A history of independent directors at Reece
November 21, 2025
A history of independent directors at Reece.
Hi Anthony, you've got me diving down rabbit burrows on Reece - it's such a fascinating company and a fascinating situation with the Wilsons and all the palace intrigue with the comings and goings on the board.
I've had one more thought on a nice line you could use - they've engineered a Wilson family DIY disaster.
Here are the 5 Reece AGMs I've been to over the years:
2008: first time attended at Burwood head office - listen to audio of exchanges.
2009: First ever power point from CEO Peter Wilson - see Mayne Report wrap but the audio links are broken. A Perpetual rep requested distribution of franking credits from the floor.
2010: Attended again and apologies for the broken audio links. Threatened a tilt from "feral feminist Catherine Deveny" if they didn't appoint a female director before next year's AGM and they duly did. Alan Wilson made some shocking comments about female competence.
2014: October 30, 2014 - no record of what happened.
2023: asked these 6 written questions.
At two of the first 3, I remember Alan Wilson showing shareholders videos of "DIY disasters" - their whole business model was based on working with licensed white van plumbers, as Peter Crowley explained at that Fletchers AGM last year.
You'd see people falling off ladders or stuffing up their reno. Here's a link to a reference to the competition they used to run. What has happened in America could be pitched at Peter Wilson's own DIY disaster with the stock down 65% from the peak. Afterall, how the hell can they can they bring Sasha Nikolic back from America to be Peter's number two and on the board, when he's spent the last few years running the imploding US division. Nikolic got a ridiculous $13m LTI payout in 2024-25. See p46 of the annual report. This is in addition to Peter Wilson's crazy package as Rear Window explained earlier in the week. A rem strike seems certain this year, which brings us to the Reece board.
The Reece board used to be one of the most stable on the ASX. After the appointment of Ron Pitcher in 2003, they literally went for the next 13 years with only one change to the board, the addition of Andrew Gorecki in 2008. Compare that with the revolving door of the past year which saw two chairs - Tim Poole and founder Alan Wilson - exit the board within two months at the start of 2025 and two new independent directors - Ross McEwen and audit committee chair Karen Penrose - both exit after just 9 months.
The current board is arguably still over-stacked with insiders more than ever before. Peter Wilson is executive chair and two of his cousins - Bruce Wilson and Andrew Wilson - are both non-executive directors representing the two other controlling brothers.
But two long term management insiders and family loyalists have also recently been added to the board with Sasha Nikolic joining as an executive director in July last year and long term CFO and company secretary Gavin Street returning after a 3 year break from the company in February 2025, to be slotted straight in as independent chair of the audit committee. He's even acting chair of the rem committee, for goodness sake. Street literally prepared all the audit committee papers for more than a decade under the direction of dominating executive chair Alan Wilson. He was the bloke following orders from the "tell 'em nothing" boss. I suspect Alan might have made his exit conditional on his loyalist Gavin Street being appointed to the board to chair the audit committee and this might have caused some of the other independents to quit.
Look at this board now. It's down to 6 with no old farts from the first generation left and just 1 female, who is arguably the only independent.
Here is a history of audit committee chairs at Reece, which has seen 4 in the past 21 months.
Ron Pitcher: 2003 until his retirement from the board in October 2018.
Tim Poole: October 2018 until December 2023
Karen Penrose: December 2023 until August 2024
Angela Mentis: November 2024 until February 2025
Gavin Street: February 2025 to the present
Director history at Reece
Ron Pitcher: left his executive role at Pitcher Partners in around 2000 and joined the Reece board in 2003, immediately becoming chair of the audit committee. Until March 2008 he was the only non-Wilson on the board. Pitchers were the long term auditor of Reece. The last accounts they signed were in August 2018, and then Ron retired from the board 3 months later on October 25, 2018 with KPMG taking over signing their first accounts in February 2019. Ron served 15 years, was classified as independent the whole time and was 79 when he retired. Nothing changed re audit independence whilst he was on the board, even after Pitcher Partners signed the disastrous ABC Learning 2006-07 accounts claiming it had just made a $143m profit and had net assets of $1.9 billion. It went into administration 15 months later and the Pitchers partner concerned was later banned for 5 years. The ASX Corporate Governance guidelines changed after HIH collapsed in 2001 and listing rule 12.7 requires ASX300 companies to have a 3 NED audit committee, at least two of whom need to be independent. Reece was able to flout this because they only joined the ASX300 in September 2020, after which is became a constant struggle to satisfy this requirement.
