24th June 2026
A recurring criticism of Aminex is that parts of the board do not currently hold ordinary shares in the company. On the surface, that is an easy point to make. Ordinary share ownership is the most visible and straightforward form of alignment, and investors are right to pay attention to whether directors have direct financial exposure to the shares they are asking others to hold.
But the better question is not simply whether every director holds ordinary shares today. The better question is whether the board remains properly aligned with shareholders as Aminex moves from survival and development into delivery, commissioning, first gas and potential revenue generation.
That wider picture is more constructive. Aminex has used equity-linked remuneration during a long period of cash conservation. It has existing option structures, a major ARA-linked cornerstone shareholder, a carried interest through to first gas, and a board whose reputation is now tied to delivering Ntorya after years of delay. The ordinary shareholding point is therefore not irrelevant, but it is not the whole story.
The recent director dealings are clear enough. Tom Mackay sold his remaining ordinary shares in April 2026, while Charles Santos exercised 5 million options at 0.60p and sold the resulting shares at 2.10p in May 2026. Those transactions mean that some investors can point to limited visible ordinary share ownership among parts of the board.
That is the negative version of the argument. It is also incomplete.
Charles Santos’s May transaction was not simply a director selling shares bought in the market. It involved the exercise of compensation options previously awarded as part of the company’s remuneration arrangements. Aminex stated that the options had been awarded in lieu of salary more than four years earlier and that the exercise provided £30,000 of working capital to the company.
That context matters. The options were part of a cash-preservation structure during the long pre-production phase, not merely a speculative side holding. When a company has kept costs lean while waiting for a major asset to move into development, remuneration often has to be judged differently from a mature producer with steady cash flow.
The 2025 annual report showed that directors still held significant options at year-end. Sultan Al-Ghaithi held 10 million options at 1.00p, Tom Mackay held 36 million options across three tranches, and Charles Santos held 30 million options at 0.60p before his May 2026 exercise.
Following the May exercise, and assuming no other unreported changes, Charles Santos would still appear to retain 25 million options at 0.60p expiring in January 2027. Tom Mackay’s share sale was a disposal of ordinary shares, not a reported exercise of his option position, so his disclosed option exposure remains relevant unless and until the company reports otherwise.
That does not make ordinary share ownership irrelevant. It simply means the alignment picture is not empty. Options are still economic exposure, particularly when exercise prices sit below the current market price and expiry dates are close enough to matter.
For investors, the more useful question is therefore whether the existing option structure remains appropriate for the next phase, or whether Aminex now needs a refreshed remuneration approach as the company moves toward production.
Aminex has been clear that preservation of capital has been important. The company has operated through a long period where cash had to be protected while Ntorya moved through licensing, gas sales agreement negotiations, farm-out execution, seismic work, pipeline planning and development preparation.
That is why the remuneration issue should be seen in context. Aminex’s annual report states that salaries remain reduced and that the company intends executives and staff to be compensated through options under the plan while capital preservation remains important. The report also shows that the Remuneration Committee reviewed director and staff remuneration in December 2025 and recommended that no options be awarded during the year.
That creates a natural question for 2026. If the company is moving from the long cash-conservation phase into pipeline commissioning, production preparation and first gas, then the remuneration structure may need to evolve with it. Directors and staff are not expected to work indefinitely without appropriate salary, bonus or equity-linked incentives.
That is not a negative. It is a normal part of a company moving from development toward production.
With the AGM notice expected, remuneration may become a point of interest in its own right. Investors will be watching for the usual resolutions, but they may also look for any signal about how Aminex intends to align the board and senior team for the next stage of the Ntorya story.
This should not be overstated. There is no guarantee that a new option award, long-term incentive plan or salary adjustment will be proposed at this AGM. But it would be logical for shareholders to look for signs that the company is thinking about the move from pre-production survival to execution and revenue generation.
Handled well, this could become a modest sentiment catalyst. A weakly conditioned award would not help the market. But a disciplined incentive structure linked to delivery, production, revenue, operational milestones or shareholder value could answer the “no skin in the game” criticism in a more constructive way than argument alone.
The strongest alignment would be one that rewards delivery rather than time served.
The possible AGM remuneration angle should not be viewed in isolation. It would sit alongside a much broader sequence of expected operational catalysts between now and year-end.
