2 Cheap board shifts meeting
NZ Automotive Investments (NZAI) has announced the date of its annual shareholders’ meeting has been pushed back to September 2 following the recent boardroom upheaval at the company.
The meeting was originally due to take place on August 25 and NZAI, the parent company of 2 Cheap Cars, notes the shift is due to recent changes in director nominations and related enquiries from the market regulator, NZ RegCo.
The watchdog had queried the independence of two director candidates for the NZAI board – Gordon Shaw and Michael Stiassny – but following an assessment from the company says it is satisfied they meet the threshold under NZX listing rules.
Haydn Marks, NZAI’s chief financial officer, says in a market announcement on August 10 that full details of the shareholders’ meeting, including the new time and venue, will be advised in a notice of meeting before August 12.
“The change in date to September 2 ensures that the company complies with the Companies Act and NZX listing rules, by issuing the notice of meeting to shareholders at least 10 working days prior to the meeting,” explains Marks, pictured.
“The company would also like to advise that it has answered the enquiries raised by NZ RegCo relating to the independence of director nominees.
“NZ RegCo has confirmed that they are satisfied with the responses, including the company’s assessment that the nominated directors would qualify as independent directors for the purposes of the NZX listing rules.”
The regulator raised concerns on the composition of the NZAI board on August 5 following a turbulent few weeks for the business.
Last month all three of NZAI’s non-executive directors – Charles Bolt, Tim Cook and Tracy Rowsell – and executive director Eugene Williams resigned en masse citing a breakdown of trust with major shareholder David Sena.
Sena initially put forward nominations for Shaw, Julian Davidson and Jason Lewthwaite to become directors, with voting to take place at the shareholders’ meeting.
Davidson and Lewthwaite later withdrew their consent to be nominated, which led to Stiassny accepting an invitation from Sena to fill a vacancy on the board.
Those events prompted NZRegCo to seek assurances the company was complying with corporate governance guidelines, which requires NZAI to have at least two independent directors.
“NZ RegCo confirms that, following its assessment of the information provided by the current NZAI board, it is satisfied with NZAI’s assessment that Michael Stiassny and Gordon Shaw would qualify as independent directors for the purposes of the NZX listing rules,” the watchdog says in an August 10 statement.
