redknight1 - thanks for the RNS summary - much appreciated. Bodes well !
AtB
Red, excellent summary there hoping for £1:32
Thanks RK for the insight …… what is the latest point at which any items could be added to the agenda …… ?
Think you’re spot on re the timing ( end of financial year) ….. all coming together and still Irwin remains silent .
If they get the 75% required to get these resolutions through title looks like BHP / NCM must also be onside
So a half decent bid in the next 12 months & the directors are rolling in it? ??
Only need 50% DBW. The Soecial Resolution related to the Articles of Association needs 75%, so I believe all resolutions will pass...
For starters Marher controls 12.86%. I'm sure Norges Bank and BlackRock would vote in favour as the Remuneration Policy is in line with best business practice and the proposals seem uncontentious to me....
Excellent insight and explanation RK1! Thanks!
Gives us confidence that this sp will rise substantially in the near future from our undervalued present 32p
What a gravy train eh?
Getting their salaries topped up, options delivered - all before they deliver their debt plan which will probably include dilution.
10+ years of being paid to deliver,,,,,,,,er,,,,,,,sod all.
So now we know why its an EGM after all.
Z
That is indeed the alternative future to a bid Zoros. Not looking good at all if we are not taken over by the autumn. But I still firmly believe a bid is coming, and my money is still on this month rather than July or August.
Sean - let's hope you are right, otherwise this company is being rap ed in slow motion by the directors.....
I see NM is taking up his DGR options at more than market price, currently....must know something?
Or maybe he is preparing to bail out before EY gets to the bottom of where the $4.6m was stolen...... ON HIS WATCH!
He is one slime ball. Hand in the till right to the end.
Please please buy Cascabel out and be done with.
Z
Zoro,
I hope Mather reads this board, what you wrote is not clever at all, what ever you think of him, Solgold would not be where it is in Ecuador without his knowledge or his commitments.
Too many ready to sh*t on people who have brought it this far, hope the man makes silly money from Solgold, wish him well personally
Oh dear Zoros, what are you worried about.
You have always maintained that Solgold is bluffing and will never be advanced the money to construct Alpala.
If you are right we will be sold below market price. Which seems to be something you want.
However if the BOD is correct, we are going to build this.
As for dilution, you really don't understand what getting staged funding is all about, especially if we get an open pit starting position.
Agreed Mathers finger, without NM the company would now be 70% owned by BHP. He has defended us from dilution of the company overall. The Franco Nevada deal was for the right money at the right time and showed BHP, NCM and others that we are not dependent on anyone for funding Alpala.
We can become a producer.
Why else have we taken the route we have.
Surely even the diehards that believe a bid is coming can understand we can build this ourselves.
So unless we get a full offer, we are not interested.
"without NM the company would now be 70% owned by BHP. He has defended us from dilution of the company overall."
What planet was this on Quady? Since I first bought Solg there's been almost one and a half BILLION new shares printed.
And why were we continually cutting our nose off to spite our face when it came to BHP? BHP are the guys we need, and we've wasted 5 years pushing them away. And they were 5 wasted years for the loyal shareholders and anyone else without a snout in the trough.
If he was that good for the company, he'd still be running it wouldn't he. The board knew NM was running solg for his own ends and would be driven in a direction he so chose. Thank god they saw sense and got shot of him.
Under DC we are making more progress than NM ever did.
If DC had been in charge from the bginning, solg would now be a junior partner of BHP @ Cascabel and the time line would be halved. The SP would reflect that too.
DGR knows something is going on and they (NM) are filling their greasy boots beforehand.
Slime ball.
Z
Zoro,
That’s a lot of assumptions from someone that knows feck all, BHP have already been shown to do things underhand, yet you can’t wait to be in bed with them lol.
There’s another world out there Zoro and it’s definitely further than the end of your nose
At some stage over the past 35 years it became accepted wisdom that directors of businesses should be able to enrich themselves at the expense of shareholders - the argument being that share options incentivized them so much that all shareholders would benefit. I'm afraid I've always been sceptical about this and have seen far too many situations whereby directors have exercised options, pocketed the cash and the sat back and watched the company fail.
In our case, if our lads manage to extract £1 from a bidder they will benefit to the tune of nearly 50m quid, and what exactly will they have done to deserve that? The assets are already in the ground and all they have to do is pick up the phone to an interested party and say "do you fancy buying us?" Is that really worth 50 m of our money? Not in my book it isn't.
If directors want to benefit they should invest their own money and take the same risk as the rest of us. To me, options stink.
Oh dear seanhunter.
Ok I am doing this from memory, so I may be out a bit but not much.
I brought in at 4.6 pence a share in 2013 when about 630 million shares in issue. It fell to under 1.5 pence. Those days are long gone.
Today around 2.2 billion at over 30 pence.
Strictly yes that's dilution, but you need to understand that we don't have any revenues yet, so further dilution to drill is necessary.
But here is the elephant in the room.
How much dilution to build Alpala. The company says minimal. I believe them.
I want to see the bulk of this funded by loans. And I believe what we have in the ground to be excellent collateral. Of course a portion will have to be put up. But again other ways to do this apart from massive dilution.
"How much dilution to build Alpala. The company says minimal. I believe them."
Quady, were the company to say anything other than this the share price would tank. Personally I struggle to see creditors entrusting current management with enough capital to build Alpala, unless a major is brought on board as a JV partner with a controlling stake.
SharketMare do you not remember that Ingo, said some considerable time ago we had a billion lined up.
I really don't see a problem with the current direction.
addictickt...
I don't care if they do make it big...it won't be our money, it will be a willing bidder...
Morning LunchMoney, minimal dilution was mentioned twice which I remember on presentations given by Ingo.
Also he has answered minimal dilution in the question session in the presentation that said we had a billion accounted for.
This was when the cost of building Alpala was 4.3 billion.
I cannot remember the presentations but It was widely discussed on this forum at the time.
Today we are in a much better place with costs lowered and a PFS with increased resources.
RK, erm? Of course it's our money.
Morning Add
I think the point is that by the time Cascabel is built it’ll be someone else footing the bill
I should add ….. in my opinion of course