By Esha Vaish and Mamidipudi Soumithri
(Reuters) - JKX Oil & Gas Plc's (L:JKX) top management quit on Thursday after its second-largest shareholder managed to rally support from other investors for a massive overhaul of the board, in the latest win for investor activism in Europe.
Shareholders voted in favour of all the proposals put forth by Proxima Capital Group Inc in an investor meeting, succeeding where Eclairs Group Ltd, the company's largest shareholder, had failed in 2013.
The vote, that passed despite JKX barring two of its top investors including Eclairs Group from voting, effectively reduces the size of JKX's board and appoints Proxima nominees to top positions.
The change in management could represent a new direction for the company, which has been struggling with oil prices that have fallen to around $30 a barrel and political tensions between its two main markets Russia and Ukraine.
Proxima called for a shake-up in December, saying there had been a "destruction of value" for shareholders due to the erstwhile board's failure to manage the business well.
Chairman Nigel Moore, Chief Executive Paul Davies and five other members resigned, effective immediately, after the meeting, JKX said in a statement.
JKX, which has seen its shares tumble more than 90 percent over the past five years, said earlier on Thursday that its Finance Director Cynthia Dubin and Non-Executive Director Dipesh Shah had also quit.
The company's enterprise value to core profit ratio currently trades at a discount of 52.5 percent to its own median over the last 10 years - a sign that the company might be undervalued.
"We are delighted that all our resolutions were passed unconditionally, without having to rely on the votes of shareholders that are subject to legal dispute," Proxima CEO Vladimir Tatarchuk said in an emailed statement.
Following the meeting, Paul Ostling, a former chief operating officer of Ernst and Young [ERNY.UL], will become chairman and Tom Reed chief executive.
The results exclude votes cast by Eclairs Group and Glengary Overseas Ltd, two of JKX's biggest shareholders.
JKX had restricted them from voting at the meeting citing its inability to clarify the ownership structures and voting arrangements of their stakes.
Eclairs Group, controlled by trusts associated with prominent Ukrainian businessman Ihor Kolomoisky and his associate Gennadiy Bogolyubov, holds 27.47 percent of JKX. Glengary holds a 11.42 percent interest.