Bollore's Bid for Aegis Representation Hits Roadblock

U.K. Trade Group Calls Board Nominations 'Conflict of Interest'

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LONDON ( -- Havas Chairman Vincent Bollore's attempt to gain representation on Aegis Group's board has suffered a setback as an influential investor trade organization recommended shareholders vote against his two nominees.
Vincent Bollore is trying to gain two seats on Aegis' board. Aegis is strongly opposed to the move.
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In a statement issued today, the National Association of Pension Funds -- which represents more than 75% of occupational pension plans in the U.K. and accounts for billions of dollars in pension-fund assets -- warned through its voting advisory service, RREV, that "a divided board is not conducive to shareholders' interests." The group said Mr. Bollore's representatives have a "conflict of interest, given that he has significant interests in a competitor," meaning Havas.

'Fundamental conflicts'
Mr. Bollore, who has a 29% holding in Aegis and a 25% stake in Havas, nominated Roger Hatchuel, 73, and Philippe Germond, 49, for seats on the Aegis board in May. Aegis had to postpone its annual meeting for three weeks while the company allowed shareholders time to consider the candidates. Mr. Hatchuel owned the Cannes Lions International Advertising Festival for 17 years before selling it to U.K.-based media and exhibitions group Emap in August 2004 for $96 million. Mr. Germond is a former telecommunications executive.

Aegis Group is strongly opposed to the appointments of the two Frenchmen to its board because of "fundamental conflicts of interest."

The June 14 general meeting looks set to become a battleground as the rival parties fight out their differences. Aegis Group has called for a full shareholder turnout to boost chances for victory against Mr. Bollore.

Industry expectations
Industry insiders expect that by the end of this year Mr. Bollore will succeed in his bid to gain enough power at Aegis to create links between Aegis's media networks, Carat and Vizeum, and Havas's Media Planning Group, even if it means increasing his shares in Aegis to 30%. Under U.K. rules, a 30% stake would force Mr. Bollore to make a takeover bid.

According to RECMA, a French company that monitors media agency billings, Havas had media billings of $8.97 billion in 2005, making it by far the smallest of the six big communications holding companies. Aegis was fifth with $23.88 billion. Leader WPP Group's global billings were $54.31 billion, well ahead of No. 2 Publicis, at $38.75 million.

Executives close to WPP said Chief Executive Martin Sorrell has reached an advanced stage in talks with Mr. Bollore about purchasing Aegis Group's research division, Synovate, once Mr. Bollore has wrested control of Aegis.
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