BRN Discussion Ongoing

[Getupthere]

Haven't listened yet but this feels like they've finally heard the complaints around visibility of the non execs who get shares for what looks like fuck all and their response is to wheel them out for a podcast episode a month before the AGM. Seems desperate.
Perhaps my mood will change after listening lol.

Management is accountable to shareholders because shareholders are the owners of the company. Here’s the breakdown of why that relationship exists:


1. Ownership and Capital

Shareholders invest their money by buying shares, which gives them ownership in the company.

In return, they expect the company to be run in a way that increases the value of their investment (i.e., growing profits, increasing stock price, etc.).


2. Delegated Authority

Shareholders don’t run the company themselves—they delegate that power to the board of directors, who then hire and oversee management.

This means management operates on behalf of the shareholders and is expected to act in their best interests.


3. Fiduciary Duty

Executives and directors have a legal and ethical obligation (called fiduciary duty) to act in the best interest of the shareholders.

If they misuse company resources or act in self-interest, they can be held accountable or even sued.


4. Performance and Incentives

Shareholders measure management’s success by looking at financial performance, stock price, dividends, etc.

If management fails to perform, shareholders can vote to change the board, who can fire executives.

In short.. shareholders own the company, management runs it, and that relationship comes with responsibility, accountability, and consequences.

 

[TECH]

Haven't listened yet but this feels like they've finally heard the complaints around visibility of the non execs who get shares for what looks like fuck all and their response is to wheel them out for a podcast episode a month before the AGM. Seems desperate.
Perhaps my mood will change after listening lol.

Hi N...
Peter chose Pia, he has a lot of respect and belief in her, she's not only very well connected in business circles, she was part of the Brainchip team in the early days in Perth.

What goes on behind closed doors is very unfair to criticise unless you're privy to the other side of the door listening and watching what individuals are actually doing, having Pia on the Board from an Australian point of view is critical, unless you know of another Australian female to replace her with...just saying mate.

Ease up a touch, the fact that you still hold really says it all..hope you're enjoying being a Dad.

Best regards....Chris

 

[jrp173]

Hi N...
Peter chose Pia, he has a lot of respect and belief in her, she's not only very well connected in business circles, she was part of the Brainchip team in the early days in Perth.

What goes on behind closed doors is very unfair to criticise unless you're privy to the other side of the door listening and watching what individuals are actually doing, having Pia on the Board from an Australian point of view is critical, unless you know of another Australian female to replace her with...just saying mate.

Ease up a touch, the fact that you still hold really says it all..hope you're enjoying being a Dad.

Best regards....Chris

Tech, the company is under no obligation to have a "female" executive, they just need to have at least two Australian directors (eg reside in Australia).

We need NEDs who actually understand the ASX and the Australian market, because in my opinion, neither of our NEDs do. I'm hoping we see Steve Liebeskind back on the board after the AGM. I'm not holding my breath, but we need new blood!

 

[TECH]

Tech, the company is under no obligation to have a "female" executive, they just need to have at least two Australian directors (eg reside in Australia).

We need NEDs who actually understand the ASX and the Australian market, because in my opinion, neither of our NEDs do. I'm hoping we see Steve Liebeskind back on the board after the AGM. I'm not holding my breath, but we need new blood!

Fair enough...I personally have no problem with Steve being re-elected as an NED, but regarding female appointments, I do believe that 2 are required for a Nasdaq listing...just saying.

Cheers..Tech

 

[Smoothsailing]

Fingers crossed for Valeo 2025

 

[Realinfo]

Appreciate your honesty and the long-term perspective you’ve shared with last year post .

It’s clear you’ve done the hard yards and haven’t held back when it counted—especially in calling out issues at the 2018 and 2023 AGMs. Your shift in support this year speaks volumes.

That said, I’m curious—what are your thoughts now, 12 months on from the last AGM.

Still feel the same way about the company’s direction and management? Would be great to hear your take.

