Second group of Nyrstar shareholders takes legal action

Here is some more colour to support my statement that the Nyrstar General Meeting was a demonstration of malgoverno.

The Board of Directors struggled to defend the structure it had created, in which the power to make decisions on two crucial issues was transferred to two committees set up specifically for that purpose (one to deal with the ongoing civil litigation and the other to deal with the FSMA reports). - An all too transparent attempt to circumvent the conflict of interest rules. It appeared that this resulted in a de facto veto being granted to two former and not uncontroversial employees of Nyrstar NV, who are now contractors. There was also a great deal of confusion as to the final decision-making authority of the Board of Directors, and various contradictory statements were made.

The Commissioner's statement then fully justified the absence of any provision on the correct application of the conflict of interest regulation by stating that he did not need to make a judgement on this as the Board had indicated that there was no conflict of interest. This statement raised a lot of eyebrows. The GA was adjourned to allow the commissioner to amend his report during the GA, an opportunity he chose not to use when he returned.

The board's apparent refusal to make a precautionary claim against Trafigura also led to a great deal of incomprehension and questions from concerned shareholders, as well as questionable statements and answers from the 'independent' Belgian director, Mr Marc Taeymans, who was appointed last year (solely by Trafigura). Many found it difficult to understand how this decision could be justified in the interests of the company, given the findings of the FSMA reports and Trafigura's recent conviction for market manipulation and corruption.

Many commented on how the board members and the commissioner seemed visibly burdened by the situation and became increasingly embroiled in inconsistencies and possible breaches of the law.

Meanwhile, the elephant in the room - reference shareholder Trafigura - was conspicuous by its absence. Its two representative lawyers seemed to be enjoying the spectacle unfolding before their eyes - giving some the impression of schadenfreude, aloofness and arrogance.

The question many people asked was why the board and the commissioner clung so desperately to the increasingly untrustworthy scenario of total innocence and refused, as a precaution, to summon the person ultimately responsible, even in an extremely subordinate role.

Whether this is an act of altruism, loyalty to the LRF or a strange form of masochism or short-sightedness, only time will tell.

Read original article 'De Tijd'

---

Automated translation (Chat GPT)