Trouble brewing...
Annual General Meeting and possible Board changes
The Company announces that it will shortly be issuing to shareholders the documents in relation to its Annual General Meeting.
The notice convening the AGM reports that the Board has been advised by Andrew Tinkler, Executive Director, that he will be voting at the AGM against the re-election of Iain Ferguson, as a Director and Chairman of the Company.
All of the other Directors offering themselves for election or re-election at the AGM ("Ongoing Board") confirm that they have full confidence in Iain Ferguson, both as a Director and as Chairman, and will therefore be recommending to shareholders that they vote in favour of Mr Ferguson's re-election. Furthermore, Andrew Wood, Non-Executive Director and Senior Independent Director, and John Coombs, Non-Executive Director, have advised the Board that they would resign from the Board in the event that Mr Ferguson is not re-elected. As announced in the 2018 Preliminary Statement of Results, John Garbutt, the other Non-Executive Director, had decided to step down at the AGM and he has not participated in the Board's recent deliberations on this matter.
The Board has received written confirmation from the largest shareholder in the Company, Invesco Asset Management Limited acting as agent for and on behalf of its discretionary managed clients, with 24.8% of the voting rights, that it is supportive of the re-election of the Non-Executive members of the Board, including the Chairman.
The Board has also received written confirmations from Mr Tinkler, who holds 7.7% of the voting rights, and two other shareholders, who together own 25.5% of the voting capital, that they are not supportive of the re-election of Mr Ferguson and will vote against his re-election at the AGM.
As outlined in the full year results announcement, the Board has established a clear plan to deliver value to all shareholders, principally through its two main operating divisions, Aviation and Energy. The Ongoing Board is confident in the ability of the management team, led by CEO Warwick Brady, to execute the plan and strongly believes shareholder value can best be obtained through stability at both Board and management levels.