My thoughts right now Get are ones of concern.

For mine, the announcement that Brainchip was considering moving to a US listing was a genuine shock. I contacted the company about my concerns, which centred around the following premise…that unless there was at least one major revenue generating deal announced, that would increase the share price significantly, then it would be grossly premature to move to a US listing. I added that existing shareholders value would be destroyed if the company moved without at least one major revenue producing deal in the kit bag.

The response from the company shocked me even more than their original announcement to consider moving. I was told, that because of the ASX disclosure rules, a major deal may never happen. I was told that the entities Brainchip was dealing with might never do business with us whilst we were listed on the ASX, because they were not prepared to risk being forced to reveal financial details, and information about how they were going to use our IP.

This prompted my discussions with the ASX about their interpretation of their very own disclosure rules, particularly rule 3.1A. They told me very clearly, that if Brainchip and a customer wanted to maintain confidentiality about a deal they were contemplating, then the onus was on both parties to remain silent about it. As long as confidentiality remained, there was no requirement to disclose the deal…it could remain confidential under ASX disclosure rule 3.1A.

When I told the company this, I used both the unnecessary Ford ASX announcement back in May 2020, that most likely caused Ford to end their collaboration with us, and Mercedes self outing themselves with press releases in January 2022, which has caused complete silence from them about us ever since.

Love them or hate them…after my discussions with the ASX, I cannot believe that the company would consider a premature, highly damaging for existing shareholders move to a US listing, because of the ASX disclosure rules.

Call me a conspiracy theorist…but I believe there is another agenda .

So these are my thoughts right now Get.

 

[HopalongPetrovski]

Tech, the company is under no obligation to have a "female" executive, they just need to have at least two Australian directors (eg reside in Australia).

We need NEDs who actually understand the ASX and the Australian market, because in my opinion, neither of our NEDs do. I'm hoping we see Steve Liebeskind back on the board after the AGM. I'm not holding my breath, but we need new blood!

I was happy to have Pia fill the roll when it became vacant.
I think it good general policy to balance out the board with some female energy.
They do hold up half the sky after all.

Dunno that Steve Liebeskind really qualifies as "new blood"?
I am surprised that he throws his hat in the ring for a position and doesn't follow up with a pitch as to why any of us should vote for him?
What does he bring to the table?
Why would putting him in that position be in any way beneficial to either me or the company?

 

[TheDon]

View attachment 82707

Me too lol

 

[Diogenese]

Opinions are like assholes.

You can wipe them and start again?

 

[Esq.111]

Good evening Chippers ,

Hope we are all having a pleasant break.

Pressently watching a illuminating documentry on CLOUD STORAGE facilities.

SBS VICELAND HD
Channel 31 ( South Australia )

IS THE CLOUD DAMAGING THE PLANET?

Watch Is the Cloud Damaging the Planet?

Richard Bilton investigates the environmental cost of people moving their lives online and onto the Cloud. While convenient, the Cloud depends on processing factories and vast data centres that use enormous amounts of power and water.

www.sbs.com.au

* Any Chipper who has been here for any length of time, would know our tech could seriously help clean up this problem.... what the f@c€ are titans of industry doing ?????.

Any hooowls whilst we wait , in the fast paced ? , world we have invested in .....

Live Moose Migration On Swedish TV Captivates Millions Worldwide

Swedish public broadcaster SVT annually livestreams footage of moose migrating toward summer pastures. "The Great Moose Migration" of 2025 started airing this week.

www.forbes.com

Hope we all have a plesant break & thankyou to all who contribute , large or small , collectively we have a group of enquiring minds who help illuminate the truely vast reach of our tech.

Appreciated.

Regards,
Esq.

 

[Getupthere]

My thoughts right now Get are ones of concern.

For mine, the announcement that Brainchip was considering moving to a US listing was a genuine shock. I contacted the company about my concerns, which centred around the following premise…that unless there was at least one major revenue generating deal announced, that would increase the share price significantly, then it would be grossly premature to move to a US listing. I added that existing shareholders value would be destroyed if the company moved without at least one major revenue producing deal in the kit bag.

