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Martin Gilbert faces investor revolt over governance concerns

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Veteran fund manager Martin Gilbert faces an investor backlash over his role as executive chair of AssetCo and over a lack of diversity on the Aim-listed company’s all-male board at its annual meeting next week.

Glass Lewis, an influential proxy adviser, has recommended that shareholders of AssetCo vote against Gilbert’s re-election as executive chair, noting that he “was not independent upon appointment to the board”.

Gilbert, who joined the board in 2021, also assumed a part of AssetCo’s chief executive responsibilities last year along with the chief financial and operating officer Gary Marshall, in the wake of the previous chief executive’s departure.

Glass Lewis said it believed the company “should appoint a qualified non-executive director, who was also independent upon appointment, to the role of chair”. Institutional Shareholder Services, another proxy adviser, is calling on shareholders to abstain from voting on Gilbert’s role.

A spokesperson for Gilbert said that Marshall managed the bulk of the chief executive responsibilities and day-to-day running of the business.

The adviser’s recommendations put further pressure on the company after a difficult 12 months in which losses have widened and shares have fallen more than 40 per cent.

Gilbert built his reputation in the City as a prolific dealmaker during his time at Aberdeen Asset Management, which he established in 1983. He oversaw its expansion through a series of deals, which culminated in the £11bn all-share merger with Standard Life in 2017, forming one of the largest fund groups in Europe. He became co-chief executive of Standard Life Aberdeen with Keith Skeoch, but left the company in 2020.

Since taking over AssetCo, a cash shell company, Gilbert — who now also chairs digital money app Revolut — has focused on acquiring other asset managers. The company acquired Rize ETF, but sold the lossmaking business last year to Cathie Wood’s Ark Invest. Other acquisitions include River and Mercantile Group and SVM Asset Management.

Glass Lewis has also urged investors to vote against Gilbert because of the board’s lack of gender diversity, noting that AssetCo is “one of the few remaining UK public companies with an all-male board”.

In another blow, Glass Lewis raised concerns over the board’s plan to be able to issue shares of up to 50 per cent of the company’s share capital — exceeding the 33 per cent cap set by the industry body, the Investment Association. AssetCo declined to comment.

Glass Lewis noted that two directors, including Peter McKellar, hold a number of board positions at public companies — meaning that they might not have sufficient time to devote to AssetCo.

However, the company said earlier on Tuesday that McKellar, who joined at the same time as Gilbert, will retire as deputy chair and executive director at the end of the month.

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