PERTH (miningweekly.com) – The Australian Takeovers Panel has been urged to enter an internal melee at ASX- and JSE-listed DRA Global.
Three senior management members at DRA in February formed a consortium and introduced resolutions to remove Andrew Naude and Peter Mansell as directors of the company.
The consortium urged for a general meeting to allow shareholders to consider the resolution, as well as the appointment of four new directors that would be nominated by the consortium. The consortium also entered into deeds of irrevocable undertakings with a large number of shareholders holding a total of 42.7% of DRA. Under the deeds the shareholders irrevocably undertook to vote in favour of the proposed resolutions.
Following discussions with the DRA board later in February, the consortium withdrew the request for a general meeting on condition that DRA revert with a transition plan to effect the changes demanded by the consortium.
In March, Naude announced his intention to step down as MD and CEO of DRA, following a hand-over period with James Smith, who is a member of the consortium, as interim CEO.
The Takeovers Panel has now received an application from Haydn von Maltitz, who said that the consortium had infringed on the Corporations Act, and along with the shareholders who had entered into irrevocable undertakings, had formed an unlawful association to acquire an interest of more than 20% in DRA.
Von Maltitz also claimed that these shareholders were given information that was not shared with all shareholders, and that no other party had a "reasonable and equal opportunity" to respond.
Von Maltitz was hoping that the Takeovers Panel would restrain the consortium and its associates from exercising any voting or other rights attached to their DRA shares, or from acquiring more shares in the company, and that ultimately, the Takeovers Panel order that the DRA shares held by these associated be bested in the Australian Securities and Investment Commission for sale, and that the irrevocable undertakings be declared void.