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Frank Walker, the owner of National Tiles and star of the group’s well-known radio advertisements, has been accused of falsifying and fabricating board minutes to squeeze out other shareholders in his group.
The Supreme Court of Victoria also heard that Walker – who remains the sole shareholder of National Tiles – offered to pay off a company director at the tiles group via director fees “in perpetuity” for his assistance in covering up the changes to the records of the board negotiations.
Frank Walker, the owner of National Tiles and star of the group’s well-known radio advertisements.
Former National Tiles director John Selak has launched civil action in the Supreme Court of Victoria alleging he did not receive the share options he was entitled to and that National Tiles doctored minutes of board meetings to cover up its actions against its former staff and board members. Walker denies these allegations.
On Tuesday, lawyers for Selak told the court they should be allowed to use the legal documents as evidence because the documents allegedly show Walker falsifying board minutes, a crime which would render any claim for legal professional privilege null and void. National Tiles is arguing the documents are covered by legal professional privilege.
Walker is the sole shareholder of National Tiles, one of the country’s best known radio advertisers, and a favourite of DJs doing mashups of his exaggerated ‘helloooooo’ and unusual pronunciation of tiles (tiiiiiiiiles).
The court heard that National Tiles had introduced an employee share options scheme some years ago to reward staff and directors who were assisting the company with its aims to one day list on the ASX. Employee shareholder plans are often used by businesses to reward senior staff and at the time, National Tiles was looking to double the size of its business.
In April 2020, the company’s board passed a resolution to protect these new minority shareholders created by the employee shareholder plan, according to a draft version of the company’s board minutes. The board minutes were later circulated to the company’s directors who all, bar Walker, agreed to the accuracy of the minutes.
However, the final version of the company’s minutes of the April board meeting report that show that no vote took place and there was no discussion at the board meeting about minority shareholders at all.