MAS shareholders pushed back against two resolutions at a special meeting on Friday, voting down a five-year asset realisation plan and proposed special dividends — both backed by major shareholder PK Investments (PKI).
PKI, which owns more than 20% of MAS, called an extraordinary general meeting and put forward what it called an “enhanced value unlock strategy”, saying the proposals reflected feedback it received from other shareholders.
The resolutions sought to authorise the MAS board to gradually sell off the company’s assets over five years and return the net proceeds — after debt repayments and operating costs — to shareholders.
The MAS board, required by law to call the meeting due to PKI’s stake, took a neutral stance on the resolutions. While approval would signal shareholder support, the board emphasised any asset sales would still depend on its judgment, market conditions, and legal requirements including solvency tests, the group said.
The board said it was not yet in a position to recommend a course of action and would need independent advice to assess whether PKI’s proposed strategy was in the best interests of shareholders. More than 50% of shareholders voted against the resolutions.
In its extraordinary general meeting requisition letter, PKI had indicated that if the resolutions were not adopted, it would proceed with a voluntary offer to acquire all MAS shares it does not already hold, though no formal bid has been made to date.
Meanwhile, rival property investor Hyprop Investments has indicated interest in making a competing bid, raising capital via a bookbuild in early June.
Following the announcement of potential bids, MAS has appointed Investec Bank as its corporate adviser to assist the board in evaluating the implications of any possible offers for a controlling stake in the group, as well as to explore alternative strategic options, it said in a statement.
Hyprop, which recently raised R808m via a bookbuild, said the potential MAS deal could open access to new markets in Romania and Poland but remains subject to shareholder approval. If the deal does not proceed, the funds will be used to reduce debt and support growth initiatives, the group said in its operational update for the five months to end-May.
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