PZ CUSSONS PLC Update on Settlement Agreement with Former CEO (5040I)
02 April 2020 - 5:00PM
UK Regulatory
TIDMPZC
RNS Number : 5040I
PZ CUSSONS PLC
02 April 2020
2 April 2020
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
PZ Cussons Plc
("PZ Cussons", the "Company" or the "Group")
Update on Settlement Agreement with Former Chief Executive
Officer
Background
Following the announcement on 12 December 2019 of the retirement
of the Chief Executive Officer Alex Kanellis on 31 January 2020,
certain matters were brought to the attention of the Company. These
related to a number of cash withdrawals and payments made by Mr
Kanellis over a period of years. These actions had not previously
been disclosed to the Board and, if substantiated, indicated
behaviours inconsistent with what would be expected of a senior
member of management.
As soon as it became aware of the alleged activities, the Board
immediately initiated an independent investigation, led by external
law firm Addleshaw Goddard LLP, which is now complete. A report has
been presented to and considered by the PZ Cussons Board. The Board
is now in a position to conclude that Mr Kanellis' conduct fell
short of that which could reasonably be expected from the Chief
Executive Officer and constituted repeated breaches of his duties
as a Director of the Company. The Board is satisfied that the
financial amounts involved are not material in the context of the
Group and that there is no impact on or requirement to restate the
financial statements for the current or any prior periods.
Settlement Agreement with Mr Kanellis
During the period of the investigation, Mr Kanellis (who had in
the meantime been placed on garden leave) retired as previously
announced. The settlement agreement between the Company and Mr
Kanellis dated 11 December 2019 required certain representations to
be reconfirmed by Mr Kanellis before payments due upon his
retirement could be made. As a result of facts coming to light as
part of this investigation, the Board believes that Mr Kanellis
could not in the circumstances reconfirm those representations. As
a consequence, the Remuneration Committee has determined that no
payments will be made directly to Mr Kanellis in connection with
his retirement.
An updated Section 430(2B) Companies Act 2006 Statement relating
to remuneration payments to Mr Kanellis will be published in the
Investors section of the Company's website.
Further Actions
As part of good governance, the Board has instructed a firm of
independent accountants to perform a review of Controls and
Compliance, focusing on specific areas highlighted by Addleshaw
Goddard's report. This external review, and the Board's prompt
actions in dealing with these conduct issues as soon as they were
brought to its attention, emphasise the critical importance that
the Board attaches to appropriate conduct across the entire
Group.
The person responsible for arranging this announcement on behalf
of PZ Cussons is Sam Plant, Corporate Services Director.
-Ends-
For further information contact:
Tim Linacre
Instinctif Partners
Telephone: 07949 939237
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END
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