Rebel ILP group wins resolution vote right

A GROUP of rebel Irish Life and Permanent shareholders objecting to the State’s takeover of the company has won the right to …

A GROUP of rebel Irish Life and Permanent shareholders objecting to the State’s takeover of the company has won the right to put four resolutions to a vote at next week’s extraordinary general meeting to block its recapitalisation.

The group is now seeking to have the July 20th meeting reconvened at a later date, claiming that some shareholders submitted proxy votes to the company’s chairman, Alan Cook, before the four resolutions were included.

Shareholders have until next Monday morning, July 18th, to submit proxy votes in relation to the additional egm resolutions.

The shareholder group, led by Malta-based investment firm Scotchstone Capital, is resisting the State’s €3.8 billion recapitalisation, as recommended by the board, which will effectively nationalise the company.

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Scotchstone claims that the company’s board wants to “disenfranchise” shareholders by allowing Mr Cook vote on the resolutions in the absence of “explicit proxy directions from shareholders”.

“This effectively means that the chairman will be able to hijack the shareholder vote,” said Piotr Skoczylas, managing director of Scotchstone. It would be physically impossible for most shareholders to give instructions on the new resolutions at short notice, he said.

The group is seeking to stop the recapitalisation, which it claims violates the ownership rights of the company’s shareholders.

The group’s four resolutions agreed by the company propose:

the cancellation of the directors’ power to issue shares granted at the annual meeting in May;

the appointment of additional financial and legal advisers to review alternative recapitalisation options and to seek investors;

an extension to the recapitalisation deadline of July 31st; and the appointment of Mr Skoczylas as a director of the company, subject to regulatory approval.

The company said the board did not support or endorse any of the additional resolutions.

The company told the stock exchange that it had received the resolutions from shareholders holding more than the 3 per cent threshold that allows shareholders to table resolutions.

The dissident shareholder group claims to hold more than 12 per cent of the company’s shares, enabling it to requisition an egm.

Irish Life and Permanent must raise €4 billion by the end of the month on the direction of the Central Bank after the stress tests of the banks last March forced the lenders to raise capital levels.

The company has said it will issue ordinary shares to the Government this month in return for an injection of €3.4 billion in cash and a further €400 million in contingent capital, a loan that will convert to equity if losses rise.

This will leave the State with a stake of more than 99 per cent.

Simon Carswell

Simon Carswell

Simon Carswell is News Editor of The Irish Times