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Wednesday July 1, 12:00 AM
Alice's AGMs: Salamander & OPD

By AliceInWonder

In the past I have used the word snowflake to discuss AGMs, namely each one is different. If readers of this column will indulge me, I will not go into much detail about the companies that I mention today. That's because I want to give those private
investors who have never attended any AGMs a flavour of what they might experience. 

To do this I will describe two AGMs I recently attended that were at the opposite ends of the spectrum with regard to investors being made to feel welcome.

Who are you?

Yesterday I attended the slightly strange OPD (LSE: OPD) AGM. It was held at Stephenson Harwood and attendees were asked for evidence that they were who they said they were. This was a first for me. It was slightly farcical as I noted that several 'suits' did not sign in, so it was a case of one law for the humble private investor and one law for others. As far as I am aware though, no one was prevented from attending the AGM.

At the legendary Leisure & Gaming (LSE: LNG.L - news) (LSE: LNG) AGM held several weeks ago, attendees were told by the friendly registrar that they would not be able to vote or ask questions. Many found this off-putting. 

I have only attended one AGM (and I have attended probably over a hundred in the last couple of years) where the chairman refused to take a question from the floor -- no names, okay it was Fenner (LSE: FENR.L - news) (LSE: FENR). Most chairman, even the crustiest, realise that private investors only meet up with directors once a year, so they should be given time to ask questions.

All smiles at Salamander

The Salamander Energy (LSE: SMDR.L - news) (LSE: SMDR) AGM, held on the same day, was a completely different experience. The Salamander directors could not have been more friendly. On my arrival it was good for my ego to be approached by the ever-youthful CEO, James Menzies, and given a warm welcome. He could recall my questions from last year -- impressive for a man who spends much of his time in jungles.

Salamander is an Asia-focussed oil and gas company. Its market value is around £300m and 2009's production levels are expected to over 15,000 barrels a day. Its AGM was held close to Liverpool Street, in the same room used by Minesite. There were lots of suits, plus at least three private investors. Notwithstanding the slightly disappointing turnout from private investors, James Menzies ran through the presentation he gave to analysts at the time of the preliminary announcement (it's also on the company's website). 

The chairman then opened up the meeting to Q&A's. They focused on the following:

  • Salamander's largest shareholder, 3i, sold their shares recently (and the non executive director from 3i has resigned) -- who are now the key shareholders?
  • The Bualuang oil field in Thailand seems to one of the jewels in Salamander's portfolio, so why was the asset written down by $55m at the end of 2008?
  • Although the offshore gas field Kambuna is likely to have a combined rate in excess of 100 million cubic feet a day, why have sales agreements signed to date total only 40 million?
  • Salamander is currently circa 80% production and 20% exploration -- when will shareholders have a clearer picture on the direction Salamander is heading? And when will shareholders see a return in the form of annual or special dividends?

The directors gave satisfactory answers to the above questions. There was quite a discussion about the role of Deloitte. The accountancy firm took home $0.4m in audit fees but $4.3m for non-audit services. Phrases such as 'rotation of senior partner' and 'competitive tender' were used. Again the responses were reasonable and the Deloitte partner, who looks very young (or am I getting older?), came over afterwards and chatted, as did the finance director Nick Cooper.

We then worked our way through 15 resolutions. One could have not walked away from the meeting without feeling positive about Salamander and their desire to reach out and communicate with investors. Now whether James Menzies will still be smiling next year remains to be seen -- fingers crossed that some of the exploration wells find oil and/or gas.

Grimaces at OPD

The atmosphere at the OPD AGM could not have been more different. OPD Group (LSE: OPD.L - news) is an international recruitment services organisation. Times (1832.HK - news) are tough as you imagine and profits fell from £12.5m to £2m. Directors' remuneration fell from £2.5m to £2.2m but three executive directors still took home over £0.5m.

The imaginatively titled Offerco is currently bidding 57p for each OPD share. One of the backers of Offerco is the non-executive chairman of OPD and three of the executive directors have agreed to provide short-term loans to Offerco as part of the financing of the offer.

There was an excellent turn out of private investors. Carmensfella, the legendary bulletin board poster, was late as usual. He had trouble parking his Porsche (Xetra: POR3.DE - news) , or perhaps it was his Bentley.

Incredibly three of the four executive directors were unable to make the meeting. Based on my limited experience of over a hundred AGMs, I can only recall a couple of occasions when executives did not attend. All of them earned over £0.5m last year. In addition, approximately 24 hours before the accounts were signed off, the non-executive in charge of directors' remuneration resigned. What are the odds on that combination of events?

For the avoidance of doubt, the directors provided answers to all the above.

I just love democracy

Although I attend a fair few AGMs, I am not an expert on the finer points of voting. Usually a show of hands will suffice, but at OPD we had the proxy votes, show of hands, and a poll count. The last of thesetook an age even though only a few poll cards were completed. From memory, the majority of the proxy votes were against each and every resolution, but miraculously after the poll cards had been scrutinised and verified, all the ordinary resolutions were passed. 

By this time energy levels were low, and it was a very hot day in London. I think the invigilator said that the special resolutions (I believe they require a 75% majority) had failed, and I await to see the RNS announcement for the definitive results. Certainly there were a few raised eyebrows from a couple of immaculately dressed suits as the results were being read out.

One gained the impression that one or two of the directors were hoping that the AGM would be completed within five minutes. However, we had over an hour of Q&A conducted in a reasonably relaxed manner. The chairman of the meeting conducted affairs in a civilised manner. Nevertheless it was an interesting occasion!

Discussion board poster AliceInWonder1 is a serial AGM attendee and is keen to encourage other private investors to take a more 'hands on' approach with their holdings. He owns shares in Salamander but not in OPD.

Copyright © 2008 Fool.co.uk - Investment Team. All rights reserved.

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