Date set for showdown between Quantum board and shareholders

Quantum Foods has yielded to pressure from shareholders who demanded a special meeting at which one of the group’s largest shareholders, Country Bird Holdings (CBH), will push for the removal of several directors, including chair André Hanekom.

In a letter dated July 23, CBH, which holds about 18% of Quantum’s stock, asked the Cape Town-based egg, poultry and animal feed producer to convene a meeting at which it would table a motion to remove Hanekom and two other directors.

“Shareholders of the company are referred to the Sens announcements published on Thursday, 25 July 2024 and Thursday, 1 August 2024, wherein shareholders were advised that CBH had addressed letters to the board of directors ... demanding ... that a shareholders meeting be called, the specific purpose of which being the proposed removal of Mr Wouter André Hanekom, Mr Geoffrey George Fortuin and Mr Pieter Francois Theron Burger as directors,” the company said on Tuesday.

“Shareholders are hereby informed that the shareholders’ meeting, as demanded by CBH, will be held at 11am on Wednesday, September 11 2024, entirely through electronic communication.”

In its letter CBH also takes issue with the buying of the company’s stock by executives and some members of the board.

“Credible market commentators have written extensively about why the price is artificial and unsustainable ... and yet there are members of management, the board, and your own corporate customers furiously buying up shares at between R10-R16 — well over double the price that just days, weeks, and months before they had not found attractive,” reads the letter.

“It cannot be in the hope of profit. Is it to control the company and information about intercompany contracts; has there been in-concert action between shareholders? We hope not, but we would certainly like to know. We have skin in the game. Like all other shareholders we hope there is not a corporate scandal brewing. SA business cannot afford that. Not again.”

CBH’s bid to oust the directors is likely to receive support from Quantum’s second-largest shareholder, Braemar Trading, which previously requested a meeting at which it would seek the removal of certain directors, including Hanekom.

The request was denied. Braemar, which has an interest of about 32% in Quantum, is controlled by the controversial Rudland family, who are said to be politically connected in their home country, Zimbabwe.

The decline of Braemar’s request is said to have caused ructions in the board, which led to Tanya Golden’s departure in May.

Quantum in May said Golden had resigned from the board. However, she has told the Western Cape High Court the company lied to the markets as she had been fired after demanding to see the legal opinion the company said it relied on to deny Braemar’s request for a shareholders’ meeting. She has asked the court to reinstate her.   

Golden, who is a member of the Cape and Johannesburg bars, was on Quantum’s board for five-and-a-half years before her departure. She was re-elected to the board at the company’s AGM in February, three months before the disputed resignation.

According to Golden’s affidavit, Braemar’s repeated requests for a special shareholders’ meeting, at which it sought to push for the removal of Hanekom, Gary Vaughan-Smith and Larry Riddle as directors, were rejected.

Hanekom, who previously served as CEO of Pioneer Foods, joined the Quantum board in 2014, and was elected chair the following year.

khumalok@businesslive.co.za