PPC chairperson Bheki Sibiya
Cement producer PPC on Wednesday announced that it would no longer hold an extraordinary general meeting (EGM) on December 8 to consider the proposed removal of the company’s entire board, as well as the proposed election to the board of certain other persons.
The company said that, following discussions initiated by PPC chairperson Bheki Sibiya with shareholders Foord Asset Management, Visio Capital Management and Nedbank Private Wealth, which together held 10.36% of PPC’s shares, it had been decided to embark on a process that, in the collective judgment of the parties involved, was more likely to achieve the best outcome for the company and all of its shareholders.
The company had, last month, resolved to convene an EGM to consider the removal of the board, following a requisition from Foord Asset Management, Visio Capital Management and Nedbank Private Wealth, following the resignation of former CEO Ketso Gordhan in September.
PPC’s board had now decided to embark on a process to reconstitute the board at its upcoming annual general meeting (AGM), scheduled for January 26. The nomination process would be managed by the current nominations committee.
PPC stated that the reconstituted board would consist of 12 nonexecutive directors and would not include any current or former permanent executive directors of PPC who have served within the ten-year period immediately preceding the date of the AGM.
"I am disappointed that the EGM on December 8 has been cancelled. However, reconstituting the board at the AGM in January and appointing six new members is a victory for shareholders and for corporate stewardship. I feel a sense of vindication as it supports my objective of creating a stronger and more capable board for the benefit of all stakeholders.
"As the largest individual shareholder, I hope the new team is able to execute on strategy and deliver value to all stakeholders. I particularly hope that the process we had initiated of better aligning all staff with shareholders is maintained. I remain passionate about what we started at PPC, both in terms of our expansion in the rest of the continent and creating a model South African corporate that has a progressive approach to its employees," Gordhan commented in a seperate statement.
Meanwhile, the company also said that, while Sibiya had agreed to lead the board through the transition phase, he had indicated that, as soon as stability had been established, he intended to step down as executive chairperson.
Zibusiso Kganyago would act as Sibiya’s alternate nonexecutive director following the AGM and during the course of the transitional period, after which she would succeed Sibiya as a nonexecutive director.
Further, PPC stated that, as it was deemed in the best interest of the company to select a new CEO at the earliest possible date, the current board would continue the selection process, which could be completed prior to the AGM.