New rules for PPCS board

Chris Hutching

Friday 7th November 2003

Shareholders of South Island meat company PPCS have voted to change the constitution to allow for the appointment of up to two independent directors, reduce the term of directors from five years to three, and to change the name of the company.

The changes have been made in the aftermath of court cases over the takeover attempts by PPCS for listed North Island meat processor and marketer, Richmond, where the companies engaged in a war of dirty tricks against each other that were revealed in court.

PPCS chairman Jim Pringle said the changes now allowed PPCS to bring additional expertise to the PPCS Board, and allow shareholders more frequent opportunities to have their say in the governance of the company.

Meanwhile, a small group of Richmond shareholders called the Bell Group, owning about 1% of the issued capital but claiming representation of many minority shareholders, is seeking a stay of a recent Appeal Court judgment so they can take an appeal to the Privy Council that would uphold Justice Willie Young's High Court ruling disqualifying PPCS from voting rights and forfeiture of some shares. The recent Appeal Court ruling quashed the non-voting penalty and upheld PPCS's controlling shareholding.

The Bell Group, led by Hawke's Bay lawyer Robin Bell who once represented the interests of Richmond founder Sir Lewis Harris, has sought to control the share register, even before Richmond shares were floated on the stock exchange, and have fought the PPCS overtures for more than five years on the grounds they were keeping PPCS honest.

But even before Richmond shares were floated, opponents were keen to ensure that PPCS was kept off the register for parochial reasons and because of animosity between key players in the respective companies.

Both sides engaged in a series of corporate manoeuvrings since 1997 but meat industry analysts now view the continued opposition as irrational.

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