Ann: Market Update-AYB.AX, page-56

Don't forget an executives is different from a director although some directors are also executives.

Executives are employees hired by the company to perform company specific tasks and paid a salary for this and it is part of the costs of the company doing business. Whereas Directors are shareholder nominated representatives to provide oversight of the company and are paid a fee for their services. This fee comes from the remuneration pool approved by shareholders in the preceding AGM and reported each year in the Remuneration Report.

Some company directors (shareholder representatives) are also executives (paid employees) and some directors or not independent so it can get confusing at times...The top hat executive is usually the CEO and sometimes they are also an MD, the top hat Director is the Chairperson. and sometimes they are a non-executive chairman and sometimes an executive chairman.

In AYB case you have an Executive Chairman and 3 Non-Executive Directors so the Chairman should get remunerated as an employee of the company for his executive duties and board fees like the others for his board functions with potential higher fees for chairman duties.

The composition of both executive remuneration and board fees should be published by the company for scrutiny by the shareholders as part of their governance reporting responsibilities to shareholders.

It appears in AYB's case there is insufficient cashflow to pay dues as and when they fall due, which makes them technically insolvent, however they still exist as a registered company and there is activities and tasks that still need to be done and the chairman and directors are seeking recompense for discharging those duties.

Whether you think the current resolutions warrant a YES or NO vote is up to you but the company right now is delisted, has no business to speak off that generates cashflow, no working management, needs solid capital to get it going again and some possible dairy farms as acquisition targets.

I do understand what the Chairman and Non-Executive Directors are trying to do but really it is a tough one to love and there are better ways for them to get going than this but good luck anyway.