ABN Amro's announcement yesterday that it will extend the exclusivity period of takeover talks with Barclays makes shareholder TCI's proposed agenda items for the bank's upcoming AGM on April 26 "even more relevant," the activist hedge fund said.
TCI says voting for its proposals will "send a clear message to the board: shareholders expect the board to pursue the best transaction - merger, sale or breakup - which will maximize shareholder value." "Although we applaud the board for holding merger talks with Barclays PLC, the approach made to the ABN Amro board by the Royal Bank of Scotland consortium (which includes Fortis NV amd Santander) makes it imperative that shareholders insist on an open and fair process, whether it's a merger, sale or breakup," the shareholder said.
TCI has asked ABN Amro shareholders to vote on five proposals, including an acknowledgement of the 'principle' that it is in the best interests of all shareholders "to actively pursue any possibilities to sell, spin-off or merge some or all of the major businesses of the company to maximise shareholder value" and for ABN Amro to return any cash profits from disposals to the shareholders through buybacks and dividends.
They have also put forward a motion saying that the bank's board should be required report the outcome of merger investigations to shareholders within six months of the AGM and that it is in the shareholders' best interest for the bank to avoid pursuing acquisitions, "including the rumoured acquisition of Capitalia SpA," for a six-month period.
The hedge fund, which holds a more than 2% stake in ABN Amro, reminded fellow shareholders that they have until Friday to register their shares to vote. TCI first suggested the bank pursue potential mergers or break-ups to increase shareholder value in an open letter in February, before ABN Amro confirmed it was having exclusive merger talks with Barclays on March 19.