Kerry Co-op chairman has “no problem” holding a “legitimate” vote on the value of shares

This comes amid mounting pressure from what informed sources have described as a significant proportion of A and B co-op shareholders who fear the exchange rate of their shares will be reduced to less than 5.9 Kerry plc shares for each Kerry co-op share could be used to fund a future purchase of Kerry’s traditional dairy business.

With Kerry Co-op holding about 3.5 million Co-op shares valued at an estimated €2 billion, it is understood this group of concerned shareholders have written to the board, insisting they have collected enough signatures to an emergency vote to force the 5.9 conversion rate into the rule book under the ongoing share redemption program.

When asked if the SGM will go ahead, Mr. Carroll said, “If a legitimate request is received representing 20 percent of the shareholders and representing 20 percent of the equity interest, I have no problem honoring that request.

“The problem we have is that last June we were going to submit this very decision to an SGM and we had to withdraw it at the last minute because we had taken legal advice that it was not advisable to do so.

“And we are now in a process at board level to assess this situation and see what options are open to us.

“I as Chairman of the Kerry Co-op and we as a board have to follow the rules of the Kerry Co-op and within our rules there is that option for our shareholders and of course we will respect that option – but it has to be legitimate. “

The North Killarney-based dairy farmer acknowledged that “there are serious concerns out there” about people’s stock ownership and “the board’s ability to do something about it”.

“Certainly there are concerns that the holding in Kerry Co-op needs to be protected and we as a board fully share those concerns.

“We are in the process of formulating a plan to deal with a complexity of issues that Kerry Co-op is facing at the point where she is, and we as a board will be handling these in a calm, measured manner.”

He said the big problem is that there’s a large cohort of shareholders who can’t access their shares through the redemption system because they would have a higher tax rate, so the co-op “needs to develop a mechanism for those people to access these stocks and we’re definitely looking at that.”

“There’s also the joint venture proposal that was put to the cooperative a few years ago and certainly we as a board would hope to revisit that at a later date,” he said.

“But I want to be clear that what has appeared in the media, ‘that there was due diligence’ – that’s not right, we didn’t do anything. Since I became Chairman, we have not had and are not engaged in discussions with Kerry Group about the joint venture.”

However, a concerned co-op shareholder, who spoke on condition of anonymity, fears the board will run with the idea of ​​a joint venture or buy the milk processing altogether, then sell the plc shares and cut the conversion rate down from 5.9 to 5 , 5.1 or 5.2.”

“What we want is for shareholders to have a voice and have a say in how their money is spent. A cooperative is intended to be democratic, unlike a limited liability company or an AG. All of our valued 12,000 shareholders are of paramount importance – whether you own one share or 10,000 shares, we all have the same vote.”