- Findel board urges shareholders to vote against Sports Direct representative on board
- Findel circular claims proposed Sports Direct representative is not qualified to be director
- Home shopping retailer suggests Sports Direct makes “fair offer” for whole company
- Sports Direct took 19% stake in Findel in September
Findel’s directors have made a bid to block Mike Ashley from getting a Sports Direct representative elected to the home shopping retailer’s board.
The board of home shopping retailer Findel has made a “unanimous recommendation” to shareholders to vote against a proposal by Sports Direct to get Benjamin William Gardener a place on Findel’s top table. An extraordinary general meeting will be held on December 21.
In September Sports Direct acquired a 19% stake in Findel. Speculation suggested the move is an attempt by Mike Ashley to stop the planned sale of Findel’s Kitbag business, which sells sports shirts. This week emerged that the sale of Kitbag to an unnamed buyer has been delayed.
In a shareholders’ circular today, Findel’s board said: “The addition of Mr Gardener as Sports Direct’s nominee director on the board would compromise the independence of the board and would provide information and voice to one shareholder in preference to other shareholders.”
Findel claims it is “not appropriate” for Sports Direct to appoint a director given its “commercial interests” in the company, particularly Express Gifts’ customer database and online fulfilment capabilities.
The statement said: “The board believes that the most appropriate way for Sports Direct to gain control of the company’s capabilities is to make a fair offer for the whole company.
“Were Sports Direct to purchase the company from shareholders, it could make appointments to the board and control the company’s business.”
It also flagged that Sports Direct is in “direct competition” with Kitbag and having a director on the board would be a conflict of interest. Findel claims that Gardener “lacks the qualifications” to be appointed a director of a listed company.
According to the circular, Sports Direct previously proposed that Gardener should become Findel’s new chief executive.
However, Findel said an “independent external consultant” leading the search for a new chief executive concluded that Gardener was “unqualified in skills, knowledge and experience, including with respect to listed company requirements and governance”.
Sports Direct has yet to respond to a request for comment.
Findel is on the hunt for a new boss after chief executive Roger Siddle stepped down earlier this year.