Nuix told the ASX yesterday that its board has set up an independent sub-committee to try and deal with criticism of it for poor corporate governance and weak management oversight of the business.
The move to try and address investor concerns via committee (rather than results) follows a bout of very bad publicity last week about its initial public offering (IPO) by its largest shareholder, Macquarie Group last December and the way the company’s business and share price have sunk.
At the same time the company said in Monday’s statement that it will appoint more independent board members.
Macquarie still controls 30% of the company and for a lot of investors and analysts, that remains a concern going forward.
In a statement to the ASX on Monday morning, Nuix said the initiatives were in response to recent market feedback.
Last week’s stories in the Fairfax newspapers raised questions about the company’s governance and financial accounts in the years before it floated – especially how a co-founder managed to get hold of millions of dollars of options for only a small investment.
“To ensure appropriate oversight and review of recent matters raised by market participants, the Board has established an Independent Board Sub-Committee comprised of independent directors Jeff Bleich, Sir Iain Lobban and Sue Thomas, Nuix said in the ASX statement.
“The Sub-Committee will work with external advisers and Nuix’s internal legal and risk management functions,” the company said.
It didn’t specify what matters investors raised with the company.
The company revealed that it intends to expand its board from the current five members with the appointment of additional independent non-executive director.
To do this Nuix has appointed an international search firm to assist in the selection process.
It said in the ASX statement that criteria for the appointees will consider an objective to increase diversity and include a preference for Australian-based candidates with experience in relevant areas. This includes areas such as international business, technology, finance and accounting, governance, and risk management.
Nuix Chair, Jeff Bleich said in the statement; “The recent Nuix investor day showcased a truly great company with unique and world-class technology and people. In my address I made clear that the Board was listening to the feedback from our shareholders and the market. These initiatives are important building blocks to continue to strengthen corporate governance and achieve our performance objectives.”
At the company’s investor day and market update last week, Mr Bleich admitting that the company had not developed the governance and communications structures needed by a billion-dollar public company.
