By Svea Herbst-Bayliss
NEW YORK (Reuters) – Former Dye & Durham Chief Executive Officer Matthew Proud told the Canadian legal software maker he is ready to call a special shareholder meeting unless the board considers changes he is proposing, according to a letter seen by Reuters.
Plantro Ltd, a company controlled by Proud which owns 12% of Dye & Durham, urged the board in a letter sent on Tuesday to stop searching for a new CEO and give the job to the interim chief, Sid Singh.
It also wants the board to add four new directors, divest the financial services division, and later this year begin work on selling the remaining core business. The board currently has seven directors.
If the board refuses, “Plantro is prepared to requisition a special shareholder meeting to nominate a majority slate of independent, highly qualified directors with proven Canadian public company experience and institutional knowledge of the company,” the letter said.
Plantro said it is ready to “engage constructively,” but also said the board has only until the close of business on Thursday to respond to its letter.
A representative for Dye & Durham was not immediately available for comment.
Proud, who stepped down as CEO six months ago, is ratcheting up pressure days after the company reported third quarter fiscal 2025 earnings, and its stock price tumbled 50% in the last six months, valuing the company at roughly $441 million.
At December’s annual meeting, activist investor Engine Capital won control of the board through a proxy fight.
Even with new directors, the letter said investors are “in limbo” because the board failed to offer a vision for the future, has not explained past performance, and is resisting a “sale process that could generate returns for all shareholders.”
The company acknowledged in February it had received an unsolicited takeover bid for C$20 a share but it was not engaging with the party.
Dye & Durham last year hired Goldman Sachs as a strategic adviser to review options but in November said it was pausing its review after feedback from shareholders.
(Reporting by Svea Herbst-Bayliss; Editing by Chris Reese)
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