I still don't understand how the BOARD call this a FAIR offer?...

I still don't understand how the BOARD call this a FAIR offer?

Point 1) T2 taking 35c from the kitty instead from their own pockets to give to shareholders...FAIR?
Point 2) 18% less then the recommended minimum value for RRP shares...FAIR?
Point 3) no minimum 10% premium for takeovers...FAIR?
Point 4) Gordan Galt consistantly batting for the number 1 shareholder ONLY...FAIR?
Point 5) Gordan Galt didn't want to sign off for the capital raising...(looking after no1 shareholder interests only)...FAIR?

So how the F**K can TOV or ASIC still let this happen???