Bentley says Keybridge’s current board is ineffective

The current board of Keybridge Capital has been caught up in a deadlock on a range of significant matters relating to the ongoing operation of the company and is no longer able to function effectively, according to Bentley Capital whose nominees constitute 50 per cent of the current four-member board.

The company also said that, depending on the outcome of the voting, it would aim to remove the current Keybridge’s chief executive, Nicholas Bolton.

Based on advice from William Johnson and Simon Cato, who are also current Bentley’s directors, the firm contacted Keybridge today to advise it was in the best interest of the shareholders to swiftly resolve the impasse through implementing changes to the board so that the company could continue smoothly its operations.

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Therefore Bentley would seek conformation from the remaining two board members, John Patton and Jeremy Kriewaldt, who both represented Australian Style Group (ASG) which held a 21 per cent stake in Keybridge, to call a meeting to vote on the composition of the whole of the Keybridge Board.

In a statement issued to the Australian Securities Exchange (ASX) earlier today, Bentley said that if Patton and Kriewaldt did not confirm their willingness to put themselves up for re-election at  Keybridge convened board spill meeting, then they would leave Bentley no option but to convene its own meeting of Keybridge shareholders to effect a board spill.

Following this, Bentley said that if the outcome of the board spill meeting was such that Johnson and/or Cato were re-elected and formed a majority of the new board, they would:

  • Invite experienced representatives from other significant shareholders of Keybridge to join the new board
  • Appoint a suitably qualified independent chairman
  • Immediately terminate the services of Nicholas Bolton as chief executive as Bentley “ does not believe that it is appropriate for Bolton to remain as CEO”
  • Engage an executive recruitment form to identify a new CEO candidate to manage the day to day affairs
  • Enforce Keybridge’s rights under the Aurora Funds Sale Agreement and defend the claims alleged by Aurora Corporate


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