Sequoia delays shareholder EGM
Sequoia Financial Group has delayed its extraordinary general meeting by one day at the request of the Australian government’s Takeovers Panel regarding an application alleging unethical practices.
It was announced in April that a group of shareholders are seeking to oust chief executive, Garry Crole, and director, Kevin Pattison, from the board and appoint two replacements of their suggestion in the form of Brent Jones and Peter Brook.
Jones has been the firm’s head of professional services since December 2017. He previously spent 15 years as managing director of InterPrac which was acquired by Sequoia in 2017. Brook has been the chair and non-executive director of Diverger – which was recently acquired by Count – since December 2021, having previously been chair of Xplore Wealth in 2019.
As a result, the firm decided to hold an EGM on 4 June.
However, in May, Sequoia contacted the Australian government’s Takeover Panel regarding alleged unethical practice by the rogue shareholders.
This alleges the shareholders:
- Failed to fully disclose the identity of those who are associated with them, the nature of their association and the extent of their collective voting power in Sequoia.
- Purchased additional Sequoia shares resulting in increases in collective voting power above 20 per cent in Sequoia, under section 606.
The relevant shares relate to 7,448, 378 Sequoia shares (5.6 per cent of the share capital) which were acquired after 31 March 2024 by or on behalf of Glennon Capital Pty, Glennon Small Companies, Cojones Pty or Vonetta Pty.
In an ASX statement on 3 June, the day before the EGM was due to take place, Sequoia said it had not yet received a response from the panel.
“The panel is still considering the application. In the meantime the panel has requested undertakings from the parties to the application and has also requested that Sequoia delay the holding of the board vote meeting by one day. The board vote meeting will now commence at 11:00am on Wednesday, 5 June 2024.”
If the resolutions are not all passed at the board vote meeting, and any resolution not passed would have been passed if the votes attached to the relevant shares had been cast in favour of that resolution, Sequoia said it will call and arrange a further general meeting no later than 5 July.
The relevant shareholders said they have undertaken to direct Sequoia in writing to disregard any exercise or purported exercise of voting rights in the relevant shares (only) in respect of any resolution for the appointment or removal of a director of Sequoia.
A subsequent statement by the Takeovers Panel confirmed it is still considering the application and said any voting of Sequoia shares acquired by or on behalf of Glennon Capital, Vonetta and Cojones on or after 31 March 2024 at the meeting will be disregarded.
AUTHOR
Laura Dew
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