Frankfurt-based Shareholder Value Management (SVM), which owns 8.9% of Mears, last week requisitioned a shareholder meeting to vote on a resolution to remove Bob Holt from the board and bring in a new non-executive director.
SVM said that Mr Holt “lacks the will to enact much needed change that only a new independent chairman can bring”.
This has riled the board of Mears, which believes the recruitment of the new chairman should be conducted “in accordance with good governance practice rather than be circumvented by the wishes of any one shareholder”.
Chief executive David Miles said: “The requisition is an unnecessary disruption of a planned process of board evolution which we have been working on continuously, and will continue to do so, in line with the company's development.
“An important part of this process is the appointment of a successor to Bob Holt. However, in making this announcement today, I must record that I find this public intrusion both frustrating and insulting, especially given the significant dialogue that I have personally had with a number of shareholders in recent months.
"We are determined that all board appointments should follow a proper due process and not be imposed on us by a single shareholder. We will, however, engage with our shareholders during the appointment process."