Deloitte faces Mitie shareholders’ revolt

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FTSE 250 outsourcer Mitie has reported significant opposition from shareholders to the reappointment of Deloitte at its annual general meeting (AGM), and has confirmed it has launched a competitive audit tendering process

Of the total of 267,509,426 votes cast, 70.61% were in favour of Deloitte’s reappointment, but 29.39% were against, and 44,081,945 votes were withheld.

In a statement, the company said: ‘Mitie further acknowledges that resolution 10, in relation to the reappointment of Deloitte LLP as external auditor, was passed but with a high number of votes received against it, as well as withheld. 

‘Mitie has announced that it is undertaking a tender process during July, August and September 2017, and will announce a new external auditor in due course.’

The AGM also saw a high number of votes against three other resolutions – one in relation to directors' authority to allot shares; one relating to a general authority to disapply pre-emption rights; and a third which sought additional authority to disapply pre-emption rights in connection with the financing of an acquisition or specified capital investment, limited to the equivalent of 5% of Mitie's issued share capital (excluding treasury shares).

The company said: ‘A process of shareholder consultation has commenced and Mitie will continue to engage with those shareholders who either withheld their vote, or voted against these resolutions, to improve understanding and, if possible, allay any such concerns for the future.’

The AGM came after the company reported annual results in June covering the 12 months to the end of March 2017, which showed a pretax loss of £42.9m compared to a £107.6m profit the year before. 

In its 2017 annual report, Mitie said it had held an accounting review during the year and ‘had found that improvements were required in the approach to risk management and internal audit and has made changes in both those areas’.

As part of this review, KPMG was asked to carry out a detailed review of the policies in relation to long-term complex contracts, mobilisation costs, accrued income and work in progress.

The accounting review identified a number of prior year errors that, due to their materiality, required the restatement of results for periods before 31 March 2017. This led an error of £60.5m, of which £26m is a restatement of goodwill impairment in FY16, £20.9m relates to other adjustments in FY16 and £13.6m relates to earlier years.

As a consequence, the net impact of prior year adjustments in FY16 is £20.9m before other items.

Mitie said a key finding of the accounting review was that the group’s accounting was less conservative than its peers. In response, £39.7m of additional asset write-downs were recognised which were more judgemental in nature, and would result in no future cash outflow.

Deloitte has been Mitie’s external auditor since its market listing in 1987. The company tendered its full external audit services in 2012 and concluded that the firm should be re-appointed as external auditor given its relevant experience in both the listed company environment and the support services sector.

According to the 2017 annual report, Deloitte was paid £1.07m for audit-related services during the year, plus additional payments for non-audit services, bringing the total paid by Mitie to £1.247m.

Pat Sweet | Reporter, Accountancy Daily [2010-2021]

Pat Sweet was the former online reporter at Accountancy Daily and contributor to the monthly Accountancy magazine, pub...

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