One day after Re/Max abruptly postponed a scheduled earnings call citing an internal investigation into allegations “concerning actions” between co-chief executives Dave Liniger and Adam Contos, it appears that predicted damage to the real estate franchise could be negligible.
Though Re/Max’s stock took a 21-percent tumble on Wall Street to $52.65 per share Friday, the inquiry may hinge on a code of conduct violation that could potentially be addressed without jeopardizing the business or harming shareholders in the long run.
“From the outside looking in, it doesn’t seem to be a major event, but it still could be a technical violation of their code of conduct, in which case they’d have to deal with it however they choose to deal with these things,” said Russ Cofano, a real estate industry veteran who previously served as president and general counsel of eXp World Holdings.
“But, outwardly, it seems pretty benign,” Cofano added.
The inquiry by a special committee into an undisclosed personal loan from Liniger to Contos, who was tapped in May to co-lead the global real estate franchise, began in October, according to a company statement issued Thursday afternoon. The purchase of a $2.4 million residence by Contos “at a below market interest rate,” and the exchange of both cash and non-cash gifts, are at the center of the investigation, according to the statement.
Officials don’t believe corporate funds were used, nor do they expect the issue to impact prior financial reports. Nonetheless, officials acknowledged the inquiry could conflict with a Nov. 9 deadline to file the delayed earnings report with the Securities and Exchange Commission. A Re/Max spokesperson declined to elaborate further.
Re/Max executives are prohibited from receiving or arranging loans of any kind from inside the company, and employees found guilty of violating the provision can be subject to immediate termination, according to the Re/Max Code of Ethics and Business Conduct, posted online.
“Executive officers and directors may not receive loans from the Company, nor may the Company arrange for any loan,” the Code of Ethics states. “A loan from a financial institution in the ordinary course at normal interest rates prevailing at the time of borrowing is permissible.”
Contos joined Re/Max in 2004, and after his promotion to co-chief executive in May he was seen as the possible heir apparent to Liniger, who has described himself as “semi-retired” in multiple interviews. Since his return to the company in 2013 following a life-threatening staph infection that briefly left him paralyzed from the neck down, he has said he and his wife Gail have devoted much of their time to philanthropy and investing in good causes.
“Gail and I are in a stage of our lives where we are more focused on figuring out good ways to give away our money to worthy causes than to accumulate more wealth,” he told Denver Real Estate Watch in 2014, shortly after returning as CEO to the company he founded with his wife in 1973.
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