Argo 2020 AGM brought forward to March
The 2020 Annual General Meeting of Argo Group International Holdings is scheduled for March 24, 2020.
The AGM usually takes place around May, but Argo has brought the meeting forward following a move by activist shareholder Voce Capital to convene a special general meeting of Argo shareholders to remove five members of its board and elect five new directors.
Argo hopes to retain control of the process by accelerating the timetable of change next year and announcing that five members of the board will retire as of the 2020 AGM.
A national executive search firm has been engaged to identify candidates to replace them. The board also intends to present proposals to declassify the board, reduce its maximum size of from 13 to 11 director and revise its executive compensation programme.
On December 6, 2019, Voce filed with the US Securities and Exchange Commission (SEC) a definitive consent statement to solicit consents to convene a special general meeting of Argo shareholders to remove five members of the Board and elect five new directors.
But Argo said such a special general meeting was unnecessary given its ongoing corporate governance review and board refreshment process.
“With the retirement of five members of the board and an accelerated timeline for the 2020 AGM, the board does not believe it is constructive to call a special general meeting that would be convened a few weeks before the 2020 AGM and entail unnecessary costs and distraction,” it said.
Accordingly, Argo filed a definitive consent revocation statement with the SEC. The board urged shareholders to sign and return Argo’s white consent revocation card and disregard any blue consent cards received from Voce.
The members who will retire from the board are: Gary Woods, chairman; Sedgwick Browne, risk & capital committee chair; Hector De Leon, member of audit and human resources committees; Mural Josephson, audit committee chair; and John Power Jr, human resources committee chair.
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