Struggling dairy group Bellamy's Australia is to hold a meeting of shareholders before the end of February to consider a push by the company's largest shareholder to take control of the board.
If the move succeeds, it will result in one of the company's earliest shareholders, Kathmandu's Jan Cameron, joining the board.
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Bellamy's extends trading halt
The organic baby food and formula maker has requested its shares remain suspended until January 13. Vision courtesy ABC News 24.
The push to overhaul the board comes amid a lengthy suspension to the trading in the company's shares as it seeks to renegotiate supply agreements.
The largest shareholder in Bellamy's, Black Prince Private Foundation with a 14.5 per cent stake, has sought a shareholder meeting be held to force the removal of four independent non-executive directors and replace them with its own nominees.
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With only six directors on the board, winning control of four seats would deliver board control to Black Prince, which is believed to be a group of Singaporean investors. It is unclear whether Ms Cameron is a shareholder in this grouping.
The four directors the dissidents are seeking to force from the board are Patria Mann, Launa Inman, Michael Wadley and Charles Sitch.
Among the replacements it has nominated are Jan Cameron, founder of retailer Kathmandu and an earlier shareholder in Bellamy's.
Ms Cameron sold down at the time Bellamy's went public, which also saw the Black Prince Foundation, which is a group of Singaporean investors, buy in.
Ms Cameron sold her Bellamy's stake for $36 million, selling at $1 a share, only to watch the shares rise substantially after it went public. Bellamy's shares last traded at $6.68, valuing the company at $646 million.
However the chairman of Bellamy's, Rob Woolley, said the proposal to shake up the board was an "unwanted distraction".
"If the proposals were to succeed, it would be disruptive to the company," he said.
The request to hold the shareholder meeting was received on December 30, with the company informing the market on Wednesday. The meeting must be held within two months of the request being lodged, indicating it must be held before the end of next month.
Other nominees the Singaporean group want on the board are Chan Wai-Chan, Vaughan Webber and Rodd Peters, who Bellamy's said is an authorised representative of the foundation.
If shareholders support the overhaul of the board, this would result in only the chairman, Mr Woolley, and Laura McBain, the chief executive remain as directors from the existing board.
In mid-December, Bellamy's sought a suspension in trading of its shares amid a downturn in sales into China, which has prompted the company to seek to renegotiate supply agreements. The suspension is to continue until January 13, unless a statement is released to the market sooner, with the length of the trading suspension triggering ongoing speculation about the financial health of the company.
Rivals in supplying the China market, such as A2 Milk and Bega Cheese have sought to distance themselves from the problems that appear to have afflicted Bellamy's by pointing out they continue to enjoy robust sales in China.
Bellamy's has blamed regulatory changes for part of the problems it is facing in China, which its rivals reject. Additionally, Bellamy's sales have been hurt by changes to its distribution.
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