In a letter published today, Boohoo Directors are urging its shareholders to block Frasers’ demands in its second round of voting. It accuses Mike Ashley, Founder of Frasers Group, of trying to “destabilise boohoo and disrupt the Board’s plans to unlock and maximise Shareholder value”.
According to Boohoo’s public letter, Frasers’ latest demand, that Mahmud Kamani be removed from office as a director of the Company, was received after the Board had appointed Tim Morris as Independent Non-Executive Chair. Morris replaced Kamani in the role, at which point Kamani became Executive Vice Chair. Boohoo pled, “Mr Kamani is an integral part of the leadership team”.
Boohoo’s Independent Committee is unanimously recommending that “Shareholders VOTE AGAINST the Resolution at the General Meeting on 21 January 2025”.
This is the latest series in an ongoing battle between Frasers and Boohoo. It started when Mike Ashley attempted to get himself installed as CEO. This was cut short when Boohoo appointed Dan Finley in November.
Mike Ashley’s Frasers Group owns 26% of Boohoo and has been pressuring the company to allow Ashley to take charge. Frasers has accused Boohoo of “long-term mismanagement” and “value destruction”. They have also demanded that Boohoo allow Mike Ashley and Mike Lennon to join the board.
In December, Frasers was defeated in a shareholder vote that was designed to secure two spots on the board of the online fashion retailer.
The owner of Flannels and Sports Direct said it “respects the views of the independent shareholders” after 63.7% voted against their demands on 20 December. Boohoo had previously offered Frasers Group a seat on its board – but not for retail tycoon Ashley.
Frasers Group claimed in a letter that Boohoo’s opposition to Ashley and Lennon joining the board was because of fears they would “dilute” the influence of its co-founder Mahmud Kamani.
Ashley attacked Kamani for being an “egotistical founder who has an unhealthy grip on the board”. He also said Frasers was trying to protect minority shareholders from a potential plan by Boohoo bosses to break the company up as part of a turnaround effort.
