Members hire lawyers and launch legal challenge to block LV takeover: City watchdog urged to delay crucial vote
Under fire: LV chief executive Mark Hartigan
LV members have hired lawyers in a last ditch bid to derail the mutual’s sale to American private equity vultures.
They claim the process has been defined by a ‘material lack of procedural fairness’ and accuse bosses of providing ‘incomplete and/or contradictory information’ about the £530million takeover by Bain Capital.
In a letter drafted by London law firm Leigh Day, they urged the Financial Conduct Authority to postpone next week’s vote on the deal until a series of concerns have been addressed.
The proposed sale of LV to Bain has provoked a fierce backlash.
The deal would see the 178-year-old insurer – formerly known as Liverpool Victoria – stripped of its mutual status. That would mean that instead of being run for the benefit of its 1.2million members, it would be placed into the hands of profit hungry private equity barons.
Members – who have until December 10 to vote – have been offered £100 each to give up ownership of the company. Watchdog, the FCA, has come under fire over its approach after it issued a ‘nonobjection’ to the deal in October.
The letter from Leigh Day ‘regarding the demutualisation of Liverpool Victoria’ urged the FCA to withdraw its ‘non-objection’ and postpone the vote until it addresses a series of issues.
Laying out concerns about the deal, the letter claims:
- LV gave assurances it had ‘no plans to give up mutual status’;
- The board broke a 2019 promise to consult members about voting rules for any proposed demutualisation;
- Members face the threat of being ‘penalised for LV’s procedural failures’ to the tune of £40 each as a successful challenge to the new voting rules could reduce payouts from £100 to £60;
- A key pledge to protect members’ money is ‘potentially misleading’ due to a clause that states Bain can access ring-fenced funds ‘in extreme circumstances’;
- Bosses have pushed ‘contradictory and confusing’ information to justify the sale and demutualisation of the business.
‘This is a deeply unsatisfactory situation which the FCA has allowed to take place and is unfair to the members of LV,’ the letter states.
The deal is being pushed by chief executive Mark Hartigan and chairman Alan Cook, both of whom could earn huge amounts of money if the sale goes ahead.
Members can vote online until December 8 or at a meeting on December 10, with 75 per cent required to vote in favour to pass the deal. But LV bosses face a potential battle over attempts to scrap a constitutional requirement for at least half of members to take part in the vote.
The rule was adopted to protect LV from ‘carpet-bagging’, the letter said, adding members ‘intend to make submissions’ on this matter at a court hearing to rule on the deal.
Kevin Hollinrake, a Conservative MP and prominent campaigner on fairness in financial services, said: ‘From the beginning this buyout has been shrouded in secrecy by bosses with no regard for how it will impact members. The FCA must urgently address the questions raised and ensure members are not being left in the dark.’
Labour MP Gareth Thomas, who chairs the all-party parliamentary group on mutuals, said: ‘The defining feature of this dodgy deal has been the way members and LV’s mutual values have been totally trodden over.’
An LV spokesman said: ‘The objections raised by these members [in the letter] are based on a misunderstanding of the transaction and its implications, and we have been corresponding with them directly regarding this.’
Make your voice heard on LV
We are encouraging LV members, customers, or others, who would like to see it retain its mutual status, rather than be bought out by private equity, to write to it.
You could use the wording from the letter printed in the Daily Mail newspaper’s City pages (pictured here).
We have included the words for you to copy and paste into a letter below.
Send it to Alan Cook, Chairman of LV=, Liverpool Victoria, County Gates, Bournemouth, BH1 2NF
Dear Alan Cook,
I, the undersigned, urge you to reconsider your decision to sell LV= to Bain Capital and instead maintain its mutual status.