The chairman of supermarket Somerfield has quit the board of grocery buying co-operative Nisa Today’s after it moved to eject his company, according to the Times newspaper.
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John von Spreckelsen, who attacked Nisa’s corporate governance record two months ago, stepped down from the board last Wednesday, the paper said.
The move comes after Nisa’s board, led by Dudley Ramsden, the chairman, proposed to give itself new powers to dislodge board members. The powers, contained in a list of special resolutions, will be put to shareholders for their approval at a meeting on 22 December 22.
In a letter disclosed by The Times in September, von Spreckelsen accused Ramsden of dominating the company’s board and criticised the way that a new pay deal for Nisa’s chairman was approved.
Nisa’s annual meeting, which was set for 29 November was rescheduled two weeks ago in order to put the new resolutions to members and after distribution problems at the firm’s new warehouse.
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By GlobalDataNisa members, who declined to be named, said that they were “deeply concerned” about the date of the meeting at the Heathrow Park Inn, Middlesex, which makes it difficult for many members to attend.
At the meeting, members will be asked to vote on special resolutions to change the articles of association of Nisa so that retailers with more than 2% share of the UK food and grocery market will no longer be able to be members of the buying group — effectively ejecting Somerfield.
Further resolutions allow Nisa to disqualify or remove directors if they do not attend a board meeting for six months without board permission. As the Nisa board meets only three times a year, this could mean a director being removed after missing only one meeting. Any director can also be summarily removed by an ordinary resolution if it is passed at a general meeting. In the event that a member is removed then the buying group can buy that member’s shares in Nisa at a price set by Nisa ’s own board.
One member said: “These resolutions are skewed to get rid of directors that he (Ramsden) wants to get rid of.”
