Buy-now-pay-later provider Humm Group (ASX:HUM) has established an Independent Board Committee to oversee the $385 million takeover proposal from debt collection giant Credit Corp. (ASX:CCP).
The formation of the committee comes as a direct result of a voluntary undertaking agreed upon with the Takeovers Panel last week, following intense scrutiny over the company’s initial handling of the bid.
The IBC, tasked to "consider, negotiate, approve, and implement" the proposal, currently comprises non-executive directors Andrew Darbyshire, Teresa Fleming, and Robert Hines.
Absent—per the panel's requirements—is Humm’s founder and major shareholder, Andrew Abercrombie.
The Takeovers Panel previously criticised the board for failing to exclude Abercrombie earlier, citing his deep associations with The Abercrombie Group as a potential conflict of interest.
Shareholders have grown increasingly vocal regarding a one-month delay in disclosing Credit Corp's December approach.
The frustration has culminated in a high-stakes board spill scheduled for 13 March, spearheaded by activist investors Raper Capital and Collins Street Asset Management.
Jeremy Raper, founder of Raper Capital, has already labelled Robert Hines’ dual role as Humm Chair and interim IBC Chair "plainly untenable," calling for his immediate resignation.
At the time of reporting, Humm Group's share price was $0.66.