Have CGA walked away from the contract?

In another thread it was noted that Contango tweeted Investing is simple, but never easy. Bemused at the irony I went to the website to verify this. I could not find that, but this was the first thing I saw pop up requiring me to X it to enter the website.

I noted something quite interesting. Have CGA shot themselves in the foot with this statement?

IMPORTANT ANNOUNCEMENT FROM CONTANGO ASSET MANAGEMENT ABOUT CONTANGO MICROCAP LIMITED

Contango Asset Management Limited has, via its subsidiary Contango Funds Management Limited, entered into an agreement to assign its investment management mandate of Contango MicroCap Limited (CTN) to NAOS Asset Management Limited. Accordingly, with effect from [20 October 2017], Contango Asset Management is no longer the investment manager of Contango MicroCap Limited.

Contango Asset Management will work with Contango MicroCap Limited and NAOS to ensure a smooth transition.
Contango MicroCap Limited is the longest running listed investment microcap company on the ASX, and Contango Asset Management has had the privilege of managing the portfolio since inception 13 years ago. The Board, Management and Investment Team of Contango Asset Management would like to thank shareholders for their continued support, and for the opportunity to manage this outstanding fund.
More information can be found here.
____________________________________________


My observation is that CGA have made a public statement, and specifically to CGA and CTN shareholders and the ASX, that, with effect from 20 October 2017, Contango Asset Management is no longer the investment manager of Contango MicroCap Limited.

Now correct me if I am wrong here, but if CTN shareholders vote AGAINST the NAOS purchase -which I am bemused that the CGA/CTN board appears to behave like it is their right to give away in such a manner, without DD and Shareholder approval- then CGA, having relinquished the responsibility to manage the CTN portfolio, have well, walked away from the contract. They can have all the sale agreements they want between each other but that doesn't make them applicable in the event of a shareholder NO vote.?

I say this in particular consideration of CGAs statement that they no longer wish to focus on Micro's, capacity is an issue, and another manager is better (although data shows pretty well every competitor is better). Add to this that they will no longer be performing their duties after 20 October. In fact, they already have walked away. Aside from the Nemo Dat rule, where "one cannot give that which one does not own" There is no way the CTN board could assign the portfolio back to them

NAOS would be $6.3m - $12m better off to see CTN shareholders REJECT the transfer/ appointment, and then immediately after, talk to the CTN board about taking the portfolio over at no cost

CTN would be better seeing a no vote, and then negotiate with NAOS directly to have them - if they can demonstrate they are the best manager for the portfolio- run it for a lower fee.

Summary: CGA is within its rights to forfeit the management of CTN, but, surely CTN shareholders have the decision over who it then goes to? Have CGA walked away from the contract, if shareholders vote no surely there is no way it can be given back to CGA.