If you can't beat them join them, page-4

Hi Frack and Nightmarez,

I will answer your question more generally this time as my earlier post was Moderated as my opinions are apparently now factual. And facts are only allowed if substantiated. The below answers have nothing to do with FMS, they are purely a response to your queries and are answered in a very general sense.

@the.frack

Fact : A minority shareholder has rights under Corp Law.

Opinion : However if the majority is owned by someone else, then at best the Minority are very limited as you have no ultimate power to impose anything. If the majority and minority are on the same page all is sweet, but if in bitter disagreement you can only make a nuisance of yourself and make them play by the rules with the assistance of ASIC/Takeovers Panel etc. Think of it as being in eternal opposition in Australian politics.

Opinion : Yes and no on the question of whether a minority shareholders presence would inhibit deals with other partnerships. If you consider the issue of control, if you held say 60% and had to dilute your stake to say 40% due to bringing in a new partnership, you may lose control as the other partners now control 60% and can punt you to the benches if they happen to disagree with you. Think about that for a while as I know where you are coming from.

@Nightmarez3k

Fact : Yes the 44% can demand a Board Seat, but the 56% holder can simply say No and that is the end of the matter. Having 25%, 35% or 45% does not entitle you to anything. 50.1% and you are largely entitled to do anything, so long as you follow the Corps Law.

Opinion : Quite often it has been the case for investors with 15%, 25%, 35% or 45% to be offered a Board Seat on companies as it usually suggests that the shareholder is actually intent on nurturing and growing their investment value..... otherwise why buy 15-45% of the company

Where a majority shareholder wields such power as owning 50.1% or more they can solely decide who the Directors are and can obviously direct them in what is to be achieved..... or be removed. Its a bit like when you watch the PM or Opposition leader talk with 2 or 3 standing/sitting behind them nodding, if they don't nod enough then they probably get a bad review from the Party Whip (not fact as I don't really know).

Fact : I have always respected the various majority shareholders who have not wielded this power against the minority as allowing minority shareholders an appointed voice from their ranks is the ultimate statement of transparency.

cheers,