Ann: Notice of Annual General Meeting/Proxy Form , page-11

re: Ann: Notice of Annual General Meeting/Pro... It's wonderful that our directors are being so charitable so close to Christmas but unfortunately as far as the shareholders are concerned their benevolence only extends to themselves. It's disappointing that our very own modern day Santa Claus and his two little helpers just don't understand that they're supposed to be handing out the lollies not keeping them for themselves.

The following points are taken from the AGM Explanatory Notes.

"The object of Resolution 5, 6 & 7 is to provide the directors with a mechanism to participate in the future development of the Company and an incentive for their future involvement with and commitment to the Company."

What a load of claptrap, receiving extremely generous remuneration and the fundamental desire to drive the value of their personal shareholdings should be incentive enough in itself and if it's not then maybe there's an underlying culture problem existing at board level. It also should be offensive to our intelligence that the directors who are not the beneficiaries of the separate resolutions recommend to shareholders that they vote in favour of the resolutions concerning their fellow directors. There's certainly nothing like a loyal and strong leadership team that sticks together, one for all and all for one, especially when it comes to lining their pockets at our expense.

"If all the options are granted and exercised, then the Company's fully paid share capital will be diluted by approximately 2.44% (based on the existing number of Shares). The Company will, however, receive subscription monies totalling $1,300,000 if issued at 25 October 2010 closing price."

What a clever way of camouflaging the millions of dollars that the directors hope to reap through this money grabbing exercise. The company receives subscriptions totalling a paltry $1.3M and the directors receive windfalls totalling many millions of dollars.

"The Directors consider that the incentive represented by the grant of options is a cost effective and efficient incentive when compared to other forms of incentive such as cash, bonuses or increased remuneration."

What's wrong with the managing director and other key full-time senior management receiving a bonus incentive that's commensurate with their salary package and based on achieving NPAT targets established by the company in its own publicly announced profitability forecasts? You'll notice that I have purposely made no reference to non-executive directors as they have little to do with driving the fortunes of the company as they don't work for the company in a hands-on capacity on a daily basis.

Maybe the directors are a little rusty on the company's own corporate governance policies so they should be reminded of the following excerpts;

"The Board is committed to administering its Corporate Governance structures to promote integrity and responsible decision-making."

"The Board's role is to govern the Company rather than to manage it. In governing the Company, the Directors must act in the best interests of the Company as a whole."

http://www.traffordresources.com/index.php?option=com_content&task=view&id=12&Itemid=12

The Directors must act in the best interests of the company as a whole?

It seems that they got lost somewhere along the way.

The directors will attend the AGM wearing lounge suits however if these resolutions are passed then maybe boiler suits, balaclavas and sawn off shotguns might have been a little more fitting as the dress code of the day.


Stagman