Aminex’s own 2025 annual report describes the near-term path as completion and commissioning of the Ntorya–Madimba pipeline, testing and hook-up of Ntorya-2, drilling and completion of Chikumbi-1, workover of Ntorya-1, and commencement of gas production and revenue flow. That is already a substantial sequence of news for a company that has spent many years waiting for physical development to begin.
The company has also stated that NT-2 is expected to be available for production in late Q3 2026 upon completion and commissioning of the pipeline. Initial production from NT-2, NT-1 and CH-1 is described as targeting up to 60 MMcfd, with later phases envisaging growth toward 140 MMcfd and then 280 MMcfd, subject to development progress and access to additional markets.
Against that backdrop, remuneration alignment is not the main catalyst. Pipeline completion, first gas and drilling remain far more important. But if the AGM notice or subsequent meeting also shows a sensible approach to board incentives, it could add another layer of confidence at a time when investors are already looking for signs of execution.
The “skin in the game” debate often focuses only on ordinary shares. That is understandable, but it can be too narrow.
In Aminex’s case, the board’s alignment includes several layers. There are disclosed options. There is reduced salary and cash conservation history. There is a major cornerstone shareholder through the ARA-linked structure. There is a carried interest to first gas. There is also reputational alignment, because the current board is closely associated with whether Ntorya finally moves from development into production.
That last point should not be dismissed. If Ntorya reaches first gas, it will be the central achievement of the current Aminex period. If it fails to progress as expected, the board will be judged accordingly. Reputation is not the same as ordinary share ownership, but for directors who have publicly framed 2026 as a year of execution and delivery, it is still a meaningful form of exposure.
The market should therefore ask a balanced question: not whether every director owns ordinary shares today, but whether the board’s rewards, reputation and future incentives are tied to delivering the same milestones shareholders need.
If Aminex does update board or executive incentives, the important issue will be structure. Shareholders are unlikely to welcome options simply because directors need to be paid. They will want to see alignment.
A sensible structure would link rewards to delivery. That could include pipeline commissioning, NT-2 production, first gas sales, CH-1 drilling and completion, NT-1 workover, revenue generation, production growth or share-price performance over a defined period. The exact structure is for the company and shareholders, but the principle is clear: incentives should support execution.
That would turn a negative criticism into a positive signal. The issue is not whether directors are paid. They have to be paid. The issue is whether the payment structure motivates the right outcomes.
At this stage of Aminex’s development, the right outcomes are obvious: complete the route to market, bring NT-2 into production, drill CH-1, work over NT-1, start gas sales and build a production platform capable of scaling beyond the initial phase.
The criticism that some Aminex directors currently hold few or no ordinary shares is easy to understand, but it should not be allowed to obscure the fuller picture. Aminex has used options as part of remuneration, kept salaries reduced while preserving capital, maintained a major ARA-linked shareholder relationship, and now has a board whose credibility is tied to delivery of Ntorya.
The AGM may therefore matter for more than routine corporate administration. It could provide a useful signal on how Aminex intends to align the board and senior team for the move from development to production. If any proposal is disciplined, milestone-based and clearly connected to shareholder value, it could become another modest sentiment catalyst in a period already rich with expected operational news.
That is the more balanced way to look at the issue. The absence of ordinary shares is a fair question, but it is not the whole investment case. The real test is whether the board is aligned with the delivery of Ntorya’s next milestones.
The market will ultimately judge Aminex not by chat-board arguments, but by execution. Pipeline completion, NT-2 hook-up, CH-1 drilling, NT-1 workover, first gas and revenue flow remain the real catalysts. A well-structured remuneration update would not replace those milestones, but it could sit alongside them as one more sign that the company is preparing for the production phase rather than simply waiting for it.
Contributing Author: Andrew Eldridge
Source Basis: The disclosed director option table in the 2025 annual report shows Sultan Al-Ghaithi with 10m options at 1.00p, Tom Mackay with 36m options across 1.40p, 0.60p and 1.00p tranches, and Charles Santos with 30m options at 0.60p at 31 December 2025. Charles Santos later exercised and sold 5m shares in May 2026, while Tom Mackay disposed of 2,654,988 ordinary shares in April 2026.