The embattled Alliance Trust came under renewed fire from a former director as he accused management of running the group in their own interests.
Tim Ingram, who served on the Dundee-based trust’s board between 2010 and 2012 and who served on the remuneration committee overseeing executive pay awards, launched a stinging attack saying the trust’s recent actions “clearly, but rather sadly, show” the company being run “primarily” in the interests of management”.
Mr Ingram, who has previously stated his backing for a move by the trust’s largest single shareholder Elliott Advisors to force boardroom change at the institution, cited three examples he says show the board putting their interests ahead of shareholders.
He said a move in September last year to make a “pretty fundamental” change to the trust’s investment strategy had been done without consultation to major shareholders.
Mr Ingram also claimed management had shown a disregard in its reaction to questioning over why four non-executive directors had left the trust in three years.
Finally he raised the trust’s reaction to his own question relating to chief executive Katherine Garrett-Cox’s pay package.
In his statement Mr Ingram said it was “ludicrous, and frankly insulting” for the trust to question the independence of the three non-executive directors Peter Chambers, Rory Macnamara and Anthony Brooke proposed for election to the board by Elliott.
Mr Ingram’s latest intervention came as US-based independent governance analysis and proxy voting firm Glass Lewis advised shareholders to reject two of the Elliott-backed appointees but vote in favour of the election of Mr Chambers.
Trust chairman Karin Forseke was also on the front foot yesterday with a letter urging shareholders to reject Elliott’s proposal.
The letter asked shareholders to decide who they trusted to run their company and use their vote at the annual meeting, which will take place at Dundee’s Gardyne Theatre on April 29, accordingly.
“We have previously described Elliott and their affiliates as a business that seeks to influence companies to change their strategic direction through public and disruptive campaigns,” Ms Forseke said.
“As a hedge fund manager they do this to create value for their own investors and we believe they have very different perspectives from other shareholders of Alliance Trust.
“That is why I believe the issue is not just about the three candidates Elliott have proposed instead it is about Elliott’s plans for the future of the company which you own.
“To date, neither Elliott nor the candidates they have proposed join your board have shared their plans.
“The board has concluded that the Elliott resolutions are not in the best interests of shareholders as a whole, and unanimously recommends that you should vote against the Elliott resolutions.
“Our recommendation is clear because we believe that this is a critical moment for the future of the company that you own.”