Marsden Maritime Holdings, formerly known as Northland Port Corp, has been publicly censured by the stock market's disciplinary tribunal, which said Northland Regional Council was a related entity and shouldn't have participated in a vote to hike the pool of director fees.
The tribunal said the Whangarei-based company and council, which holds a 53 percent stake, were associated entities because Marsden Maritime director Colin Mitten was also chairman of Northland Inc, a wholly owned subsidiary of the council, at the time of last year's annual meeting. Under NZX rules, that meant the council should not have voted on whether to hike the pool for directors' fees to $200,000 from $182,600. NZX didn't seek a financial penalty or costs, as the matter raised questions of interpretation as to whether the council should be captured by the listing rules.
"In the tribunal's view, the fact that influence could exist as a consequence of a relationship between the relevant parties is sufficient," it said in its decision. "It is not necessary that the first person would be, or was, influenced in respect of the particular matter in order for them to be associated persons."
Marsden Maritime argued the council was not an associated entity, as there was no relationship between Mitten and the council, no evidence of a connection between the two, and even if such a connection could be established, he held no sway over the vote.
"The board of the company is extremely disappointed to learn that the company has been censured in relation to what the board considers is no more than a technical question decided by the tribunal on the proper interpretation of a listing rule," Marsden Maritime chairman John Goulter said in a separate statement.