The response from the company shocked me even more than their original announcement to consider moving. I was told, that because of the ASX disclosure rules, a major deal may never happen. I was told that the entities Brainchip was dealing with might never do business with us whilst we were listed on the ASX, because they were not prepared to risk being forced to reveal financial details, and information about how they were going to use our IP.

This prompted my discussions with the ASX about their interpretation of their very own disclosure rules, particularly rule 3.1A. They told me very clearly, that if Brainchip and a customer wanted to maintain confidentiality about a deal they were contemplating, then the onus was on both parties to remain silent about it. As long as confidentiality remained, there was no requirement to disclose the deal…it could remain confidential under ASX disclosure rule 3.1A.

When I told the company this, I used both the unnecessary Ford ASX announcement back in May 2020, that most likely caused Ford to end their collaboration with us, and Mercedes self outing themselves with press releases in January 2022, which has caused complete silence from them about us ever since.

Love them or hate them…after my discussions with the ASX, I cannot believe that the company would consider a premature, highly damaging for existing shareholders move to a US listing, because of the ASX disclosure rules.

Call me a conspiracy theorist…but I believe there is another agenda .

So these are my thoughts right now Get.

Thank you for taking the time to response

I can understand why the company’s response would raise red flags, especially if the reasoning doesn’t fully align with what the ASX itself clarified. The potential move to a US listing without a clear, revenue-generating anchor deal in place would understandably concern any long-term shareholder.

Something tells me this is more of a distraction leading up to the agm.

The more shareholders ask questions about a move to the USA the less they ask about managements results over the past 12 months.

 

[jrp173]

I was happy to have Pia fill the roll when it became vacant.
I think it good general policy to balance out the board with some female energy.
They do hold up half the sky after all.

Dunno that Steve Liebeskind really qualifies as "new blood"?
I am surprised that he throws his hat in the ring for a position and doesn't follow up with a pitch as to why any of us should vote for him?
What does he bring to the table?
Why would putting him in that position be in any way beneficial to either me or the company?

Perhaps my phrase "new blood" was incorrect, however I believe that Steve is the shake up that our board/company need.

I believe Steve's corporate background makes him a good candidate for this role. I've spoken to him a few times in the past and like him. Also you may recall from previous AGM, where he stood up and questioned the issue of shares to Manny Hernandez.

We need Australian NEDs that understand the ASX, and are prepared to go out on limb to make sure that Australian (actually any) shareholders are considered when decisions are made (for example, we are an ASX listed company and most Australian shareholders would expect announcements via the ASX and not just via media channels).

Another example where we need a NEDs who can see things from an Australian perspective - the price sensitive announcement saying they were thinking about moving to the US... I mean seriously, a NED with real corporate experience would surely have warned BRN that their announcement would not be well received and would in-fact hurt the share price. Why announcement something you are just considering??

Why would you not wait until you had some runs on the table, and could provide real information about the move, rather than what BRN did. I mean did they seriously think that shareholders would even entertain the idea with the share price where it is and with no "instantly profitable" deals that they keep talking about at AGMS?? I mean what next, an ASX announcement saying we are thinking of speaking to apple? seriously!!!

Some many other things that we need from our NEDs.

In my opinion, the board needs someone to call them out on the BS that is currently going on....

 

[Esq.111]

I'll just leave this here ,

 

[HopalongPetrovski]

Perhaps my phrase "new blood" was incorrect, however I believe that Steve is the shake up that our board/company need.

I believe Steve's corporate background makes him a good candidate for this role. I've spoken to him a few times in the past and like him. Also you may recall from previous AGM, where he stood up and questioned the issue of shares to Manny Hernandez.

We need Australian NEDs that understand the ASX, and are prepared to go out on limb to make sure that Australian (actually any) shareholders are considered when decisions are made (for example, we are an ASX listed company and most Australian shareholders would expect announcements via the ASX and not just via media channels).

