re: Ann: Empire's Response to ERM's R... 28 October 2013Empire’s...

re: Ann: Empire's Response to ERM's R... 28 October 2013
Empire’s Response to ERM’s Release of 24 October 2013
The Company notes the lengthy announcement released by ERM Power Limited on 24 October 2013
in relation to indemnities provided by the Company to three of its Directors in relation to legal costs
concerning defamation proceedings brought by those Directors.
As set out in the Company’s 2013 Annual Report the Company has received legal advice that the
allegations in the defamatory material affect the Company and the reputation of the Company’s
Directors and employees. The Directors commenced defamation actions on the basis that the
Company is statutorily barred from undertaking such an action and the Board considered the widely
publicised statements complained of to be detrimental to the interests and reputation of the
Company itself. All proceeds received in relation to the litigation have been and will be for the
benefit of the Company. In addition to payments received to date the defamation proceedings and
associated concerns notices have resulted in retractions, apologies and undertakings from a number
of parties as well as the removal of significant defamatory material in relation to both the Company
and its Directors from the public domain, which the Company considers to be in the interests of all
shareholders.
The Company notes ERM Power’s statement that Empire has failed to answer key questions from
ERM Power about the indemnities. On 11 October 2013 the lawyers acting for the directors wrote to
one of ERM Power’s nominees for the Company’s Board, Mr Brett Heading, inviting him to attend
their offices to review their records and speak to them in relation to the defamation proceedings so
that ERM Power could obtain the information it was seeking. No response has been received to that
invitation.
Finally the Company notes Mr Iannello’s statement that if elected he will take legal advice in relation
to the possibility of recovering the costs from the Directors involved. One of those directors,
Dr BevanWarris, is not the subject of the requisition from ERM Power and ERM Power has noted
that it supports DrWarris continuing on the Board as an executive director if ERM Power’s two
nominees are elected.
The Company is concerned that if ERM Power’s proposed resolutions are successful the Company will
be overseen by a Board that includes one director who is taking legal advice in relation to the
Company suing one of its other directors.

So who was at the Board meeting to vote on the action?
When was that meeting?
Why hasn't Mr Mac joined his fellow Directors to take action?
Is the funding capped?
How much has been spent so far?
Why weren't the members asked to approve the funding?

These are only the start of the questions. I have an idea - keep your $22,000 and pay your own legal bills!