Last month former Sweett chairman Francis Ives launched a coup attempt to return as chairman in place of incumbent Michael Henderson.
Sweett’s board is recommending shareholders reject Mr Ives’ proposal and said that it remains fully behind Mr Henderson.
Mr Ives owns 4% of the company still and last month claimed the backing of a further 10% of shareholders.
The Sweett board says that it has letters of intent from holders of 41.4% of the company's shares to vote against Ives’ resolutions and indications of support from a further 8.7%, giving it a total of 50.1% currently.
In a statement calling for support from shareholders, Sweett directors said: “The board believes Francis Ives is motivated by emotion and that he wants his old job back. Francis Ives wants to be executive chairman - a clear breach of best practice corporate governance. The board does not believe that Francis Ives is the right person to lead the group.”
Effectively accusing Mr Ives of spreading lies, the board added: “The requisitionists have stated they are concerned about retention of talent – there has been no significant loss of senior talent from the group. The requisitionists claim the group is excessively indebted to its bankers and vendors of acquired businesses and avoided administration only because these parties waived their entitlements – this statement is false. The requisitionists claim that Michael Henderson refused to consider a fundamental financial and strategic review – this statement is false.”
The board said that since Mr Ives left the company three years ago, it had made "significant progress" towards becoming a globally diverse business. “The responsible and considered approach adopted by the board and operational management teams in moving into new geographies and sectors has enabled Sweett Group to withstand the highly challenging conditions in its core markets whilst continuing to deliver growth,” the board said.
Senior independent director Nicholas Woollacott said: "The recent announcements of new commissions spread across the group's regions and sectors, as well as the record order book and robust interim results, give the board confidence in its current team, strategy and in the outlook for the group.
"Not only has Francis Ives failed to articulate a cohesive strategy, he has also made clear his desire to return to the group as executive chairman, demonstrating an attitude towards corporate governance which is not consistent with the standards expected of a publicly quoted company.
"Michael Henderson has the board's unequivocal support in his role as non-executive chairman and has been instrumental in the group's development into the diverse and global business that it has become in recent years.
"The board, which commands 12.4% of the vote, will be voting against all the resolutions and strongly recommends shareholders do the same. The group has received letters of intent to vote against all the resolutions from 41.4% of the share register. In addition, certain other shareholders representing 8.7% of the share register have indicated their support to vote against all the resolutions."
The general meeting of shareholders takes place in London on 9 May 2013 at 10am.
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