Toshiba Corporation plans to notify shareholders that two Board Director nominees from major hedge fund shareholders did not receive unanimous approval from the nomination committee.
The embattled corporation will include an annotation in a booklet for its annual shareholder’s meeting on June 28, according to sources.
Nabeel Bhanji, a portfolio manager at Elliott Management, and Eijiro Imai, managing director at Farallon Capital Management will be proposed for Board seats by Toshiba, a turning point in a long-running battle the company has had with shareholders. Both nominees failed to secure one vote, and that vote insisted that the fact their nomination was not unanimous must be publicized.
The fight traces back to when the company faced bankruptcy and almost had to delist. The company’s banking advisors examined taking a large capital infusion from a single sovereign wealth investor, but the company ultimately went with an option presented by Goldman Sachs – a $5.4bn issuance of new equity to be sold to some of the world’s most aggressive hedge funds and activists.
Since then shareholders have accused the board of a lack of transparency and not acting on behalf of shareholder interests, as the Board and the shareholders have vied for control over the future of the company.
Shareholders hope that now, with two major shareholder funds that have the funding and research capability to do due diligence, on the board, that the company will be more responsive to shareholder interests going forward as it looks to embark on Japan’s biggest ever take-private deal.