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Proxy adviser Glass Lewis recommends backing Sherritt board nominees

George Armoyan, chief executive officer of Halifax-based conglomerate Clarke Inc., has demanded three seats on the Sherritt board.

Rogelio V. Soli/AP Phot

Sherritt International Corp. (TSX:S) said Thursday that proxy advisory firm Glass, Lewis & Co. has recommended clients support the company's director nominees and resolutions in its fight with a dissident shareholder group.

The recommendation is the second endorsement for the management nominees by a major proxy advisory firm in the company's battle with activist investor George Armoyan and his attempt to join the company's board of directors along with two other nominees.

Glass Lewis has recommended shareholders vote for all of Sherritt director nominees and resolutions and against all of the dissident resolutions, Sherritt said.

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Earlier this week, proxy advisory firm ISS recommended shareholders to support the management nominees to the board, however it a vote to support a dissident motion to stop "special payments to directors that are not aligned with shareholder value."

Armoyan, chief executive of investment firm Clarke Inc. (TSX:CKI), represents about five per cent of Sherritt's stock.

The dissident nominees include Armoyan, David Wood, chief financial of the Municipal Group of Companies, and Astor Group chief executive Ashwath Mehra, who is also the former chief executive of MRI Trading AG and senior partner for the nickel and cobalt businesses at Glencore International AG.

In addition to the seats on the Sherritt board, the group wants to amend the company's bylaws to require unanimous board support for any major acquisition and changes to how both Sherritt directors and executives are paid, as well as some additional perks it says they receive.

Sherritt's annual meeting is set for May 6 in Toronto.

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