Mitchells & Butlers set for AGM shareholder showdown
Mitchells & Butlers (M&B), the managed pub group, has appealed to investors for help in fending off actions by a number of majority shareholders which could see the group's AGM descend into chaos.
In the letter M&B said it was calling on investors to back the company, following the row with major shareholder Joe Lewis and his representatives over the position of a number of existing board members.
"The board feels that it is essential to retain a majority of strong independent directors and so urges you to vote for the re-election of both Mr [Antony] Bates and Mr [Simon] Laffin. We sincerely trust that we can count on your support.
"Every vote counts," the group said.
The pub group faces a battle at its forthcoming AGM where Lewis, who owns 23 per cent of M&B, is expected to call for the immediate resignation of existing chairman Drummond Hall. Hall is set to be replaced by Laffin in the near future.
Piedmont, Lewis' investment vehicle, had wanted the removal of Laffin as well as a number of other changes to the M&B board.
It has also indicated it wants to appoint a number of non-executives to the M&B board including former Scottish & Newcastle boss Jeremy Blood, after the removal of its representatives from the M&B board earlier this month.
Analysts suggest that M&B will have a job on its hands corralling smaller shareholders for support. Lewis, together with Irish tycoons JP MacManus and John Magnier who are understood to be sympathetic to his strategic goals, already account around 40 per cent of the pub operator's stock.
As well as appealing to investors for support M&B laid out its take on the circumstances that led to the removal of four non-executive directors from its board.
Following a split over strategic direction between senior management and representatives of major M&B shareholder Joe Lewis the pubco told shareholders it said it was "imperative that both collectively and individually directors should represent and protect the interest of all shareholders".
However the pubco said it did not believe this line had been followed and that following a number of "concerning events" the departures were instigated.
Among the reasons cited for booting Denis Jackson, Ray MacSharry, Richard McGuire and Douglas McMahon off the board were claims that Lewis' representatives indicated they would not support M&B's proposed candidates for the role of chairman.
Delays in the four directors signing responsibility statements, improper influence on a senior independent director and a clash between M&B chief executive Adam Fowle and Lewis over the appointment of a non-executive chairman were also contributing factors, said M&B.