I can appreciate the executive’s dramatic uplift in Netlinkz’s market prospects over the last year.......however, the character of last Friday’s propositions from the Netlinkz board is concerning enough to warrant a reminder of the duties of company directors in Australia as strictly required by both Common and Corporations law.
Directors govern a company on behalf of the shareholders of that company.
The law specifies four main duties and they are
- Duty of care and diligence: what a reasonable person might be expected to show in the circumstances and in the carrying out the representation of existing shareholder’s interests.
- Duty of good faith: this duty requires directors to act in good faith and in the best interests of the company and to reveal and manage conflicts of interest if they arise.
- Duty to NOT improperly use their position: this duty requires directors to not improperly use their position to gain advantage for themselves or someone else OR to the detriment of the company and its existing shareholders.
- Duty to NOT Improperly use information: requires directors to not improperly use the information they gain in the course of their director duties to gain an advantage for themselves or someone else, or to the detriment to the company. Selective disclosure is frowned upon and reflected in ASX listing rules chapter 3.
Netlinkz appears to be on the cusp of major market penetration and cash flow.
There is now an overwhelming need for the provision of “earnings guidance” , including when the breakeven point will occur and what revenue and profit parameters will look like after the break even point is passed.Without earnings guidance the shareholders remain in the dark . As does the market for that matter.
What the story is now and into the future will be significant in determining the competitiveness of funding alternatives for Netlinkz rather than seven months ago.
IMO the current propositions should all be withdrawn and revisited with particular priority given to investigating funding options available and the selection of the best option in the interests of existing shareholders. For instance reflective of the future in China ( and possibly in the USA ) what is reasonable in assessing the valuation of Netlinkz’s patents? What might this equate to per share?
What funding option could now be achieved in the revised circumstances?
(20min delay)