Another example where we need a NEDs who can see things from an Australian perspective - the price sensitive announcement saying they were thinking about moving to the US... I mean seriously, a NED with real corporate experience would surely have warned BRN that their announcement would not be well received and would in-fact hurt the share price. Why announcement something you are just considering??

Why would you not wait until you had some runs on the table, and could provide real information about the move, rather than what BRN did. I mean did they seriously think that shareholders would even entertain the idea with the share price where it is and with no "instantly profitable" deals that they keep talking about at AGMS?? I mean what next, an ASX announcement saying we are thinking of speaking to apple? seriously!!!

Some many other things that we need from our NEDs.

In my opinion, the board needs someone to call them out on the BS that is currently going on....

Fair response, but again, why are we only hearing about him from you?
Sorry, but that smacks of arrogance in my opinion.
As he is putting himself up for the position, I expect to hear from him.
Here, or even on the crapper are zero cost options for him to talk directly to multiple share holders.
Share holders whose vote he is soliciting.
I can only assume he either does not need my vote or simply does not care.
His continued silence will not get it.

 

[DK6161]

I think most agree that good management deserves good rewards.
The share price is poor for sure.
The future looks bright for sure
But the big concern is the company revenue
For me personally Sean should be addressing this issue with his shareholders not how much people need to be paid.
I believe this shows no or very little respect for us.
I feel like pulling out of this investment to be honest
I have 300+ k tied up in the company and feel like I am being spat on at present
Thanks Sean

Sean acting like he is a big CEO from silicon valley and demanding to get similar size pay.
We make $40,000 per year and our share price is twenty cents.

 

[jrp173]

Fair response, but again, why are we only hearing about him from you?
Sorry, but that smacks of arrogance in my opinion.
As he is putting himself up for the position, I expect to hear from him.
Here, or even on the crapper are zero cost options for him to talk directly to multiple share holders.
Share holders whose vote he is soliciting.
I can only assume he either does not need my vote or simply does not care.
His continued silence will not get it.

It's not just from me. I've read the notice of AGM where you can read more about him and his background. Definitely worthwhile.

I think thats a little unfair. It would not be professional in my opinion for him to jump on here or HC...also did we hear from Pia or Carrick before they came onboard?

I'm viewing it as an improvement based on the position where we are now, and I believe he can only be of benefit to the company.

 

[jrp173]

I'll just leave this here ,

Wow.... blown away by this....

Disgraceful...

 

[HopalongPetrovski]

I think thats a little unfair. It would not be professional in my opinion for him to jump on here or HC...also did we hear from Pia or Carrick before they came onboard?

I've read the notice of AGM where you can read more about him and his background. Definitely worthwhile.

I'm viewing it as an improvement based on the position where we are now, and I believe he can only be of benefit to the company.

Both Pia and Carrick were invited onto the board.
Liebeskind is attempting to promote himself into a position on it.
I'm not saying he is or isn't qualified or that he would or would not be beneficial.
Frankly I don't know.
That is my point.
Frankly I think it more than a little unfair of him to expect my vote on zero information regarding his intentions.

 

[TheUnfairAdvantage]

I'll just leave this here ,

Wholly Fluck. That’s a Flucking Insult to all hard working shareholders putting in their hard earned $. WTF. That’s a years wages for some. What a joke.

 

[White Horse]

Sean acting like he is a big CEO from silicon valley and demanding to get similar size pay.
We make $40,000 per year and our share price is twenty cents.

You seem to forget that he (Sean) did not employ himself, he was picked by our board and founders of the company.
He would have been offered a package by them, considered commensurate with the requirements of the position.
So who is really responsible. And who first termed the phrase "rapid commercialization".

We need to stop thinking like peanuts, and realize this is not an Australia centric company, it's trying to be an international company, and should not be run by a bunch of geriatric Aussies.