Stock Spirits is facing renewed attacks from its largest shareholder over “ongoing poor” corporate governance and claims it is paying the board too much.
Western Gate Investments, which owns a 9.7% of the distiller, has accused the group of cancelling a planned investor day and dodging its questions.
It also said the total £1.4m salaries for the nine Stock board members was more than double the median of its peer group.
Luis Amaral, a Portuguese cash-and-carry tycoon, who also controls Western Gate, said: “By cancelling its investor day, we wonder whether Stock Spirits is trying to avoid answering difficult questions from shareholders about the conduct of the company and its performance.”
Amaral, who is the biggest shareholder in wholesaling business Eurocash which is Stock Spirits’ biggest customer in Poland, reignited hostilities with the drinks business two weeks ago. Western Gate said the two new independent non-executive directors it installed in May had not been allowed to join any of the four board committees. It was also angered that three more appointments to the board by Stock meant the business had just two directors less than Diageo, a group 180 times bigger.
Amaral added that he estimated that non-executive salaries for 2017 would exceed £550,000, a 60% increase from 2015. “These costs are excessive and only add to the €16m of costs associated with the UK-based head office,” he said.
Stock Spirits clarified that total non-executive director fees for the year are £511k, including £92k for the two non-exec directors appointed by Western Gate, and said these fees are “unchanged since the IPO”.
Shareholders had been waiting for two years for a turnaround at the business since the first “disastrous” profits warning on 5 November 2014, Amaral added.
“Shareholders deserve transparency and clear communication from the company, so once again we ask them to respond to all our questions.”
A spokeswoman for Stock Spirits responded that no formal invitation for an investor day had been sent out after the event was considered “unnecessary at the present time”. She added there had been an “extensive engagement” with shareholders since the company’s interim results in August.
“Our full focus must now be, as always, on growing and improving the business for the benefit of Stock’s customers, consumers and investors,” a statement said.
Stock also denied that the non-executive appointed by Western Gate had been excluded from meetings and committees. “Since their appointment they have been invited to all board committee meetings, and are playing an active role in all of the board’s decision-making and discussions,” the statement added.
Stock has been embroiled in the shareholder tussle with Western Gate for most of 2016. The investor is unhappy at the poor performance in the core Polish market and the fall in share price, down 17% on a year ago (although it is up 13% in the year to date).
The revolt led to Stock’s former CEO Chris Heath leaving the business in April, with Miroslaw Stachowicz appointed to the role on a permanent basis in August.