The Takeovers Panel has compelled buy now, pay later provider Humm (ASX:HUM) to restructure its leadership and establish an oversight framework.
The decision follows a period of intense scrutiny from activist investors who raised alarms over potential insider trading and conflicts of interest involving the company’s chairman and largest shareholder, Andrew Abercrombie.
Under the terms of the agreement, Humm is required to appoint an additional independent director and elevated its CEO to the board "as soon as practicable."
The appointments are designed to rebalance a board currently under fire for its handling of a $385 million acquisition offer from competitor Credit Corp.
The Panel has mandated the formation of a specialised board committee to assess the buyout bid—a committee from which Abercrombie must be strictly excluded.
The regulatory pushback stems from Abercrombie’s controversial decision to acquire company shares in December 2025, just days before disclosing Credit Corp’s proposal, which he had reportedly received a month earlier.
While Abercrombie previously attempted to take the company private via his own family office, the Panel noted that issues of "insider participation" are matters of substance over form.
At the time of reporting, Humm's share price was $0.68.