UPDATE 2-USG People plans pref shares to thwart takeovers

(Adds CEO's comments, analyst, background, shares)

By Aaron Gray-Block

AMSTERDAM, Dec 5 (Reuters) - Dutch staffing firm USG People (USGP.AS) said on Friday it would seek shareholder approval to launch preference shares to protect itself against any unwanted build-up of a controlling stake by a large shareholder.

The Netherlands' second-largest jobs company said its current share price made it relatively inexpensive to build up an influential stake without shareholders benefiting from an attractive public offer.

USG People Chief Executive Ron Icke told Reuters if granted the right, the company could issue 65 million preference shares to a company foundation via a call option, giving it a 50 percent plus 1 share controlling, and protective, stake in the company.

Based on the share price, Icke said a public offer was currently unattractive: "Even if you just pay a 50 percent premium on it, the price is very low, so we want to be sure that if something happens we can make the right balanced choice."

The company has been cited in the past by analysts as a possible takeover target, with Swiss staffing company Adecco (ADEN.VX) mentioned as a possible predator after it dropped its bid for British rival Michael Page (MPI.L) in September.

"The proposal to introduce protective preference shares will raise speculations on a potential offer," SNS Securities analysts said in a note.

USG People shares, which were added to the Amsterdam blue chip index .AEX in September, were up 0.61 percent at 8.30 euros at 1205 GMT, having fallen 55 percent so far this year. The AEX has fallen 54 percent.

The company has a market capitalisation of 539 million euros ($689 million).

NEGOTIATING POSITION

USG People said there was no immediate reason for using preference shares, but that having the option to do so could strengthen its negotiating position in such an event and that shareholders, employees and other stakeholders would benefit from stable and balanced decision-making.

USG People will ask seek approval to amend the company's articles of association at an extraordinary general meeting of shareholders on Dec. 23 to allow for the introduction of preference shares.

Icke said stock markets were not currently working perfectly, adding that USG People had considered proposing the right to use preference shares in the past and that now was the right moment to go ahead.

Icke added that he had not noticed a change in the composition of the company's shareholders and declined to comment on whether the company would be interested in a public offer. (Editing by Will Waterman)