Big Technologies PLC (AIM:BIG) has alerted the UK’s Takeover Panel after discovering that its recently dismissed founder and former chief executive, Sara Murray, failed to disclose her ties to a group of shareholders holding a large stake in the business at the time of its 2021 listing.
According to the company, Murray either had or still has a relationship with four entities- Zinc Limited, Monitoring Partners Limited, RCP Limited and Romelle Limited - which owned around 17.7% of the company’s shares at the time of the IPO. That stake now stands at about 17.3%. These connections were not made public during the float.
On top of that, Murray personally held around 25.3% of the company’s shares at the time of listing and is believed to be acting in concert with her sister, Judith Murray, who held a smaller stake. Since then, Sara Murray’s personal holding has increased to about 26.8%.
The company has referred the matter to the Panel on Takeovers and Mergers because these combined holdings, along with the undisclosed relationships, might trigger Rule 9 of the Takeover Code.
This rule is designed to prevent investors from quietly building up control in a company. It says that anyone - acting alone or with others - who owns between 30% and 50% of voting rights must make a full takeover offer to all other shareholders if they increase their stake.
Big Technologies is now working with the authorities to understand whether that rule applies in this case.
On Monday, the company sacked Sara Murray and initiated legal proceedings accompanied by an application for a freezing order.