Topps Tiles PLC on Friday again urged its shareholders to vote down measures that a major shareholder has requisitioned at its annual general meeting, and pointed to potential conflicts of interest.
The Leicestershire, England-based tile seller said it has become aware that MS Galleon GmbH has been contacting some of its shareholders individually with information which contradicts previous statements made to Topps Tiles about the link between sourcing and MS Galleon’s interest in the firm.
Topps Tiles said it believes MS Galleon may be preparing to launch its Nexterio tile retail brand in the UK, establishing a competitor to Topps Tiles and thus creating a ‘further material conflict of interest’ around sourcing.
It also noted that over 41% of Topps Tiles shareholders have now committed to vote against the requisitioned resolutions served by MS Galleon at its annual general meeting on January 18.
These resolutions request that Chair Darren Sharpland be removed from office, and that Lidia Wolfinger and Michal Martusiak be appointed as non-executive directors. Wolfinger and Bartusiak are both employees of companies owned by MS Galleon.
MS Galleon currently holds 30% of Topps Tiles.
Topps Non-Executive Chair Darren Shapland said: ‘The board continues to believe that these proposals would expose shareholders to a number of serious conflicts of interest and are not therefore in the interests of all shareholders of the company. The board welcomes the strong support received from other large shareholders who support the board’s position in voting against the requisitioned resolutions at the AGM.’
In December, the company said it had received a requisition notice that requires proposals to oust its executive chair be put to the annual general meeting on January 18. The notices came from MS Galleon, via Lynchwood Nominees Ltd.
MSG owns Cersanit, a major European producer of tiles, and has advocated for Topps to source more of its tiles from Cersanit.
Shares were down 2.8% at 46.67 pence each on Friday morning in London.
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