Ontario Securities Commission

[oliver.gump]

6.11 Insider  Trading Policies and Blackout Periods

Adopt an insider trading policy that provides for a senior officer to approve and monitor the trading  activity of your insiders, officers and senior employees.  Your inside trading policy should prohibit purchases and sales at any time by insiders and employees who are in procession of material nonpublic information.  Your policy should also provide for trading "blackout periods" when trading by insiders, officers and employees may typically not take place.(for example a blackout period which surrounds regularly scheduled earnings announcements.)  However, insiders, officers and employees should have the opportunity to apply to the company's trading officer for approval to trade the company's securities during the blackout period.  A company blackout period may mirror a quite period described above.

At first blush, I do not see how Interoil could be in a conservative consideration of compliance, as there is no senior officer than the CEO, for definitions of trading officer approval.

Some where there is a legal eagle who knows all the relatives.

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Tusk, this policy already exists within InterOil, and has done so since around 2008. I am reliably informed by several non-management insiders, that in order to trade their shares they had to first ask about the availability of a traiding window. It seems that the other staff were not allowed to trade during this same time in which the executives (including teflon mike) did indeed make significant purchases.

Their IR guy, David Wu, was employed by Richard Chandler at the same time as working for InterOil. Chandler sold out at $42. [Corrected with help from Stavros and Palm: Thank you both] Since then, Hession has purchased in Jan '16 at $24.09 (the post Total SPA) low point.

There is no doubt that a prima facie case exists, and if we see all this prior to any discovery process, what else has been going on?

We criticize Hession for his $39MM golden parachute, but what about the BOD and in particular the Compensation Committee that allowed Hession to get that "sell the farm at any price" incentive inserted into his contract? After all, Hession was fired by Woodside for being incompentent and starting a massive argument between the Western Australia government, the Aboriginal Landowners, and Woodside, that caused the shutdown of the Browse project, after it was vastly over budget in both time and funding.

The BOD are clearly hostile toward the financial interests of the shareholders. The only one htat had a shred of decency is Katherine Hirshfeldt, who resigned as soon as she was appointed to the Compensation Committee. Each and every one of the BOD needs investigation, and lets gather up one former BOD member Rover Lewis in this at the same time.

Looking at the data I have seen, if even 50% is complete unguilded fact, then there is prison in the future of many of these pernicious people.

All, my dislexia kicked in and I was wrong! I stated Chandler sold at $62, what I read was $42. I was wrong, I made a mistake, I should have been more careful. I appologize.

The remainder of the post stands.