Tim Poole: first appointed to the Reece board on July 28, 2016, by which point he'd already chaired 4 listed companies - Newcrest, Aurizon, McMillan Shakespeare and Lifestyle Communities - so was clearly a candidate to replace Alan Wilson as independent chair at some point. Six years later on August 23, 2022, it was announced that Alan Wilson, who was 82 at the time, would move to executive director and Tim Poole would become acting chair and manage the chair transition process to an independent chair, but not necessarily him. Poole had an in with the family as he grew up in Larne Ave Donvale living next door to John Wilson and his son Bruce, who did a baton change on September 9, 2016, 5 weeks after Poole joined the board. Tim was also friends with Peter Wilson at Monash Uni in the early 1990s when they studied Commerce together. This announcement on chair transition described Alan as "the founder of the Reece Group" - not a co-founder with his brothers, the single founder. Tim Poole heaped praise on Alan in his 2022 AGM address as "acting chair". On May 22, 2023, it was announced that Peter Wilson would become long term executive chair but Tim Poole became the stop-gap chair from that day, meaning he was no longer "acting chair". This led to some awkward exchanges at the 2023 AGM. On May 1, 2024, it was then announced that Tim Poole would retire as chair after the AGM on November 1, 2024, at which point Peter Wilson would be executive chair and his 84 year old father remained on the board as an executive director. Tim ended up staying an extra two months and only exited on December 31.2024. However, they promised the appointment of a lead independent director back in May 2024, so who would this be? Poole did an 8 year stint, including 2 years as chair, the longest run of any independent director at the company.
Megan Quinn: appointed to the board on September 1, 2017, as the equal first female director when Andrew Gorecki retired and then quit on July 2, 2025, with immediate effect declaring that "after 8 years I have decided to step down and provide opportunity for fresh perspectives".
Georgina Williams: appointed to the board on September 1, 2017, as the equal first female director when Andrew Gorecki retired. Only lasted one term despite forging a career as a professional director after a brief 8 month stint as CEO of Food and Wine Victoria which ended in early 2018. Now on the board of ART. May have got to know the Wilsons through a long stint in NAB's business bank or through an engagement role at Australian Super. Her departure some time between the release of the 2020 annual report and the 2020 AGM was truly bizarre as there was no ASX announcement and not even a final directors' interest notice, presumably because she never bought any shares, although that doesn't stop the requirement for an exit holding statement. She lasted 3 years an potentially faced being voted off at the 2020 AGM.
Ross McEwen: joined the board in October 2024 as lead independent director after retiring as NAB CEO in April 2024. See the August 19 2024 announcement which was twinned with the sudden resignation of Karen Penrose. He was supposed to be the lead independent director but only lasted 9 months and quit suddenly on June 30, 2025, claiming it was to focus on being chair of BHP. The exit statement quoted Peter Wilson saying the two have "had a long relationship since he was CEO at NAB", a position he commenced in 2019-20. NAB has been the long-term lead banker to Reece. McEwen joined the BHP board on April 4, 2024, 3 days after retiring as NAB CEO but only won the BHP chair succession contest on February 12, 2025 with a start date of March 31. Why did he wait 3 months to claim workload reasons to quit Reece? Was this the real reason he quit?
