Highlights
- James Hardie commits to maintaining independent governance post-merger
- Shareholder value remains a key focus for management
- ASX merger approval process under review after investor reactions
James Hardie Industries (ASX:JHX) has issued a public letter to shareholders to address growing concerns surrounding its proposed $14 billion merger with Azek (NYSE:AZEK). This communication follows recent media coverage suggesting that the Australian Securities Exchange (ASX) is re-examining the approval processes for major company mergers and acquisitions.
In the letter, James Hardie Industries (JHX) emphasized its ongoing commitment to strong corporate governance. The company confirmed that it would continue to have an independent chair and ensure that a majority of its board remains composed of independent directors. This move is seen as a step to bolster investor confidence and maintain transparency in the leadership structure as the merger progresses.
The building materials supplier also reassured investors that management's remuneration practices would remain closely tied to shareholder value creation. Annual advisory votes on executive pay packages will be conducted, ensuring shareholders have a voice in shaping compensation practices. Importantly, the company clarified that it is not seeking to change its listing to a foreign exempt status — a point that had caused some confusion in earlier discussions.
Adding further assurance, James Hardie (JHX) confirmed that any potential changes to its ASX listing status would be put to a shareholder vote, ensuring that investors maintain influence over key corporate decisions.
The recent investor concerns stemmed from a report indicating that the ASX allowed James Hardie (JHX) to move forward with the merger without seeking a direct shareholder vote. This decision sparked backlash from major asset managers and superannuation funds, prompting the ASX to review its approach to shareholder approval requirements for mergers, acquisitions, and reverse takeovers.
As the merger discussions with Azek (NYSE:AZEK) move forward, all eyes remain on how James Hardie Industries (JHX) navigates the regulatory landscape and maintains shareholder trust. The company's latest communication signals a clear intent to prioritize transparency, governance, and investor interests during this pivotal time.