24 August 2022Executive Appointments

R&Q asks shareholders to reject SGM proposal

Randall & Quilter (R&Q) has received a notice from minority shareholder Phoenix to requisition a special general meeting (SGM) to effectively remove executive chair William Spiegel as a director of the company and to appoint Ken Randall to fill the vacancy.

R&Q said that it understands that the resolution is also supported by Brickell PC Insurance Holdings and, presumably, Brickell's related parties, including 777 Partners LLC, 777 Asset Management LLC and certain other affiliates.

Phoenix indirectly holds 12.2 percent of R&Q’s issued share capital.

According to R&Q its board has sought to engage constructively with Phoenix over a number of weeks to understand the motivations for their proposals and appropriately address any potential concerns. However, during these discussions, Phoenix has, in the board's view, failed to engage collaboratively or articulate any sound justification for such proposals being in the best interests of the company.

Accordingly, R&Q is holding a special general meeting to be held at 2 p.m. on 13 September 2022 at the Leonardo Royal Hotel London Tower Bridge, in London for the purposes of voting on the resolutions and called for all shareholders to attend in some form.

R&Q said that: “The board is unanimous in its support for William Spiegel and the strategy he and his management team have set out for the company and strongly and unanimously believes that the resolutions put forward by Phoenix are not in the best interests of the company, its shareholders as a whole or its wider stakeholders. The board, therefore, recommends that shareholders vote against these resolutions at the SGM.”