Abano Healthcare's [NZX: ABA] dissident shareholders Peter Hutson and James Reeves have filed papers in the High Court in Auckland in a bid to postphone the special meeting they called, where they're seeking to dump the medical investor's chairman, Trevor Janes.
The Abano shareholders, whose interests own about 19% of the company, want to delay the June 13 meeting by three to four weeks, saying the timeframe was "inadequate" and "impracticable" to call and conduct the meeting, according to papers filed in the High Court. Hutson and Reeves have called the vote on dumping Janes, an established professional director.
In a supporting affidavit, Reeves said the 13 working days given to shareholders wasn't enough time because the "important and controversial nature of the business to be conducted at the meeting, the biased and misleading content of the notice, the complexity of the underlying issues and the volume of biased and misleading information which the Abano board has recently made available to shareholders."
Reeves said the short timeframe will be most acute for retail shareholders who own about 50% of Abano.
“Trevor Janes, also Deputy Chair of ACC, has attempted to shut down a full and proper debate," Mr Reeves said. "Abano has flooded shareholders with misleading information and butchered the meeting process by manipulating the timetable. These are unacceptable behaviours from the chairman of a public company.” he added.
"We have taken this step to ensure Abano’s shareholders have the opportunity to hear the full truth before casting their vote.” Mr Hutson said.
Abano issued its notice of meeting last Friday, with the board recommending shareholders oppose the vote to dump the chairman. Mr Janes abstained from endorsing the directors' recommendation.
At 5pm today Abano released a statement to the NZX saying the company stands by its notice period for the meeting.
"The notice of meeting provided 13 working days’ notice for the special meeting, which exceeds the 10 working days’ notice period required by the Companies Act," the statement says.
"Abano sees no justification for changing a legally valid date."
'No merit' in Timoney claim
Meanwhile, Abano has acknowledged its receipt of a statement of claim filed by Mike Timoney, former chief executive of Dental Partners Pty, against the company. The $A4.5 million claim relates to his employment termination in January 2013.
Mr Timoney is alleging the process leading up to his employment being terminated was flawed, in particular the engagement of Pip Kempthorne, then a director of recruitment firm K2 Consulting, to carry out a performance review of Mr Timoney in September 2012.
Mr Timoney alleges Dental Partners’ chairman and Abano managing director Alan Clarke hired Mr Kempthorne without disclosing that the two of them were joint shareholders in K2.
Mr Clarke acts as a trustee for Mr Kempthorne’s family trust.
It its statement this evening, Abano says it "sees no merit and will strongly defend this claim."
Shares in Abano fell 2.5%, or 17c , to $6.60 today.