Ann: Notice of Annual General Meeting/Proxy Form , page-2

re: Ann: Notice of Annual General Meeting/Pro... Voting directions by 3pm W.A. TIME 22 NOVEMBER 2011 unless attending Nomad Annual General meeting.

Resolution 1 – Adoption of Remuneration Report
vote: AGAINST

* If Total Shareholder Return (TSR) be negative over the vesting period, there be no reward for that component, irrespective of relative performance against ASX300 Accum.Index comparator group.



Resolution 2 – Re-election of Mr Peter Abery as a Director
vote: For


Resolution 3 – Election of Mr David Craig as a Director
vote: AGAINST

Ample evidence of under-performance and inadequate supervision of companies whose Directors have been unable or unwilling to give the time commitment necessary to execute their important roles.

Too often this is because the number of companies with which individuals are involved as directors exceeds their capacity to do justice to all of them.

Directorship is too important.

Directorship not be treated as a concession to holders of a significant equity position in the company.

No person hold more than five (5) equivalent other directorships. For this purpose, a position as chair is taken to be the equivalent of two directorships (reflecting the usual relativity of fees and time commitment).

Therefore according to Nomad 2011 Annual Report page 17, Mr David Craig is:-

Deputy Chairman – Moly Mines Ltd.
Chairman – Southern Hemisphere Mining Ltd.
Chairman – Gunson Resources Ltd.
Director – Forge Group Ltd.

Total of seven (7) other directorships


Resolution 4 – Election of Mr David Franklyn as a Director
vote: For

Managing Director of Entrust Funds Management Ltd.

Entrust Funds Management Ltd. hold 12,010,390 Nomad shares.


Resolution 5 – Election of Mr David Cochrane as a Director
vote: For

Appointed September 27, 2011.

Over 30 years experience in engineering and construction business focused in the resource sector.


Resolution 6 – Grant of Options Mr Michael, Managing Director
vote: AGAINST

Seeking approval for the grant of 2,000,000 Options.

Inadequate explanation of performance hurdles if the grant of 2,000,000 options are vested.

Shareholders ask for a presentation with clear layman language that enlightens.

Vesting of Options is based on two independent measures:

(a) Annual earnings per share growth.

(b) Total Shareholder Return exceeding the return of the mid-ranked company in ASX 300 Accumulation Index from the issue date.




Suggestion, to deliver "superior" long-term shareholder returns:


Tweak Long Term Incentive TSR hurdle to 51st percentile and exercise 10% options as an incentive, aligning with shareholders interests.

Where Nomads Total Shareholder Return (TSR) is
equal to the TSR of the 51st percentile of the
ASX 300 Accumulation Index, executives may exercise 10% of any vested options.

Where Nomad's TSR is equal...
52nd - 74th percentile range, exercise 11% - 75% of any vested options.

Where Nomad's TSR is equal...
to 75th percentile or higher, exercise 100% of any vested options.

For explanation on Suggestion see Hot Copper Post: 5539715 Posted: 20/07/2010



Average performance (50% percentile) = base executive pay already covers this.

Superior performance = 75% percentile of the ASX 300 Accumulation Index.


Long Term = 4+years not 3 years