Karen Penrose: appointment was announced on December 18, 2023 and like other she was parachuted straight in to chair the audit committee, but she only lasted 8 months until this August 19 2024 announcement which was twinned with the appointment of Ross McEwen to the board, who quickly helped a source a new audit committee chair from within NAB's ranks.
Angela Mentis: announced as a new director on September 20, 2024 and started on November 15, 2024, leaping straight is as chair of the audit committee. Was one of Ross McEwen's direct reports at NAB, which looks to be the connection, as McEwen's appointed to the board was announced a month earlier on August 19, 2024. They even have come as a package deal. However, she only lasted 3 months as audit committee chair until they brought back former CFO Gavin Street to serve an an independent director.
Andrew Gorecki: first appointed as an independent director in March 2008. Peter Wilson explained at the 2008 AGM that they got to know Andrew through his journalism work writing about Total Quality Management and Reece over the previous few years. He has never served on any other public company board and retired from the board after 9 years in 2017.
Gavin Street: the long term Reece executive and former company secretary and CFO only left the group in 2021 but returned as an independent director in February 2025, immediately taking over as chair of the audit committee even though he only stopped being CFO in July 2020 and even though he does have a full time job as chief commercial officer at Vulcan Steel, an Auckland-based ASX listed company capitalised at $830m. Street was paid $1.14m in his last full year with the company in 2020-21. Her owned 23,316 shares in August 2021 and August 2022 and still had 23,000 shares when he returned to the board in February 2025. The 2022 remuneration report said he was paid 840k in 2021-22 but ceased being CEO ANZ on December 10, 2021, when his options were forfeited. He was recruited from Reece to be CEO of Lawrence & Hansen with 1000 staff in January 2022.
Sasha Nikolic: joined the board as a third executive director on July 1, 2024, having returned to Australia after running Reece USA. This means Peter Wilson had two months as executive chair with his two former chairs both still in the board room. But at the February 2025 results, he announced that his father Alan would be retiring on March 1, 2025, and taking the title "Chairman Emeritus", just like Rupert Murdoch at News Corp and Fox.
Wilson family movements at Reece
The 3 brother are now 87, 84 and 79 respectively.
John Wilson: oldest brother who was replaced by his son Bruce Wilson on September 9, 2016, when he was 78. He was born on December 21, 1937 and is now 87, living in Templestowe.
Bruce Wilson: youngest brother who was replaced by his son Andrew Wilson on September 1, 2018, when he was 72. He's been off the board for 8 years and is now 79.
Peter Wilson: joined Reece after graduating from Monash University in 1993 and rose to be chief operating officer in 2005 and then CEO in 2007, albeit under his father as executive chair, through until February this year when he finally retired.
Alan Wilson: long term executive chair who handed the CEO title to his son Peter Wilson in 2007, when he was 66. Reece last disclosed his age as 76 when he was up for election at the 2017 AGM when means he is now 84. There was no reference to his age in the 2020 notice of meeting or in the 2023 notice of meeting when he was last elected. Alas was then replaced as chair by Tim Poole in August 2022 but he out-lasted Poole's two year stint as independent chair serving as an "executive director" all the way through until his retirement in February 2025. Bizarrely, the company rejected a request to clarify his age in early 2025, even though son Peter congratulated him at the 2020 AGM for his 80th birthday on October 28, 2020, which means he is about to turn 85. The pay differences between executive and non-executive directors is another interesting issue. Bizarrely, Alan Wilson claimed to be an "executive director" until he retired, but on page 60 of the 2024-25 annual report he is listed in the table with the non executive directors and the note at the bottom says his pay included a benchmarked consulting fee for his assistance in the plumbing business. He shouldn't have been paid more than lead independent director Ross McEwen, who probably left because the money as lead independent was so bad. Was this why Ross McEwen didn't stick around as he should have taken over as independent chair on circa 800k.
Tim Poole delivered quite a eulogy to Alan Wilson when speaking as acting chair at the 2022 AGM, thanking Alan for his 21 years as executive chair and saying they were searching externally for an independent non-executive chair.
