NZSA singles out Tilt directors for showing courage under fire

The NZ Shareholders Association has recognised Tilt's independent directors. Photo / Supplied

The New Zealand Shareholders' Association (NZSA) has singled out Fiona Oliver, Anne Urlwin, Phillip Strachan and Geoff Swier as the winners of its "Beacon" Award for their actions as independent directors at Tilt Renewables in 2018.

The award honours one individual or team in the New Zealand business community who demonstrates leadership, bravery and respect while championing equitable outcomes, outstanding governance, and respecting the rights of all shareholders.

In 2018, Tilt was the subject of a takeover offer at $2.30 per share by Infratil and Mercury NZ, who together held a combined 71 per cent of the company.

The independent directors committee, chaired by Fiona Oliver, advised minority shareholders to reject the offer – a stance subsequently supported by the release of an independent report that valued the company between $2.56 and $3.01 per share.

From the time of the offer announcement on August 15 until its eventual close on November 30 - following multiple extensions - the independent directors maintained their consistency in relation to the offer and continued to refute the claims made in multiple communications by the offerors, the association said.

At the time of the offer close, the offerors held a total of 85 per cent of Tilt shares – less than the required threshold for takeover.

Less than three years later, Tilt entered a scheme of arrangement that saw shareholders receive a total of $8.10 per share in July 2021.

"While the extent of value gain was not predicted in 2018, the achievement of any value greater than the original takeover offer price vindicated the stance of the Independent directors at the time," the association said in a statement.

"The stance taken by the independent directors of Tilt, led by Fiona Oliver, is an outstanding example of principle and courage," NZSA board member Martin Watson said.

"Minority shareholders who retained their holdings in Tilt can be very thankful that their interests were represented so well," Watson said.

"All other shareholders in NZX-listed companies can also appreciate what an outstanding example this sets for directors who are charged with representing their interests."

NZSA chief executive Oliver Mander added: "The conduct of the Tilt independent directors demonstrates the value to shareholders of a strong, independent voice on a company board."

Recent winners of the award include Rob Campbell, Brian Gaynor, Sir Stephen Tindall, Don Braid, Tony Carter and Joan Withers.