Solutions 30 can blow. The group will be able to file its 2020 accounts with the commercial courts. The general assembly, which was held this morning, approved them, despite the advice of the proxy advisory agencies who had recommended voting against. As a reminder, these accounts were not certified by the company’s auditor, EY, who abstained at the end of May, arguing that he did not have all the documents necessary to carry out his work. An unprecedented move, came after an anonymous report and US short seller Muddy Waters accused the group of fraud and mistaken accounts. Solution 30 has since counter-attacked in court.
New auditor approved
The general meeting also gave its discharge to the directors (a discharge granted to the members of the management board and of the supervisory board for the execution of their mandate), and voted 84% in favor of the appointment of the new PKF auditor, which was mandated to audit the 2021 half-year accounts.
The two resolutions on the 2020 accounts were approved at 68.64%. It is a fact, but “ if we subtract the voting rights of directors, this resolution would not have passed. Gianbeppi Fortis, Chairman of the Management Board, holds 16.2% of the voting rights. That is more than 17 million of the approximately 29 million titles which voted in favor. If we add the few percent held by Karim Rachedi, former leader of the group who declared to have fallen below 5% but who still remains an important shareholder according to the statements of Gianbeppi Fortis at the general meeting, these resolutions do not would therefore simply not have been approved », Notes Sébastien Faijean, associate director at IDMidCaps.
“ It is the same for the resolution on the discharge, which for its part was only approved up to 61.65%. He adds.
Supervisory board members more than 95% elected
On the other hand, the mandate of the four members of the supervisory board was indeed renewed with very high scores, above 95%. Even Paul Raguin, a member of the audit committee for which the voting advisory agency Glass Lewis recommended voting against, scored very high.
Solutions 30 avoided disaster. Without discharge, without auditor, without members of the supervisory board, the group would have found it difficult to function properly. On the other hand, Solutions 30’s 2020 accounts may never be audited. PKF Luxembourg has been mandated to audit the 2021 accounts, and immediately those ending on June 30.
“ We understood in the various communications made by the president of Solutions 30 that the new auditor who would be appointed to the General Assembly also had to audit and certify, if necessary, the 2020 accounts within a period of a few months. However, it appears that this will not be the case. In the end, the 2020 accounts will not have been subject to any certification (refusal, with reservation or without), which is unprecedented for a company listed on the SBF 120 », Adds Sébastien Faijean.
In the wake of the general meeting which validated all the resolutions, the stock gained more than 10%. Since a high reached in early December, at 19.85 euros, the share has lost more than 70% of its value.