Great thought. Ramamba. Ring David S to point him in the right...

Great thought. Ramamba. Ring David S to point him in the right direction

1). Always wondered why ASX and ASIC have not stepped in, and halted the CTN AGM so that the legal validity of the purported CGA assignment of its IMA to NAOS could be settled by regulators, BEFORE CTN shareholders were even given notice of a meeting ( EGM) to approve resolutions to have a new IMA , change the company name,and ratify NAOS appointees ie Resolutions 4 to 8 ( inclusive ).

2). ASX Listing Rules

Appear quite clear, and straightforward. If a Company is disposing of a significant section of its business, or it is selling to a related party - then it is a requirement for shareholders in General Meeting to approve that transaction. ( ie Not a statement that shareholders totalling over 50% agree- but a General Meeting).

This transaction ticks all boxes.

The book value of the CTN IMA in CGA's books at June was $3.8m - greater than the Net Assets at that date.

The Revenue from this contract was over 42% of total ongoing revenue, before the assignment

The value of the deal was stated by CGA at the time to total $12.5m. Approx 40% of CGA's current stock market value.

Lastly, the Purchaser ( NAOS asset management ) controls close to 15% of CGA, through a LIC they manage - ASX: NCC. They declared their interest over the last 6+ months. The Listing Rules define this level of holding as more than meeting this requirement.

It appears odd that ASX have not enforced their own rules?

If their rules are to be followed then
A ) A CGA EGM needs to be called now, in line with the Listing Rules - necessary papers prepared, and necessary notice given to CGA shareholders.
B ) only AFTER that meeting is finalised, should a CTN EGM be called ( if still required? )
C) ASX may care to advise CTN shareholders why it has not advised the current CTN Board that it is standard ASX practice for LIC IMA's to be for an initial period of a maximum of 5 years - and most usually with Board discretions to recommend cancellation in the event of poor performance?

It is CTN's 6000 shareholders who have borne the brunt of poor oversight for the last 7 months, and face 15 years poor oversight if the AGM Resolutions are allowed to go ahead

My reading of Listing Rules may well faulty. But CTN shareholders need assistance
DYOR