YBR executive chairman deed renewed

In an update to the ASX, Yellow Brick Road (YBR) has announced that executive chairman Mark Bouris and Golden Wealth Holdings, a company controlled by Mark Bouris, have entered a new consultancy deed with YBR.

Under the new deed, Golden Wealth Holdings agrees to:

• Provide the executive services of Mr Bouris as executive chairman and managing director of YBR; and
• Procure an entity associated with Mr Bouris – The Mentor Platform – to provide YBR with advertising on various social media platforms and podcasts which are owned and operated by The Mentor Platform.

The consultancy deed will secure the executive services of Mark Bouris for YBR for at least two years, with Mr Bouris to receive annual remuneration of $1,125,000 plus GST, payable to Golden Wealth Holdings.

Mr Bouris’ remuneration is subject to an annual clawback of up to $225,000 in the event that annual business plans and targets (to be set by YBR’s board of directors) are not met.

Further, Mr Bouris has waived any form of bonus or long-term incentive for at least the first two years of the term of the deed; however, the parties have agreed to commence negotiating a suitable long-term incentive plan at the end of the initial term, ending 20 December 2021. 

Either party may terminate the deed at any time without cause by 12 months’ written notice, provided no such notice may be given before 20 December 2021.

A 12-month non-compete restriction shall apply against Mr Bouris following termination of the deed.

The independent directors and members of YBR’s audit and risk committee engaged the services of Egan Associates for the deed, who have concluded that the terms of the consultancy deed constitutes “reasonable remuneration” for the purposes of the related party transaction providers under the Corporations Act.

The independent director, members of YBR and its audit and risk committee said they believe securing the executive services of Mr Bouris for the next two years provides the company with certainty as he guides the company through the “uncertainty arising out of the findings of the banking royal commission and the federal government’s responses to those findings”, as well as in driving the expected launch of YBR’s residential mortgage securitisation joint venture with Magnetar.

The independents also noted that a partnership with The Mentor Platform represents a “potentially significant opportunity” to enhance the YBR residential mortgage business, particularly by “provid[ing] an effective medium to advertise YBR’s lending products and services”.

[Related: YBR sells superfund business]