Vladimir Potanin’s Interros holding said Thursday that it would vote against dismissing Norilsk Nickel’s board of directors, calling fellow shareholder United Company RusAl a “destructive” force within Russia’s largest mining company.
Interros is satisfied with the results of a June 28 shareholders meeting and sees “no basis” for reconsidering its outcome, the holding said in a statement.
The announcement came a day after RusAl said it would seek an extraordinary Norilsk shareholders meeting in October to re-elect the board, including ousted chairman Alexander Voloshin, and regain its former parity with Interros.
“The destructive action by RusAl contradicts the interests of other shareholders and the level of RusAl’s participation in the management of the company should be commensurate with and limited to the size of its minority shareholding,” Interros said.
Interros and RusAl, which both hold at least blocking stakes in Norilsk Nickel, had been at odds over management of the mining giant for eight months until a government-brokered truce in October 2008.
Their conflict over the world’s largest producer of nickel and palladium spilled back into the open after last month’s shareholders meeting, which saw Interros re-elect four directors to the 13-member board, compared with RusAl’s three.
Management also won three seats, which RusAl said was the result of voting manipulations using Norilsk shares controlled by subsidiaries of the company.
Analysts said the vote gave Interros and Norilsk management de facto control over the company. Interros and RusAl are now expected to buy up Norilsk shares on the market to gain additional votes ahead of the next shareholders meeting.
The two dominant shareholders also appeared to be making their case to smaller shareholders, with each arguing that their opponent is using Norilsk to further its own interests.
Interros on Thursday accused RusAl of attempting to use Norilsk as a cash cow to pay down some $12 billion in debt.
RusAl CEO Oleg Deripaska argued late last year that Norilsk should pay 115 percent of its 2009 net income in dividends, a proposal Interros and Norilsk management opposed. The company eventually approved a 50 percent dividend for the year.
Separately, Norilsk said in a statement Thursday evening that the dividend payment could be delayed because Voloshin refused to sign off on the results of the shareholders meeting.
Voloshin — whom the Kremlin tapped this week to promote Russia as an international financial center — also took issue with the shareholders’ vote.
Deripaska said earlier this week that Voloshin, an independent nominated by RusAl to represent its major creditor, Vneshekonombank, would be re-elected to the post at the next meeting.
Norilsk’s new chairman, VTB executive Vasily Titov, was an independent on the previous board who was nominated by Interros. The state bank is Interros’ major creditor.
Interros also alleged Thursday that RusAl was unreasonably pulling the government into the conflict, making authorities support its interests.
The government has declined to comment on the dispute at Norilsk, which is on the state’s list of strategic companies.
RusAl said Interros’ criticism was baseless and claimed that Potanin was trying to regain control over the company, which he and former business partner Mikhail Prokhorov jointly owned until Prokhorov sold his 25 percent stake to RusAl in the spring of 2008.
“Interros has an immense wish to control the company in full, like it did in the past, to get access to financial resources needed by Interros, which is in tough financial conditions,” a RusAl spokeswoman said in an e-mailed statement.
She also said Norilsk had enough funds to pay the dividend RusAl sought, since the management had underestimated its revenues, with real nickel and copper prices exceeding those in the budget by 15 percent and 35 percent, respectively.