Will heads roll after board failures?
Opinion
By Kjerulf Ainsworth
As the dust settles on the nearly yearlong debacle that was the Novomatic Scheme of Arrangement, attempted takeover, and ultimate withdrawal, it’s important to reflect on how we got here.
The past year has been a nightmare for AGT’s minority shareholders, many of whom have patiently awaited the reinstatement of dividends for some years. Little did we know that, while we waited, company officers were building multi-million dollar property empires, flying around the world first-class, partying in Greek villas, playing golf, and collecting generous allowances and perks.
It’s time for all of that to stop.
It’s also time for AGT’s chairman Danny Gladstone to put down his putter long enough to take responsibility for the terrible decisions he has made and the damage he has done to the company’s reputation, loyal employees, and shareholders.
Among other things, Mr Gladstone must answer for having:
championed a completely unacceptable takeover and privatisation bid by the largest shareholder, Novomatic AG, that materially undervalued AGT and was never going to succeed, at a cost of nearly $1.6million;
allegedly accepted $10million in an undeclared bonus related to the Novomatic transaction in 2018, which also saw company secretary Mark Ludski receive $5million according to the Australian Financial Review[1];
hired a CEO, Harald Neumann, who had accepted millions in “gifts” from Novomatic’s owner while on the AGT board, and who was under corruption and taxation investigation in Austria at the time of his appointment as CEO;
declared Mr Neumann to be ‘suitable from a regulatory standpoint’[2] mere months before the CEO was found unsuitable to be licensed by the Nevada Gaming Control Board;
personally overseen the announcement of significant financial impairments, while personally incurring unnecessary expenditure including company-funded, global first-class travel.
The board and company secretary knew last year that they didn’t have the support of minority shareholders and they pushed this doomed deal regardless. Heads should roll for that debacle alone.
But it is a slap in the face that shareholders haven’t seen a dividend since 2018, yet the chairman and company secretary are treating the company like a concierge that can deliver them every perk and allowance available.
These “officers” of the company seem intent on hanging onto their jobs in the face of shameful and destructive failures. There is simply no other option; they have to go.
I believe the alleged non-disclosure to shareholders of cash bonuses – which I’m told were not disclosed at board meetings or to any minority shareholders – flies in the face of the fiduciary duties in the Corporations Act 2001 (Australia). The Act is clear and case law supports the requirement that officers of a company cannot use their position for personal gain or profit and must disclose material personal interests to shareholders – particularly where those interests arise from the outcome of a transaction.
At the very least, shareholders deserve full disclosure and transparency about the payment of $15million to two officers of the company. Better yet, Gladstone and Ludski should be made to pay the money back to the company whose shareholders’ interests (all shareholders, that is) they were supposed to represent. Watch this space.
[1] 5 February 2026: https://www.afr.com/companies/games-and-wagering/former-ainsworth-ceo-cfo-paid-secret-bonuses-for-novomatic-deal-20260203-p5nz5k
[2] 16 June 2025: https://www.agtslots.com/assets/investor/asx%20announcements/2025/AGT-Release---ASX-Media-Acknowledgement-16.06.2025.pdf