All resolutions pass at Purplebricks AGM, but chair’s position not put to a vote

Purplebricks has announced that at its Annual General Meeting held yesterday, all the resolutions as set out in the Notice of Meeting dated 15 August 2022, which included pay and the appointment of shareholders, were approved by shareholders by means of a poll vote.

However, the position of chairman was not put to a vote, amid pressure from activist investor Adam Smith of Lecram Holdings for Paul Pindar – the existing chair – to quit.

Smith, who in July increased his stake in Purplebricks to 4.18%, is looking to oust the chairman of the online estate agency, and even recently threatened to call an EGM if Pindar does not go.

Smith wants Pindar to leave in order to “restore the credibility of the company with investors”. This follows a slump in the company’s share price, after a series of profit warnings and operational blunders, which have caused market value to shrink to just over £45m, from £240m.

Shares in the online estate agent have plummeted since its all-time high in 2017 of 525p, with recent regulatory failings, contributing to that decline. The significant fall in the firm’s share price, which currently stands at 17.8p, has caused many investors to sell up, concerned that Purplebricks might be vulnerable to a takeover.

Smith’s banking advisor Glenn Cooper, who is chairman of Harrier Partners, recently told the press that Smith wants the online estate agency group to have a chairman with “a strong background in residential real estate as well as real leadership skills”.

Purplebricks has responded with a series of high-profile appointments. But Pindar remains as chairman.

Last month, Purplebricks appointed Helen Martin as the group’s director of risk and compliance.

Martin joined from LSL Property Services plc where she was risk and governance director for LSL’s estate agency division. She reports directly to Steve Long, CFO.

Her appointing follows a rather turbulent period for the online estate agency, caused in part by regulatory failings.

EYE revealed in November last year that Purplebricks had failed to properly serve legally required documents to tenants explaining their deposits have been put into a national protection scheme.

Meanwhile, the company announced yesterday the appointment of Adrian Gill and Gareth Helm, two highly experienced property industry executives, to its board as independent non-executive directors. They will both join the board with effect from 1 October 2022.

Gill has 20 years’ experience as a property executive including as finance director and group commercial director of Connells, executive director, estate agency at LSL Property Services PLC, and Group CEO of Leaders Romans Group.

Helm has over 30 years’ marketing expertise, largely as a chief marketing officer in high-profile, consumer-facing businesses including Zoopla, McDonald’s, Moneysupermarket, Mars and Homeserve.

Adrian Blair will step down as a non-executive director on 1 October 2022 following four years as a member of Purplebricks’ Board.

Lecram Holdings and its advisors, Harrier Capital Partners, were present at yesterday’s AGM of Purplebricks and responded to the comments at the meeting and the announcement of the appointment of two non-executive directors.

The spokesperson said: “We are pleased to see that the chairman has finally done what we have been calling for both, publicly and privately for a while now, and that is to bring some relevant property experience onto the board of a what is, after all, a property agency.

“However, this does nothing to change our previously stated position on the company.”

The final voting position is shown below (inclusive of proxy votes cast prior to and at the AGM):

Resolution

For (*)

Against

Total Votes Cast
(excluding Withheld)

Withheld

1. To receive the Report and Accounts for the year ended 30 April 2022

218,817,772

(99.89%)

236,973

(0.11%)

219,054,745

46,469

2. To elect Steve Long as a Director

218,636,288

(99.84%)

344,410

(0.16%)

218,980,698

120,516

3. To elect Helena Marston as a Director

218,743,524

(99.84%)

344,910

(0.16%)

219,088,434

12,780

4. To elect Ait Voncke as a Director

217,732,290

(99.43%)

1,248,408

(0.57%)

218,980,698

120,516

5. To re-elect Adrian Blair as a Director

196,717,700

(99.36%)

1,266,755

(0.64%)

197,984,455

21,116,759

6. To appoint Jeffreys Henry LLP as auditor of the Company

218,638,027

(99.87%)

287,444

(0.13%)

218,925,471

175,743

7. To authorise the Directors to fix the auditor’s remuneration

218,759,779

(99.85%)

333,578

(0.15%)

219,093,357

7,857

8. To approve the Directors’ Remuneration Report

201,007,756

(91.79%)

17,979,365

(8.21%)

218,987,121

114,093

 

9. To authorise the Directors to allot shares in the Company

190,616,612

(87.01%)

28,465,652

(12.99%)

219,082,264

18,950

10. To disapply pre-emption rights in certain circumstances

185,649,948

(84.74%)

33,441,881

(15.26%)

219,091,829

9,385

 

11. To disapply pre-emption rights for an acquisition or specified capital investment

185,649,210

(84.74%)

33,431,554

(15.26%)

219,080,764

20,450

 (*) includes discretionary votes.

 

The issued share capital on 14 September 2022 was 306,806,039 shares of £0.01p.

 

Purplebricks unveils two high-profile property industry executives to its board

 

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