Approach between parties in Nyrstar case comes to an abrupt end

At Nyrstar’s annual general meeting, the masks came off. Nyrstar’s proposal to nominate Mr. Taeymans as an independent director, along with the positive voting recommendation for our proposed candidate Mr. Buytaert, ultimately turned out to be nothing more than a well-rehearsed but poorly executed performance between Nyrstar and its reference shareholder Trafigura. It was an attempt to create the illusion of a willingness to work towards resolving the long-standing conflict between Trafigura, Nyrstar and their advisors on one hand, and the minority shareholders on the other.

During the meeting, it became clear that Mr. Taeymans was nominated on the recommendation of Nyrstar’s lawyer — a figure who has repeatedly come under scrutiny for alleged breaches of ethical and fiduciary duties. It also emerged that Mr. Taeymans had failed to disclose his mandate as a consular judge at the Antwerp Enterprise Court — a detail of no small importance given the role this court has played in the conflict so far. Finally, several evasive answers during the Q&A revealed a potential appearance of dependence. For example, when asked what he would do in the event of a conflict between the terms of the remuneration agreement with Trafigura (which includes significant information and consultation obligations in Trafigura’s favour) and his fiduciary duty as a director, he responded evasively. In contrast, the candidate rejected by Trafigura answered without hesitation that, should his independence be compromised in such a scenario, he would immediately resign as a director — which is exactly how it should be.

Furthermore, in line with previous years, Chairman Martyn Konig was once again caught in multiple lies. In response to written questions, it was confirmed in black and white that Nyrstar had held various consultations with Trafigura in the context of the aforementioned remuneration agreement, while in response to oral questions this was initially firmly denied. It took two interruptions before the Board of Directors presented a written response in a desperate attempt to correct the falsehood.

Finally, the claim by (Trafigura’s lawyer) that they hoped the remaining funds in Nyrstar could soon be distributed to all shareholders, rather than spent on lawsuits by a single group, was yet another example of how the facts are misleadingly distorted and of the ongoing contempt for minority shareholders. After all, upon liquidation, the remaining cash would primarily be used to repay the existing loan facility from Trafigura itself. This supposed concern for all shareholders once again turns out to be solely in the interest of Trafigura.

Once again, an example of malgoverno fit for the history books of this country — sadly.

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