ILG has declared a “black day” at the liquor co-op, with four directors attempting to oust the CEO and take control of Australia’s largest member-owned liquor distributor.
Independent Liquor Group (ILG) is an organisation of licensed venues, including hotels, registered clubs and restaurants, and liquor stores, that “work[s] collectively to obtain the best service and benefits” for its members, the owners. The Co‑operative stocks all major producers and returns all surpluses to members, in the form of subsidised wholesale prices and patronage rebates.
The company reports that since July this year, some of ILG’s board have been dissatisfied with current procedures.
Yesterday (Tuesday, 16 October) this dispute came to a head with four directors – Malcolm Russel, Michael Thomas, Kylee Dennis and David Mellor – taking physical control of ILG’s head office, in Erskine Park, with the aid of outside security guards, denying access to CEO Paul Esposito and locking gates on other directors.
The actions were deemed justified courtesy of a ruling at a board meeting attended by only those four directors, and included plans to issue a notice of termination to Esposito, as well as chairman Chris Grigorious and directors Sergio Colosimo and Kent Walker.
A statement issued by Russell announced Esposito’s departure and himself taking over as chairman and interim CEO.
“The ILG Board announces the departure of Paul Esposito as CEO of ILG. His departure is effective from 16 October 2018.”
Central to yesterday’s development is the planned AGM on Monday, where members will be asked to vote on recently issued Resolutions proposed by Russell and former director Neville Blair, now retired, to remove current elected directors.
PubTIC understands some directors had concerns over the recent removal of the former company secretary, and the appointment of an external and independent party reportedly costing the company “substantially less”. The former is believed to have previously been Neville Blair’s solicitor.
The four directors and chairman not involved with the ‘coup’ issued a statement attempting to explain the circumstances around the events and their position, ahead of the pending AGM.
“The ILG Chairman and the majority of the ILG Board would like to notify all members of recent events that have caused a disturbing, profound and ultimately irreversible division within the ILG Board.”
The majority seek to stress upon members that they do not support the proposed resolutions and will be tabling advice from commercial law specialists Herbert Smith Freehills on the matter at the AGM. They believe the actions of the other directors have sought to destabilise the board and are not in the best interests of members.
“This has been an unnecessary and costly distraction for all of us and has taken the focus away from the far more important objective of the growth and stability of ILG.”
Importantly, the statement brands the meeting of the four “invalid”, noting the absence of the appointed company secretary, and announces the immediate commencement of proceedings in the NSW Supreme Court to remove the takeover by force before the AGM.
“These four directors have done irreparable damage to the reputation of ILG and its members.
“Rather than wait for the AGM next Monday to resolve their difference, they simply took control in the most implausible circumstances in an attempt to dominate and control ILG from within. These actions are truly mindboggling!!
“A black day indeed in the history of ILG.”
(signed) Chris Grigorious, ILG Charman, with ILG Directors Damian Bottero, Kent Walker, Sergio Colosimo and Peter Cox.