INDEX and acquisitions history
Could the Wilsons afford to take Reece private and how much have public investors put into it?
May 7, 2018: announced a $1.91 billion acquisition of US business MORSCO which was funded by a $600m equity raise. The Wilson family contributed an extraordinary $300 which meant they were only diluted down from 76% to 72%, with external shareholders paying $10.20 per share for the $179m placement and $9.30 per share for the $121 million through the entitlement offer, meaning external shareholders collectively spent $300m buying 30.56 million new shares at an average $9.82.
They they bought Californian plumbing supplies business Todd & Pipe for what finished as $US170m in September 2019, so the total acquisitions expense in the US was $2.2 billion and in the latest full year it delivered EBIT of just $136m after a 23% drop from $178m in the previous year. .
Second capital raise - more dilution of the family
April 24, 2020: Reece (REH): became the first issuer to ever follow an institutional placement with an entitlement offer that was also twinned with an SPP for retail. The detail is all spelt out here but this was bold for a capital raising because it sets the precedent which says: “any company which does an institutional placement should also do an SPP on the same terms, regardless of whether there is an entitlement offer thrown into the mix as well.” Asciano is the only issuer that did a make-good SPP after a placement/entitlement combo but it wasn't at the time same. Here is the 2009 SPP outcome announcement explaining how the Asciano offer was scaled back from $290 million to $100 million but retail shareholders had still successfully topped up after the earlier dilutive placement and entitlement offer. Tellingly, then Asciano chairman Tim Poole is now deputy chair of Reece. The $647 million Reece package involved a $368 million placement at the fixed price of $7.60, which was a 12.5% discount to the last closing price of $8.69. There was also a 3-for-55 non-renounceable entitlement offer at the same price to raise $232 million and the $42 million institutional component was more than 99% subscribed. The three Wilson brothers were collectively in for their full $170 million slice of that, coming in through the $190 million retail offer. The Wilsons were diluted down from 73% to 67% by the placement and a little further by the SPP. The 4,894 eligible Reece retail shareholders had a theoretical maximum take-up of $147 million in the SPP which wasn't capped. In the end, 1,991 of them applied for $47 million worth of SPP shares with an average application of $23,600 and a healthy take up rate of 40.6%. The $20 million retail entitlement offer (ex Wilsons) also had unlimited overs. See outcome announcement. This capital raising also had the effect of catapulting Reece from not even being in the ASX300 in June 2020, to membership of the ASX100 by the end of 2020, forcing index funds to drive the stock higher.
This means non-Wilson shareholders contributed $477 million buying 62.76 million shares at $7.60, combined that with the 2018 raise and public investors contributed $777 million for the dud US expansion at an average price of $8.33. Australian Super was the biggest backer of the raise emerging as a substantial shareholder with 5% in 2020 and retaining the position to this day. Will they vote to cause a rem strike at the upcoming AGM?
Reece was added to the ASX300 in September 2020 and then added to both the ASX200 and the ASX100 3 months later on December 21, 2020, meaning it had gone from not even being in the 300 to being in the 100 in just 3 months. This had a profound effect on the stock after index funds were forced to buy.
The stock peaked at $29.38 in September 2024 so it has fallen by nearly two-thirds top to bottom. The family still own 56% (suspect it's higher as don't trust this number) so they are in danger of being booted out of the ASX100 given the limited free float.
How much debt is the Wilson family carrying. They've never sold a share and collectively spent $300m buying shares at $9.30 in 2018 and then a further $170 million at $7.60 in April 2020. Did they go into debt with that $470m cash injection over two years? Maybe, but they've received more than $500m in dividends since then, so their controlling stake should be debt free and Reece itself is only carrying net debt of $590m in the latest results. This means both the family and company balance sheets are fine, why aren't both buying the stock if it is has been so unfairly oversold?
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