A founder accused of forgery by the listed firm she founded has succeeded in ousting its chair.
Sara Murray OBE is embroiled in a £320m High Court battle with Big Technologies plc after it dismissed her from the position of CEO in March. Murray’s assets have been effectively frozen during the case; and two weeks ago Big Technologies accused her of forgery and deliberate falsification of documents to push through the company’s £577m IPO in 2021. You can read full details of the accusation here.
Late last week Murray was part of a group of shareholders seeking to remove Alexander Brennan, the company’s non-executive chairman, from the board and replace him with James Graham Matheson.
After receiving the notice from the shareholders – which claimed to hold approximately 52% of the active voting rights in the company, with Murray herself holding more than 26% – Big Technologies had said it was verifying whether the requisition for a general meeting to potentially replace Brennan was valid.
Now he has decided to step down with immediate effect.
“Having led the board as interim chairman and then chairman, including during the period of the investigations undertaken by the company related to the removal of Sara Murray as CEO, Alexander has made the determination that it is in the best interests of all shareholders if a new director, independent of the investigations, were to lead the company’s efforts to resolve the protracted litigation against Sara Murray and associated parties,” a notice to the London Stock Exchange read.
Sangita Shah will take over the role on an interim basis.
Shah said: “On behalf of the board, I would like to thank Alexander for his integrity and his conduct, at the core of which has been a steadfast adherence to the highest standards of governance in the discharge of his duties, notably this year.
“This has been a difficult time for the company, and we are grateful to Alexander for his consistent dedication and professionalism.
“The board await confirmation that our offer of mediation will be accepted by Sara Murray to enable the company to progress to constructive settlement discussions.”
Shareholders want Matheson
Murray provided a statement to BusinessCloud last week which claimed the board held back the announcement of their move against Brennan by a week.
“I think the shareholders are absolutely right to believe that the sooner Alexander Brennan steps down and James Matheson takes over, the better it will be for everyone,” she said, adding: “Given the damage he has done to the business, this is not a moment too soon. I have every confidence that James Matheson will be an excellent independent new chairman and will quickly start to turn the company around.”
Investor Andrew Richer, a former Assistant Chief Constable of Bedfordshire Police, said: “I, and a number of other small shareholders, have been asking a series of pertinent questions of the current board as to why they have taken certain actions which we regard as contrary to shareholders’ interests. Answers have either been unsatisfactory or not forthcoming. As a result, we came to the conclusion that a board change was necessary, and on enquiry, it became clear that the majority of shareholders concurred with that view.
“Accordingly, we approached the board of BIG with a request that the views of shareholders be acted upon and provided evidence that the majority of shareholders wished this action to be taken. For reasons which are unfathomable to me, the board appear to be resisting the reasonable request of a majority of the owners of the company.
“It appears that the board have forgotten for whom they work.”
Earlier this week, Big Technologies reported a drop in half-year revenues and profits.
Controversy
The voting rights of several companies with ties to Murray were suspended in June after Big Technologies served legal notices which accused her of failing to disclose interests in the entities, which collectively held 17.3% of Big Technologies’ shares, and also of providing false information during the company’s 2021 IPO. The accusation is that she used offshore shell companies to push out minority shareholders.
The Rickmansworth-based firm alleges that Murray also improperly diverted significant funds from the group prior to 2019.
Murray – who founded and sold comparison website Confused.com earlier in her entrepreneurial career – launched people monitoring specialist Big Technologies, trading as Buddi, in 2005. It provides the Buddi electronic tagging system to the prison service, among other products.
She led a management buyout for £12.3m in 2018 – the circumstances of which are at the centre of further controversy, after five former shareholders in the firm brought legal action against it, claiming they had been forced to sell their holding during the MBO and were therefore denied the opportunity of cashing in from the float.
The potential forgery could “materially adversely impact the position of the company in the… litigation [brought against it by the former shareholders]”, Big Technologies said a few weeks ago, adding: “The company has also concluded that it and Buddi are unlikely to be able to successfully defend material elements of the claim.”
The ex-husband
However, Murray hit back by claiming that they had been bankrolled behind the scenes by her ex-husband Michael Jackson, former chairman of software giant Sage, whom she split from in 2009. Both the former investors and Jackson denied this accusation.
Murray – who was once appointed to the technology strategy board of Gordon Brown’s Labour government – was sacked this summer following an internal investigation with legal counsel.
In May Big Technologies plc appointed Ian Johnson as CEO and Mike Johns as director and CFO of the company, while interim CEO Daren Moris stood down. Brennan joined as chair in April.
The firm saw its share price drop from 105p to 64p in March. It recovered most of that value but has dropped below 87p in the last fortnight following the recent dramatic developments.
However it is up 1.4% today following Brennan’s departure.
It has a market cap of £255m at the time of writing (1pm).