Regional brewer Young's is fighting back against a shareholder that wants to take the listed company off the stock exchange.
Investment firm Guinness Peat Group (GPG), which owns 10 per cent of the voting shares, claims that the London company should go private.
It is calling on the shares to be bought back by the Young family and the Ram Brewery Trust, which already own stakes in the business.
GPG claims that Young's is underperforming, that the board has no defined strategy and that the directors are guilty of "inaction".
It hopes to gain backing from other shareholders at the Young's annual meeting on July 17.
But chairman John Young urged other investors to reject the resolution, saying his family had made no approaches about taking the company private.
"Indeed, having received a copy of the proposals from GPG, the trustees of the Ram Brewery Trust and relevant Young family directors have stated they would vote against any resolution," he said.
He said the move "appears to have been designed to enable GPG to sell its shareholding in Young's rather than for the long-term benefit of the company".
GPG said investors should be offered £10 per voting share and £7.50 for non-voting shares, which would value the business at about £115m.
GPG's move is a change from its normal call for a revision of the company's historic share structure, which does not give voting rights to some shareholders. Its campaign has been defeated at three previous annual meetings.
This month, Young's revealed that pre-tax profits for the year to March 31 were up by over 20 per cent to £10.3m and turnover by six per cent to £96.9m.
Mr Young said: "GPG gives no credit for the sustained progress that has been achieved by Young's over recent years. It also fails to acknowledge that the board has been consistently pursuing a straightforward strategy to improve performance.
"We have successfully grown our sales by means of a combination of targeted investment in our existing pub estate, carefully selected acquisitions of high quality pubs and increased marketing and distribution to enhance the appeal and availability of Young's beers in the free trade."
He said Young's had "plenty of financial muscle" to pursue further deals, which could include a joint bid for a major pub package with another regional brewer.
Young's considers making joint bid for pubs (June 11, 2001)
Fourth year of double-digit growth for Young's (June 7, 2001)