Chairman stand downs as terms of peace deal agreed to settle property board rebellion
The board of Manchester-based property investment business PRS REIT has settled its dispute with rebel shareholders and the chairman Steve Smith has offered and will step down at the AGM, to facilitate a near-term resolution.
The rebels led by Robert Naylor and Christopher Mills served a Requisition Notice on 29 August 2024 to call a General Meeting to approve certain Board changes, which has now been withdrawn.
Naylor and Mills will also join the board as non-executive directors after the announcement of full year results on or around 8 October and proposed for election at the Company’s forthcoming AGM.
Smith, a former chief investment officer of British Land, and a one time senior director of AXA Real Estate is nearing the end of his term as non-executive Chairman. He will be succeeded by Geeta Nanda in the interim, and she will lead the appointment process for a new permanent, independent, non-executive Chair.
In a statement, the board said: “The Board wishes to thank Steve Smith for seven years of leadership of the Board. Steve has successfully led the PRS REIT since the IPO through a period of rapid expansion, and the Board believes the Company’s portfolio of single-family rental homes is now the largest of its kind in the UK, providing much needed high-quality, professionally-managed housing for families across the country.”
Steffan Francis will remain as a non-Executive Director, ensuring continuity of property experience. The succession plan for Steffan Francis and Rod MacRae, currently scheduled for 2025 with their tenure coming up to nine years of service, will be conducted in accordance with the AIC Code of Corporate Governance and will balance the appropriate skills required.
The AGM to approve the election of all Directors of the newly constituted Board is expected to take place in early December 2024.
The statement concluded: “The Board believes the agreement and changes announced today reflect a balance of the views of all shareholders. They respect the principles of good governance in orderly succession planning, and help to ensure that a new independent Chair and any future Board directors have the appropriate blend of skills and expertise. The Board believes this agreement will allow the Company to move forward and focus on value maximisation for all shareholders.”
