Welcome back! I wondered what happened to you. Ha, hopefully you won't get a chance to buy @ .25!
I don’t find the above 8 conditions. Bylaws are supposed to be attached to the 10-K but the attachment is not listed on Edgar. The bylaws are referenced on the 10-K stating ” provisions that could make it more difficult for a third party to acquire us without the consent of our board of directors and our executive officers” and refers by reference to bylaws affecting share issuance, nominations/vacancies on board of directors and their meetings. Of course companies may have different bylaws and those listed for one company would not be applicable for another company.
Not sure where you are getting this information. The Companies Act of 2013 supersedes earlier laws regarding subsidiaries. Notice it says "may require". Laws vary from state to state. Many companies prefer to be incorporated in Delaware because laws there are very director friendly..
States do not have any control over how a company organizes it subsidiaries. This is explained by Ernest & Young LLP, Find Law and at Grant Thornton. Grant Thornton is the world's sixth largest professional services network of independent accounting and consulting member firms which provide tax and advisory services to privately held businesses, public interest entities, and public sector entities. Google it.
Clause 49 of The Companies Act 2013 exempts all transactions from shareholders and audit committee approvals where such transactions are between or with a wholly owned subsidiary of a listed company, irrespective of the nature and materiality of such transactions. Transaction is a transaction, either with a cost or without it, for transfer of resources, services; and/ or obligations between a company and related party. The 2013 Act has defined the following parties as related: subsidiaries of the holding company; Director; Key managerial personnel of the holding company, etc
Not sure what to think of that. GS writes when they suspend: "Goldman Sachs Research has suspended the investment rating and price target for this stock, because there is not a sufficient fundamental basis for determining, or there are legal, regulatory or policy constraints around publishing, an investment rating or target." I guess it means they do not want to issue investment advise without knowing what is going on.
ABB was just used as an example of a reorg. Perhaps it’s more than moving around dept heads at MHR. I listed before the many subsidiaries of MHR. If a merger of these are planned (most are unrestricted subsidiaries and have not been included in MHR’s finances), I’d think it would be a big undertaking to prepare financial statements to meet SEC qualifications. This is a quick reply – will try to post more about what I read re subsidiaries later. (I’m tired and hungry – LOL!)
Yes, perhaps lawyers have advised MHR to not make any comments until the deals are completed as Gary spoke too soon. That issue mayl be resolved when the JV and sale are finalized. It may also be MHR is reorganizing to postpone the deals until oil and gas prices improve. There are sometimes reasons for not announcing business transactions. I’ve read announcements before of MHR purchases or sales where the other company requested the information not be disclosed. If you’ve been active in “missionary work” saving investors from bad investments, why did you just join today? Or perhaps MHR is your first company “to expose?”
who is predicting BK - click on the nick. Wonder why s/he just joined today?
to be brief, MHR is selling its remaining interest in Eureka Hunter pipeline which is a valuable asset.
“We've got to find some way to get natural gas to market," says Natural Gas Supply Association (NGSA) CEO Dena Wiggins speaking at North American Gas Forum in Washington, DC last Monday.
"We need pipelines and we've got to find some way to coordinate these federal policies so that we end up with rational policies."
Yes, I see Crude Oil futures @48.00, down 3.28%; NatGas 2.54, up 1.52%. Looks like all oil stocks are down. BP Oil exec may be right. Ben Go says Gas Traders Need to Pay More Attention to World Oil Prices. Says as Natural Gas becomes more of a global commodity, it will increasingly be influenced by crude oil developments.
A new CEO, Jürgen Dormann, analyzed the decision failures and then cut through the tangled web by consolidating divisions and centralizing profit-and-loss accountability. The reorg worked–it restored ABB’s ability to generate fast, competitive bids–because Dormann’s team knew that the purpose of the new structure was to support and smooth the progress of those decisions and others.
Many reorgs are successful. They speed up decision making. Forbes cites as an example ABB, the big Zurich-based power technology company which came close to bankruptcy in late 2002. One reason for its near-failure: Key decisions about big power-project bids involved negotiations among dozens of different ABB units, each with its own profit goals and incentives, and the process dragged on, often failing to produce competitive bids. (cont.)
Perhaps MHR has been bogged down by too many subsidiary heads with differing opinions regarding the JV, etc. (Yahoo will not allow the rest of my post citing an example of a reorganization - will try in a reply to this post)