Gildan to Replace Five Directors Ahead of Annual Meeting

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Gildan announced that it will replace five members of its board of directors ahead of its annual meeting set for May 28. According to a press release shared by the company, it will make changes to its board of directors in an attempt to head off a move by Browning West to replace eight of Gildan’s 12 directors with its own nominees in a move to bring back founder Glenn Chamandy as chief executive.

Gildan, which announced late last year that Chamandy would be replaced by Vince Tyra, said Monday it will replace five members of its board of directors ahead of the annual meeting. The apparel manufacturer also says current board members Luc Jobin and Chris Shackelton will not run for re-election and that it will recommend shareholders vote for Karen Stuckey and J.P. Towner, two of Browning West’s eight nominees.

The new directors who will join the Gildan board on May 1 are Tim Hodgson, Lee Bird, Jane Craighead, Lynn Loewen, and Les Viner. The press release states they will replace Donald Berg, Maryse Bertrand, Shirley Cunningham, Charles Herington and Craig Leavitt.

Hodgson is expected to replace Berg as chair.

“Our slate strikes a balance between ensuring the board retains historical continuity during a period of transition and provides fresh perspectives to ensure it continues to serve its important oversight function on behalf of all shareholders,” the company said in a statement.

However, Browning West has countered that it still has issues with the move. “While we are gratified that every single incumbent director responsible for the board’s many failures is stepping aside, we are disappointed that it is due in part to the board’s relentless focus on protecting Vince Tyra to avoid accountability,” Usman S. Nabi and Peter M. Lee of Browning West said in a statement.

In the midst of all of these announcements, there continues to be external interest in acquiring Gildan and the process is ongoing.