Although I don't hold Optiscan, thus have no voting rights nor influence over the future of the Company, I'm still a little dumbfounded by the number of people on HC who are quick to defend the dubious actions of "highly motivated" and "energetic" directors. A famous quote from Warren Buffett comes to mind...
“Somebody once said that when looking for management, you look for three qualities: integrity, intelligence, and energy. And if you don’t have the first, the other two will kill you.”
While I can appreciate that some of you consider the Chairman to be the Company's savior since taking the reigns of OIL back in 2009 @ 5c following widespread havoc created by the GFC, and it's easy for some idiot (like abdm) who has no skin in the game to come along and start bagging the company or management, here's another thought worthy of some consideration should both the Company and regulator decide to brush this under the carpet again;
Assuming that I was a potential investor of OIL, and given the following points (which still need to be addressed), what assurance do I get from those who's duty it is to protect my (and your) investment;
1. On 21/08/2012 the Company advised the ASX that it would conduct a review and assessment of its Share Trading Policy and the governance processes relating to clearance to trade, disclosure and reporting of transactions to ensure full policy compliance in the future. Failed
2. On 22/08/2012 the Company advised the ASX that it intended to implement a regime of weekly declaration of proposed or completed share trading transactions to ensure inadvertent non compliance with Listing Rule 3.19B is avoided. Failed
3. After failing to honor those previously stated intentions in order to resolve ongoing issues, on 15/01/2014 the Company then confirmed that it considered its current arrangements to be adequate, and that the director in question had also instigated enhanced reporting arrangements with his broker. Failed
4. On 10/07/2015 the Company appears to defend the act of illegal insider trading activity undertaken by the director and its inability to meet its disclosure obligations under listing rule 3.19A by claiming that the individual transactions were not of a quantum or frequency that would have a material impact on the price of securities. Failed
The fact of the matter is that while selling off a sizable portion of his holdings without disclosure to the market over a period (including black-out periods) covering about 14 months from October 2013 through December 2014, and while informing the market about all the promising opportunities and a future full of possibilities to reward shareholders, every Appendices 3Y lodged by the Company in relation to said director on 12 December 2014, 19 February 2014, 5 December 2013 and 7 October 2013 operated to convince s/holders that he was increasing his holdings.
The Corporations Act 2001 requires every director of a listed company to notify the Australian Securities Exchange about holdings and changes to relevant interests in securities of the company. Section 205G of the Corporations Act 2001 requires every director to notify the ASX about any changes to holdings, no matter how small. A breach of s205G is an offence that carries a penalty of up to $1700 or imprisonment for 3 months or both
On 03/07/2015 your Chairman advised the ASX that his continuous breaches of listing rule 3.19A andSection 205G of the Corporations Act was implemented for tax optimisation reasons, and that it was also important for the market to note that he intends to take up his full entitlement in Optiscan’s current 1 for 15 rights issue. Surprisingly (or not), he only took up about 37% of his full entitlement, however since when did tax optimization become defined as an act of deceit for gaining a personal benefit at the expense of others?
I hope the Company decides to take the appropriate action, and the regulator starts enforcing the rules because as I see it, this is already a 'Class Action' waiting to happen.
(20min delay)
