Confusion reigns at ILG

18 October, 2018 by Deborah Jackson

In October four members of ILG’s Board tried to remove other Board members and CEO Paul Esposito from the company, this was how TheShout reported the matter.

It has come to the attention of TheShout that yesterday, 16 October, four Directors of the Board of the Independent Liquor Group (ILG) attempted to serve termination papers to CEO Paul Esposito.

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Those four Directors, namely Malcolm Russell, Michael Thomas, Kylee Dennis and David Mellor also acted to remove the Chairman, Chris Grigoriou and two other Directors, Sergio Colosimo and Kent Walker.

A statement was issued yesterday by Russell announcing the “departure” of Esposito and that he himself would be ILG’s new Chairman and would also be acting as CEO until a replacement for Esposito was found.

Yesterday’s statement said:

The ILG Board announces the departure of Paul Esposito as CEO of ILG. His departure is effective from 16 October 2018.

Mr Esposito has been ILG CEO since 2017.

The Board has decided that the ILG Chairman, Mr Mal Russell, will assist with the operational guidance of ILG while an executive search is conducted for the new CEO.

ILG Chairman, Mr Mal Russell, said “We have an experienced senior executive team who will work with the Board and myself to manage the business while we search for a new CEO.”

“The ILG Board wishes to thank Paul for his positive contributions over the last 18 months.”

“ILG is entering a phase of strategic opportunities and our search will involve finding the right person who can focus on maintaining and improving our service and product offering to members and at the same time manage these opportunities.”

TheShout has obtained a statement from the ousted Chairman, Grigoriou, and a majority of the ILG Board which describes yesterday’s events as, “A black day indeed in the history of ILG”.

The statement is signed by a majority number of ILG Board members including Chairman Chris Grigoriou and Directors, Damian Bottero, Kent Walker, Sergio Colosimo and Peter Cox.

These members will commence proceedings in the Supreme Court of New South Wales today to address the actions of yesterday.

The full statement reads:

Dear Members, Suppliers and Staff of ILG

The ILG Chairman and the majority of the ILG Board would like to notify all members of recent events that have caused a disturbing, profound and ultimately irreversible division with the ILG Board.

Since July this year, some ILG Board Directors have been dissatisfied with current Board procedures and the “majority rules” principle. They have taken it upon themselves to destabilise the Board by casting innuendos and untruths about other Board Directors and recent Board decisions. These recalcitrant Directors have sought assistance from both past Directors as well as legal consultants (previously employed by ILG) in an attempt to gain control of the Board, remove existing Directors elected democratically at last year’s Annual General Meeting as well as replace many of the current ILG Executive and longstanding staff members. You may have heard distressing rumours to this effect.

This has been an unnecessary and costly distraction for all of us and has taken the focus away from the far more important objective of the growth and stability of ILG. Despite the best efforts of those of us on the Board to mediate and respond to the concerns that some Directors may have had, it has now reached an impasse and unfortunately personality issues have taken over and the situation has become untenable with recent Board meetings reduced to only 5 Directors being present.

You may have received in the mail a number of Resolutions (dated the 28th of Septemer) that have been proposed by two persons, namely Mr Mal Russell (current Director) and Mr Neville Blair (previously retired Director) to be voted on by members at this year’s AGM. Please be aware that the majority of the Board DO NOT support these resolutions. These unprecedented Resolutions to remove elected Directors have never been proposed in the history of ILG. The ILG Board has sought advice from Herbert Smith Freehills, a respected commercial law firm, on the matter of Director Vacation and their advice will be tabled to the membership at the AGM.

The Board majority do not object to members’ resolutions being proposed at the AGM. In fact, it is part of the unique nature and rules of our Co-operative that allows for such motions and discussions. It is interesting that with the recent appointment of an external and independent Company Secretary many of the governance issues that some directors had concerns with are now being dealt with. It is very pleasing that the cost to ILG of the external Company Secretary are now substantially less than the previous consultant.

The majority of the Board felt it only right to respond to the many questions that were being asked by members over the past weeks, particularly, with the confusion over the amount of resolutions being proposed as well as the Board instability and poor governance that they were suggesting. These resolutions are simply hiding their true objective of overall Board and Management control of ILG.

Our worst fears were realised on Tuesday (16th of October), as four Directors being Malcolm Russel, Michael Thomas, Kylee Dennis and David Mellor accompanied by security guards stormed the ILG office at Erskine Park and seized control. Staff were visibly upset and totally confused by these bizarre and unbelievable actions. They purported to issue a termination notice to the CEO, Paul Esposito, and under the guise of an invalid Board Meeting attended only by those four directors and without the appointed company secretary purported to remove the Chairman, Chris Grigoriou and two other Directors being Sergio Colosimo and Kent Walker.

These four Directors have done irreparable damage to the reputation of ILG and its members. Rather than wait for the AGM next Monday to resolve their difference they simply took control in the most implausible circumstances in an attempt to dominate and control ILG from within. These actions are truly mindboggling!!

We will commence proceedings in the Supreme Court of New South Wales today to address these invalid actions that can only be described as treachery and betrayal.

A black day indeed in the history of ILG.

Signed:

Chris Grigoris, ILG Chairman

Damian Bottero, ILG Director

Kent Walker, ILG Director

Sergio Colosimo, ILG Director

Peter Cox, ILG Director

So far today, TheShout has received a number of phone calls from people across the industry regarding this matter and the implications for ILG. TheShout has also reached out to Mal Russell but had no response before publishing.

Following on from this story, the ousted members of ILG went to the Supreme Court, which gave its ruling on the leadership issue. Subsequently a new Board was voted in at the company’s AGM on the Gold Coast.