M&B backs two of four Piedmont nominees
Mitchells & Butlers (M&B) has recommended that shareholders accept two of the four independent board nominees put forward by Piedmont, the investment vehicle headed by Joe Lewis, following talks between the two parties.
In a statement issued to shareholders, the company said that it strongly urged them to vote against the appointment of Michael Balfour and Jeremy Blood to the board in the company's next annual general meeting, but that it supported the selection of Piedmont's Simon Burke and John Lovering.
The pub company said that it also welcomed the appointment of recently nominated Ron Robson, who despite being non-independent due to his link with Piedmont, would make a positive contribution to the board.
The group said that it was asking shareholders not to back Balfour and Blood put forward by Piedmont on the basis that one single shareholder owning just a 23% stake should not be in a position to nominate a majority of the board and that it was not due to their personal qualities.
It highlighted that Burke was a well-respected businessman, who had originally been shortlisted for the role of chairman, and that Lowering had played an important role in seeking to reconcile the interests of the company and its major shareholder.
M&B also recommended that shareholders vote against the resolution to remove Drummond Hall as chairman before a suitable replacement was found saying that Piedmont's decision had been made without any justification.
As part of M&B's recommendations for voting at the next AGM on 28 January, the new board would also comprise Tony Bates, Simon Laffin and Sir Tim Lankester as independent non-executive directors and Adam Fowle and Jeremy Townsend as executive directors.
Ugly spat
The recommendations are the latest round in an ugly spat at the managed operator over corporate governance between its board and the Bahamas-based billionaire.
M&B said in a statement: "Your Board considers that the 'Board Outcome' would comprise a strong and balanced Board with appropriate representation given to a major shareholder.
"Further, the Board would expect over the next year to appoint a new independent non-executive director to replace Mr Hall, who has indicated his desire to stand down as soon as a suitable replacement joins the Board.
"The Board continues to assure to you that its central responsibility is to promote the success of the Company for the benefit of its shareholders, as a whole, and fairly as between each of them.
"Its overriding objective at the AGM is to ensure that the Company maintains a stable and well balanced Board of high quality directors with a majority independent of any allegiance or favour to any single shareholder or group of shareholders, in accordance with best practice corporate governance."
