Private landlord Ires pushes back against demands from investment firm

Ires board recommends that all shareholders vote against  resolutions by firm, which includes demands for seats on the board and a review into the potential sale of the company

Irish Residential Properties Reit (Ires) chair Declan Moylan with retiring company chief executive Margaret Sweeney at the company's AGM last May. 

The board of the State’s largest private landlord Irish Residential Properties Reit (Ires) has recommended shareholders vote against all resolutions brought by Vision Capital at its upcoming EGM, which includes demands for seats on the board and a review into the potential sale of the company.

Vision Capital is an activist investment firm which owns 5% of the company. Last month, it requisitioned the company to convene an EGM for shareholders to consider and vote upon the removal and replacement of five directors of the Ires board of directors.

It is also putting forward another resolution that would require Ires to consider a comprehensive strategic review to assess options which could include the sale of the company or its assets with a “view to Ires ceasing to be a publicly traded real estate investment trust”.

The firm said it was dissatisfied with the overall management of Ires under the current board and its executive management team.

Pushing back against these demands, the board of Ires recommended that all shareholders vote against these resolutions, saying Vision Capital is looking to take control of the company “by seeking five of the nine existing board seats, and to force the total liquidity of Ires within two years”.

“The board believes this seriously risks the value inherent in the assets and the platform of Ires in forcing a risky and potentially value destructive approach that, while it might be in the interests of Vision, is not in the interests of shareholders as a whole,” the board said.

The board added Vision was seeking to take control of the company from a minority position “without paying shareholders a premium or a fair price for obtaining control of the company”.

“The board believes the Vision nominees are likely to lack independent perspective and may compromise the effective governance of the board.” 

Strategic review

The board also announced a strategic review to consider the full range of strategic options in order to maximise the value for shareholders. This review will commence sometime over the next three months after the company posts the full year results for 2023.

“It will consider all strategic options available to maximise the inherent value contained within the Ires portfolio of high-quality residential assets and the operating platform.” 

The board also pushed back against calls from Vision to put Ires up for sale or liquidate its assets, saying Vision had “not articulated an alternative business or operational strategy” beyond this.

It said Vision’s “sole objective” was to “create a forced liquidity event to serve its own interests”.

The board said its own strategic review would be better able to maximise the value for shareholders compared to Vision’s proposed review which “constrains the company to a forced sale within two years”.

The EGM is due to take place on Friday, February 16.