Quarto shareholders are to vote on 7th November on the potential removal of chairman and c.e.o. Laurence Orbach as a director of the company.
A special meeting to vote on the issue has been forced by two shareholders, holding 19.2% of the company's shares. The shareholders have made a formal request to remove Orbach and replace him with Tim Chadwick, who is understood to have no previous involvement with the company.
In a statement announcing the event, the Quarto board said it was recommending that shareholders reject the proposed resolutions over a change of directorship, stating that a "well thought-out and well-received succession plan" had already been put in place to make Quarto's c.o.o. Marcus Leaver chief executive officer of the company when Orbach steps down in 2013.
"The Nominations Committee does not believe that Mr Chadwick's past track record and achievements in the publishing industry in the UK which, according to publicly available information, were largely unsuccessful, would add anything to the good governance and running of the company during this key succession phase, and that he would be a very poor substitute for the guiding hand of Mr Orbach."
The board also criticised the move to remove Orbach as "opportunistic" and "destabilising", saying: "The board of Quarto will not allow itself to represent the interests of a minority faction, nor should it allow any form of control by stealth."
The board said Harwood Capital LLP managed the shares behind the proposed resolution to remove Orbach, adding that Harwood Capital LLP's principal Christopher Mills was a repeated critic of Orbach's stewardship of the company.