Frasers accuses Boohoo of making undisclosed payments to founder’s son

On January 21, Frasers Group’s final resolution for Boohoo shareholders was ultimately turned down, meaning the fast fashion conglomerate’s founder, Mahmud Kamani, was to retain his place as director. While this seemingly brought an end to another chapter in the duo’s leadership battle, it appears yet another twist in the story is only just beginning.

In an open letter published after the closing of the general meeting, Frasers has now accused Kamani and Boohoo of making undisclosed payments exceeding two million pounds to Umar Kamani, the founder and consultant to PrettyLittleThing (PLT) and Mahmud’s son. Such funds are alleged to have been funneled into a bank account in Dubai, according to reports cited by Frasers, which added that despite repeated requests for the details of this arrangement be disclosed, none have yet been provided.

Frasers’ concerns are also in regards to Umar’s role within PLT, a subsidiary of Boohoo for which he is said to be providing “consultancy services”. Umar, who founded PLT back in 2020, returned to the company in September 2024 after stepping down as CEO the year prior. The title of his new role was not publicly disclosed, however, at the time of his return, he announced he was to “take on the responsibility of steering PLT forward”.

Boohoo called on to provide details of PLT founder’s remuneration

In its open letter, Frasers acknowledged that PLT was “currently significant to Boohoo’s business, contributing to its revenue, brand portfolio and overall strategy”, with it being described as a core brand. In light of Umar’s role at PLT, however, Frasers added that it was "surprising" given the “material significance of PLT to Boohoo’s business and the purported importance of Umar Kamani’s role at PLT, that no details of Umar Kamani’s remuneration at PLT have been provided to Boohoo shareholders”.

Frasers said it was “deeply troubled by Boohoo’s governance practices and lack of transparency of material arrangements”, which may go against obligations under the AIM Rules for Companies, UK Market Abuse Regulations and the 2018 Quoted Companies Alliance Corporate Governance Code. It therefore called on Boohoo to “urgently provide full details of Umar Kamani’s consultancy arrangement, including the remuneration that Umar Kamani is receiving”.

Frasers has been repeatedly snubbed in its attempts to overhaul Boohoo’s leadership, in which it has continued to reaffirm that an alleged “crisis” is underway. Upon the launch of a Business Review by Boohoo back in October, through which it was suggested that a potential portfolio split could be undertaken, Frasers has regularly expressed its dissatisfaction at how the company was being run, particularly in light of lacklustre financials and waning share performance.

Its call to place Mike Ashley and Mike Lennon as directors of Boohoo had initially been turned down by the Manchester-based fashion giant, and was later also voted against by shareholders in a requisitioned general meeting. Frasers also asked for Boohoo shareholders to vote for the removal of Mahmud Kamani, however, this too did not come to fruition.

Boohoo has not yet responded to Frasers’ latest allegations, however, its chair, Tim Morris, and its CEO, Dan Finley, have continued to urge shareholders to support its ongoing Business Review and have reaffirmed Mahmud’s “integral part of the leadership team”. It has further asked for shareholders to disregard Frasers’ ongoing campaign that it said appeared “intent on destabilising Boohoo and disrupting the board’s plans to unlock and maximise shareholder value”.