MILAN, April 9 (Reuters) - Leading shareholder advisory firm Glass Lewis on Friday recommended that shareholders in Italian bank Creval reject a proposal to delay the appointment of a new board at a general meeting later this month.
Credit Agricole Italia (CAI) has proposed delaying naming new directors pending the outcome of a takeover bid the French bank has launched for Creval.
CAI’s offer, which Creval has rejected as too low, runs until April 21, two days after the general meeting. So far shareholders have tendered only 0.004% of Creval’s capital.
On Thursday, Creval said it would ask shareholders to vote on CAI’s postponement proposal.
Glass Lewis said that the postponement was not in the best interest of shareholders and recommended voting against the proposal.
It said CAI may have “some legitimate grievances” with the board’s decision to call the general meeting just before the offer ends.
However, “given the current uncertainty on the outcome of the offer ... we find that postponing a vote on the composition of the board of directors, which would require the convocation of an extraordinary general meeting, appears unnecessary,” Glass Lewis said.
Investors in Creval will be called on to choose between two lists of nominees - one put forward by shareholder DGFD, which includes the bank’s current chief executive and chairman, and one filed by institutional investors.
Glass Lewis urged Creval shareholders to back the latter, in line with a similar recommendation by rival proxy adviser International Shareholder Services on Thursday.
DGFD, a vehicle owned by French businessman Denis Dumont, controls around 6% of Creval following a 2018 new share issue that reshaped the bank’s shareholder base.
After backing the capital raising, Dumont pushed for a management overhaul that installed former UniCredit executive Luigi Lovaglio at the helm, with a mandate to steer Creval towards a merger.
By 1404 on Friday shares in Creval rose 0.4% to 12.21 euros, well above the 10.5 euros a share CAI is offering in its bid. (Reporting by Valentina Za and Andrea Mandala; Editing by Kirsten Donovan and Jane Merriman)