UPDATE 3-Akzo abandons profit forecast made during PPG takeover battle

* Akzo Nobel won't make operating profit target

* Warning comes as prepares to face angry investors

* CFO to step aside on health grounds (Updates with analyst, investor reaction)

AMSTERDAM, Sept 8 (Reuters) - Dutch paintmaker Akzo Nobel , which fended off an unwanted takeover approach only three months ago, warned angry investors it would not hit its profit target this year.

Adding to the sense of disarray at the top of the company, Akzo said its chief financial officer was stepping aside for health reasons and that it planned to shake up its paints and industrial coatings businesses.

The profit shortfall and the departure of senior executives raise questions about a defense strategy used to thwart a 26 billion euro ($32 billion) takeover proposal from U.S. rival PPG Industries.

The profit warning came as Akzo prepared to face investors at an extraordinary meeting in Amsterdam on Friday.

The maker of Dulux paint, citing cost inflation and currency factors, said it would not achieve a 100 million euro improvement in annual operating profit it promised in April when it was fighting off PPG.

That rejection angered a large chunk of Akzo's shareholder base, given that PPG's offer of 95 euros per share was a 50 percent premium to the company's share price in February.

The gap remains wide -- Akzo shares were down 2.5 percent at 77.36 euros by 0925 GMT.

"We were not forecasting a 100 mln increase in EBIT anyway, so I am not surprised by the profit warning," said Christian Faitz at Kepler Cheuvreux, who rates Akzo shares "Reduce." "They were absolutely too optimistic."


Rather than be bought by PPG, Akzo proposed the sale of its Specialty Chemicals Division, which represents a third of the company's sales and profit.

The architects of the defense plan are now gone from the company or leaving soon.

Akzo said on Friday that Chief Financail Officer Maelys Castella would take a leave of absence due to health reasons and return "in a senior management position" when she has recovered.

CEO Ton Buechner quit in July, also citing health reasons. Supervisory board Chairman Antony Burgmans, the focus of shareholder ire, has promised to retire in April 2018.

"It is extraordinary that these cases follow each other so rapidly, but it is purely coincidental," Burgmans said of the sick executives on a call with reporters.

New CEO Thierry Vanlancker will meet shareholders on Friday to defend the strategy and goals crafted by others. The company said it would still hit 2020 targets.

Shareholders led by Elliott Advisors twice sued Akzo for the right to hold a shareholders meeting to vote on expelling Burgmans for mismanagement.

Dutch courts rejected those suits, but instructed the company to take steps to repair relations. That led to Friday's shareholders meeting, which will not however offer investors a chance to vote on Burgman's removal.

"I think the company remains in a state of flux and we eagerly await the retirement of the Chairman of the Supervisory Board," said John Bennett, head of European Equities at Janus Henderson, a top-20 investor in Akzo Nobel, in emailed comments.


Under the reorganization announced on Friday, Akzo said it will realign management along four geographical lines for paints and four product lines for industrial coatings: powders, marine coatings, wood coatings and vehicle finishings.

Vanlancker said headwinds such as higher raw material costs were having "a wider and greater impact as the year continues" and the company was raising prices and cutting costs in response.

He cited impacts from a range of temporary problems, including a fire at a Rotterdam refinery, the impact of Hurricane Harvey on supply chains, and low producer confidence in Britain as a result of Brexit.

In addition, he said industry will feel longer-term impact from greater regulatory controls in China and a downturn in the shipbuilding industry.

Kepler analyst Faitz said it is unlikely PPG will return to buy Akzo, given opposition by Dutch politicians and the determination of the Akzo Nobel Foundation, which holds powerful poison pill defenses, to keep it independent.

"Anybody as head of that foundation who would give his okay to Akzo selling out would have to eventually leave the Netherlands under cover and go into a witness protection program," he said. ($1 0.8295 euros) (Additional reporting by Anthony Deutsch and Simon Jessop; Editing by Jason Neely and Keith Weir)