Minerva has reappointed Oliver Whitehead as the non-executive chairman of the company after Nathan Kirsh’s Kifin vehicle attempted to block his reappointment.
This morning at Minerva’s AGM, Kifinrefused to pass the resolution to re-elect Whitehead. Kifin is the vehicle which holds Kirsh's and other related parties' 29.9% stake in Minerva and which is engaged in a hostile takeover attempt of Minerva.
Minerva then took the decision at a board meeting this afternoon to reappoint Whitehead with immediate effect to act as chairman during the course of the unsolicited offer from Kifin.
John Matthews, senior independent director of Minerva, said: "The board is very disappointed by this deliberately disruptive behaviour by a shareholder that has made a bid for the company. We have decided to reappoint Oliver as chairman during the course of the unsolicited offer as it is critical that all shareholders' interests are protected. We are pleased that Oliver has agreed to the reappointment."
Minerva also said: “During KiFin Limited's unsolicited offer for the company, the board believes that the interests of all shareholders should be protected and the role of a strong, independent chairman is the most important aspect of this. Excluding the vote of KiFin, whose unsolicited offer for the company has been rejected by the Board, 99.86% of shareholders voting at the AGM supported the re-election of Oliver Whitehead. Under these circumstances, and given the near unanimous support of those shareholders who voted other than KiFin, the board has decided that it is appropriate to re-appoint Oliver Whitehead as chairman.”
Whitehead was first appointed to the Board of Minerva in July 2006. He is also currently Chairman of Norland Managed Services. Prior to this he was Chief Executive of Alfred McAlpine from May 1993 to August 2003 and from then until June 2007 was Chairman of Alfred McAlpine. He was formerly Group Chief Executive of Babcock International Group.