REG - Inspecs Group PLC - Response to requisition of a General Meeting

InspecsAnnouncement

14/05/2025 07:00

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RNS Number : 5409I  Inspecs Group PLC  14 May 2025

Inspecs Group plc

("INSPECS" or "the Group")

 

Response to requisition of a General Meeting

 

Inspecs Group plc ("Inspecs", the "Company" and together with its subsidiary
undertakings, the "Group"), a leading designer, manufacturer and distributor
of eyewear (sunglasses, optical frames, lenses and low vision products),
announces that it received on 13 May 2025 a requisition notice
(the "Requisition Notice") seeking to convene a general meeting
(the "Requisition GM") from Downing LLP ("Downing") (via Seguro Nominees
Limited). The Requisition Notice requests that shareholders of the Company
vote on ordinary resolutions to:

 

·    remove Robin Totterman as a director of the Company; and

·    appoint Rocco Benetton as a director of the Company holding the role
of Executive Chairman.

 

The Board unanimously rejects these proposals.

 

As previously announced, the Board is undertaking a formal search, supported
by a leading executive search firm, for a new Independent Non-Executive Chair
to succeed Robin Totterman. The search is progressing well, and the Board has
included Rocco Benetton in this formal search process, at Downing's request.

 

Robin will step down from the role of Executive Chair on the appointment of a
new independent Non-Executive Chair, which the Board expects to announce as
soon as possible after this year's annual general meeting to be held on 3 June
2025 ("AGM").

 

The Board believes that its formal search process follows generally accepted
principles of good corporate governance and will enable the Board to review a
broad array of candidates, which in turn will deliver an optimal outcome for
all shareholders. Furthermore, the Board believes the independence of the
Chair is important for the efficacy of the Board going forward.

 

The Board also believes that, given his extensive industry knowledge,
experience and relationships, Robin Totterman remains valuable to the Group
and therefore, as previously announced, he will continue to perform his
day-to-day executive functions within the business as well as remaining a
director of the Company following the AGM.

 

With respect to the Requisition Notice, the Board recommends that Shareholders
take no action and await a further announcement from the Company, which will
be made in due course.

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR").  The person
responsible for making this announcement is Elliott Smith, Company Secretary.

 

For further information please contact:

 

 Inspecs Group plc                         via FTI Consulting

 Richard Peck (CEO)                        Tel: +44 (0) 20 3727 1000

 Chris Kay (CFO)
 Peel Hunt (Nominated Adviser and Broker)  Tel: +44 (0) 20 7418 8900

 George Sellar

 Andrew Clark
 FTI Consulting (Financial PR)             Tel: +44 (0) 20 3727 1000

 Alex Beagley

 Harriet Jackson

 Amy Goldup

 

About Inspecs Group plc

INSPECS is a leading provider of eyewear solutions to the global eyewear
market. The Group produces a broad range of eyewear frames, low vision aids
and lenses, covering optical, sunglasses and safety, which are either
"Branded" (under licence or under the Group's own proprietary brands), or
"OEM" (unbranded or private label on behalf of retail customers).

INSPECS is building a global eyewear business through its vertically
integrated business model. Its continued growth is underpinned by increasing
the penetration of its own-brand portfolio, worldwide distribution, growing
retail presence, maximising group synergies and its global network, expanding
its manufacturing capacity and scaling the research and development department
as it develops new and innovative eyewear products. The Group has operations
across the globe: with offices and subsidiaries in the UK, Germany, Portugal,
Scandinavia, the US and China (including Hong Kong, Macau and Shenzhen), and
manufacturing facilities in Vietnam, China, the UK and Italy.

INSPECS customers are global optical and non-optical retailers, global
distributors and independent opticians. Its distribution network covers over
80 countries and reaches approximately 75,000 points of sale.

 

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