Platinum Capital EGM Shifts Board Control to L1 Capital Amid Manager Battle
Platinum Capital Limited’s extraordinary general meeting on 1 October 2025 saw shareholders appoint three L1 Capital nominees to the board while rejecting Wilson Asset Management’s candidates, setting the stage for a potential change in investment management.
- Six new directors nominated by L1 Capital and WAM put to vote
- L1 Capital nominees Rachel Grimes AM, David Gray, Douglas Farrell elected
- WAM nominees Geoff Wilson AO, Richard Caldwell, Julian Martin rejected
- Current board to assess independence of new directors post-meeting
- Decision on investment manager replacement deferred to new board
Background and Context
Platinum Capital Limited (PMC) convened an extraordinary general meeting (EGM) on 1 October 2025 amid a high-stakes contest for control of the company’s board and investment management. The meeting followed the withdrawal of a previously proposed scheme of arrangement involving the Platinum International Fund Complex ETF, which failed to secure sufficient shareholder support, notably from the company’s largest shareholder, L1 Capital Group.
In the wake of this, two major shareholders; L1 Capital and Wilson Asset Management (WAM); submitted competing non-binding proposals to replace the incumbent investment manager, Platinum Investment Management Limited. Each group nominated three candidates for board appointment, setting the scene for a pivotal shareholder vote.
The Vote and Its Outcomes
Shareholders were asked to vote on six resolutions, each concerning the appointment of one of the nominated directors. The L1 Capital nominees; Rachel Grimes AM, David Gray, and Douglas Farrell; secured majority support, each receiving approximately two-thirds of votes in favor. Conversely, the WAM nominees; Geoff Wilson AO, Richard Caldwell, and Julian Martin; were decisively rejected, with around 63% of votes cast against their appointments.
The current board, composed of three independent non-executive directors and one executive director, abstained from voting on all resolutions, reflecting a neutral stance amid the contest. Notably, the Chair, Margaret Towers, announced her intention to resign following the meeting, along with fellow director Ian Hunter, signaling a forthcoming shift in board composition and governance.
Implications for Investment Management
While the new directors have been appointed, the question of who will manage PMC’s investment portfolio remains unresolved. The existing board has deferred any assessment of the competing proposals from L1 Capital and WAM to the newly constituted board. Until a formal decision is made, Platinum Investment Management Limited will continue in its role under the current management agreement.
This transitional phase places the new board at the center of strategic decision-making, with the potential to reshape PMC’s investment approach and shareholder value proposition depending on which proposal, if any, is ultimately advanced.
Looking Ahead
The EGM results mark a significant turning point for Platinum Capital, reflecting shareholder preference for L1 Capital’s nominees and implicitly their vision for the company’s future. However, the broader contest for control and management remains open, with the new board tasked with navigating complex stakeholder interests and determining the company’s strategic direction.
Bottom Line?
With L1 Capital nominees now on the board, all eyes turn to the new directors’ next moves on investment management and corporate strategy.
Questions in the middle?
- Will the new board endorse L1 Capital’s proposal to replace Platinum Investment Management?
- How will the resignations of current directors impact board dynamics and governance?
- Could Wilson Asset Management mount a renewed challenge or alternative proposal?
