The real estate financier rejects the demands of the inconvenient shareholder Petrus Advisers. But Aareal Bank’s Annual General Meeting should be exciting. Because Peter is not alone with his criticism.
Dhe dispute between Aareal Bank and its shareholder, Petrus Advisers, the hedge fund holding 9.4 percent of Aareal shares, is entering the next round. Aare’s chairman of the supervisory board, the former partner of the Metzler-Bank Marija Korsch, rejects in a press release the demands of Petrus for her and the resignation of two other supervisory board members. “There are no legal or other reasons to resign,” she said.
Korsch was first appointed by the Annual General Meeting in 2013 and confirmed with 99.39 percent of the votes in 2018. Their term of office runs until 2023. The other seven supervisory boards on the capital side, Sylvia Seignette, Richard Peters, Christof von Dryander, Elisabeth Stheeman, Hermann Wagner and Jana Brendel, are also elected until at least 2023. That means: Even next year there would be no regular opportunity to have at least one new supervisory board elected for Petrus.
Peter does not give up
However, the hedge fund does not give the impression that it wants to give up quickly. The hedge fund has just increased its stake in the Aareal Bank shares, which have been in the S-Dax and no longer in the M-Dax since March, and has proposed three new supervisory board members for the real estate financier, including a chairman and representative for certain sub-committees. However, Aareal Bank has not put elections to the Supervisory Board on the agenda for its Annual General Meeting on May 18, 2021. But Petrus would have the right to put elections to the supervisory board on the agenda. The hedge fund had already made it difficult for Commerzbank to acquire full Comdirect.
At the beginning of this week, Petrus partner Till Hufnagel had indirectly accused the Aareal supervisory board chairwoman Korsch of not being a team player who worked together with the other committee members and the important investors. “We tend not to see that with Ms. Korsch,” said Hufnagel in an interview with the FAZ. The real estate financier Aareal now counters that before the 2020 Annual General Meeting, there will be a detailed discussion with all major investors, including Petrus, about the competence profile, the staffing and the Terms of office of the Supervisory Board have taken place. The result was, among other things, a shortening of the terms of office and some new appointments. The committee members who were only elected last year and who have now been asked to resign would also have received more than 99 percent of the votes at that time.
According to reports, however, Petrus’ criticism is also at least partially supported by other shareholders and observers of Aareal Bank. The board of directors with six people for 1200 employees is considered oversized, and many also consider it to be overpaid and unhappy put together, since only a few bank directors have “market responsibility”. In fact, Aareal appears to be more willing to make changes on the management board than on the supervisory board. This is not only true because the chairman of the board, Hermann Merkens, is seriously ill and has been absent since November.