Source - Alliance News

System1 Group PLC said on Friday that its shareholders had rejected a proposal to elect former chief executive officer Stefan Barden as executive chair and non-executive director.

The London-headquartered marketing and brand consultancy company said that a majority of shareholders voted against the proposals considered at the general meeting held earlier on Friday.

The proposals were brought by requisitioning shareholders Barden and James Geddes, System1’s former chief financial officer. Barden and Geddes’ other proposals were for Rupert Howell to retire as chair, alongside Philip Macray as a non-executive director, and to re-elect John Kearon as a director of System1 moving into a non-executive capacity.

System1 said that 57% of shareholders voted against Barden’s election, with 43% voting for it. 58% voted against Howell retiring with 42% in favour.

58% of shareholders voted against Macray retiring, and 60% voted against electing Kearon. 42% and 41% of shareholders respectively voted for each proposal.

Barden and Geddes said that System1 would benefit from a change in its board’s composition, and that it could realistically aim for an exit with a value in excess of five times its current value.

System1 recommended that shareholders vote against the proposals. It said that the Barden and Geddes were out of touch with System1’s performance and that the growth they sought was already being delivered.

System1 said on Friday that its current board members already had the skills and experience necessary to oversee the company and fulfil its goals. However, it acknowledged that over 20% of votes were cast in favour of the proposals, and said it would continue to engage with shareholders to improve alignment on its strategy.

Howell said that while System1’s revenue growth had not met expectations in recent years, under ‘revived new leadership’ the group had still delivered a strong performance with high levels of revenue growth.

Howell said: ‘We strongly believe that we have the right go-to-market strategy and team and that we will see growth continue in the next year. This growth should ultimately create more strategic value to the business.

Shares in System1 were untraded at 230.00 pence in London on Friday. It last traded on Thursday morning at the same price.

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