LISTED pharmacy software supplier Corum Group yesterday announced an Extraordinary General Meeting (EGM), to allow its shareholders to vote on a "spill motion" in relation to the company's board of directors.
The unusual move follows a poll at the company's 2018 Annual General Meeting, in which more than 25% of votes were cast against the company's Remuneration Report for the financial year.
That was a "second strike" against the company's board, and as a result shareholders were then required to vote on a resolution on whether a "spill meeting" would be held at which all existing directors must stand for re-election.
Directors Bill Paterson, Gregor Aschoff and Matthew Bottrell were in office when the FY18 Director's Report was originally approved, and are now subject to a new vote at the special meeting scheduled for 25 Feb 2019.
The Directors noted that the stated intention of the "two strike rule" was to empower shareholders to constrain remuneration arrangements that they thought to be excessive.
"In the company's case, business performance was considered to be a significant contributing factor," they added, saying the Board had undertaken an external review of remuneration for both the Board and senior management.
This has seen changes for the Board by reducing the cash impact of their remuneration by instead issuing a proportion in shares.
"The Board also intends to develop an incentive plan for management in 2019, inclusive of the CEO, that will focus on key KPIs...this will include the development of a detailed strategic and financial plan for the next few years that can be executed upon and aligned to the company's profitability," according to an Explanatory Memorandum issued in support of the EGM.
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