(Alliance News) - Topps Tiles PLC on Wednesday said it received a requisition notice that proposes the removal of Executive Chair Darren Shapland, effective immediately.
The Leicestershire, England-based tile seller said the notice comes from MS Galleon GmbH, which holds a 30% stake in the company, via Lynchwood Nominees Ltd. The requisition notice requires the proposals to be put forward to the annual general meeting on January 18.
MS Galleon wants Shapland to be removed as a director, and Lidia Wolfinger and Michael Bartusiak be appointed as non-executive directors, effective immediately.
MS Galleon owns Cersanit, a European producer of tiles. Topps Tiles said it was approached by the company in 2021 to appoint a MS Galleon representative to the board and also proposed that the UK retailer purchase a larger proportion of tiles from Cersanit.
Topps Tiles said MS Galleon wanted the proportion of the retailer's tile supply purchased from Cersanit to reflect its shareholding, which was 20% at this time, but its sourcing policy prevents over 10% of tile purchases to come from any one supplier.
Since July, the firm increased its shareholding in Topps Tiles and asked the company to source 30% of its tile purchases from Cersanit, in line with its shareholding.
MS Galleon voted against the re-appointment of Shapland as chair of Topps Tiles at the 2022 AGM.
"The board strongly rejects these proposals, which it believes exposes a clear conflict of interest between MS Galleon's objectives for Cersanit and the interests of all Topps shareholders. The board welcomes the support received from our other largest shareholders, who have confirmed their intention to vote against the requisitioned resolutions at the AGM," Shapland said.
Keith Down, Topps Tiles senior independent director, added: "In proposing a resolution to remove the chair, who has led communications with MS Galleon on behalf of the board, MS Galleon is seeking simply to strengthen its own position."
Shares in Topps Tiles were down 3.2% to 48.22 pence on Wednesday morning in London.
By Jaskeet Briah, Alliance News reporter
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Topps Tiles (TPT)