25 March 2026

Founder Shareholding: Glass v. Protag Ltd

  

Tension between founder and investors, common to many start-up companies, has surfaced with Tyrel Glass, joint founder of ProTag Ltd, challenging his removal as director following allegations he breached his employment agreement as chief scientific officer.

Protag provides herd management systems using internet-enabled ear tags allowing farmers to monitor health of individual cows.

Mr Glass jointly founded ProTag in 2020 with fellow entrepreneur Baden Parr.

Since then, outside investors have demanded greater management control and increased representation at board level as a condition of further funding.

The High Court was told of a January 2026 board decision to fire Mr Glass.

This followed Mr Glass’ personal grievance claim filed with Employment Relations Authority two months earlier.

In the High Court, Mr Glass challenged ProTag’s response; removing him as director and cancelling a proposed allotment of shares.

Evidence was given of a shareholders agreement signed by founder shareholders stating consequences of becoming a ‘bad leaver:’ deemed resignation as a director and cancellation of rights to founders shares yet to vest.

Mr Glass said that he is still nominally a director while Employment Authority litigation is underway and similarly that any cancellation of his shareholder rights is still on hold.

Evidence was given that he claims to still own 24 per cent of ProTag.

He asked the High Court for a ruling entitling him to remain as director and to share in the next round of ProTag shares to vest.

Justice Johnstone declined to intervene.

The shareholder agreement has a clear purpose, regulating how ProTag will be owned, controlled and managed, he said.

This agreement gives the board power to eject a founder whom, in its view, is no longer providing ProTag with the support it needs, he said.

If it is later decided that Mr Glass should not have been dismissed, damages can be awarded for the value of shares lost, Justice Johnstone ruled.

Glass v. Protag Ltd – High Court (25.03.26)

26.115