EDIT: Actually this entire post is wrong. I made a mistake. It happens 🙂 I missed the news that Orange Capital withdrew all their nominees for Trustees. I have no idea why they did so after going to court and winning the right to put those nominees forward, but there you have it. I apologize for being a dick.
Earlier today the ever vigilant Allison Barber caught this piece of news. Make sure you read this analysis all the way through. Partners Real Estate Investment Trust (the “REIT” or “Partners”) (TSX:PAR.UN) announced today that Institutional Shareholder Services (“ISS”) has recommended that its clients vote FOR all of Partners’ Trustee nominees for election at the REIT’s upcoming Annual and Special Meeting, to be held on July 15, 2014. ISS also recommended that unitholders vote FOR the Unitholder Rights Plan and approve KPMG LLP as auditor. ISS is a leading independent international corporate governance analysis and proxy voting firm, whose recommendations are intended to assist unitholders in making choices regarding proxy voting decisions. In making its recommendation, ISS met with the REIT, carefully considered the nominees and details of the proposals put forward and recommended on the basis of what it believes is in the best interests of unitholders. The Board of Trustees is pleased to have received this important endorsement from an independent third-party. The Trustees have taken decisive action to protect and enhance unitholder value and the REIT is well on its way to a brighter future. The Board’s immediate focus is on completing a search for a new permanent CEO and the ongoing strategic review of the REIT. To ensure unitholder votes are voted at the upcoming Meeting, the Board recommends that unitholders cast their vote on the YELLOW proxy in advance of the July 11, 2014, 1 p.m. (Toronto time) proxy voting deadline.
Who Is ISS? According to Wikipedia: Institutional Shareholder Services, Inc. (ISS) is a proxy advisory firm. Hedge funds, mutual funds and similar organizations that own shares of multiple companies pay ISS to advise (and often vote their shares) regarding share holder votes. It is the largest such firm, with over 61 percent of the business It is owned by MSCI. In short Partner’s REIT paid money to ISS so they would announce their paid recommendation to vote their proxy the way the existing governance wanted. Here’s what they advertise as their service – Governance Advisory Services can be used with our turn key proxy voting to ensure complete control of the voting decision ISS is the corporate equivalent of getting your aunt to vouch for you on a rental application. Except you have to pay your aunt.
Landlord Rescue Announces Shareholder Misleading At Partner’s REIT & Recommends Forensic Audit This reeks of the same corporate governance that led to the collapse of the League Ponzi Group, the same crooked corporate governance that was revealed by the trustees during the last proxy battle, a battle that was lost by the trustees who all got canned for raising serious concerns about non arms length transactions, specifically Adam Gant trying to get Partner’s REIT to buy League’s decrepit vacant properties. In a culture of back alley deals as soon as the League scandal seemed to fade away, the purulent boil of dishonest dealings raised it’s ugly head and Partner’s REIT governance got caught pushing through a non arms length transaction. Then CEO Ron McGowan resigned after getting caught red handed with his hand in the cookie jar except it wasn’t a cookie but a half vacant, deferred maintenance mall he was getting from his business partner. In a perfect example of why dishonesty is bad for business, obviously the share prices have been going nowhere but down as the madness continues unabated. You’re a REIT for god’s sake not a soap opera. All you have to do is improve your buildings, pay the mortgages and distribute income, this is not a complicated business plan. As for the poor poor patient shareholders, the best thing to do is the complete opposite of what this board wants. This is the board that has seen your share prices lose 37% of their value. ISS is just one more useless company that provides no value to this debate except to provide Partner’s REIT with an “Appeal To Authority” for shareholders. Shareholders don’t know that the official sounding ISS is just another PR stunt paid for reference. This type of trickery was seen over and over at League. One of the most effective that got a lot of people believing and investing was the “paid rating” scam or the “impressive announcement” scam.
Stop the madness!