Corporate Governance

NYSE should force vote on Sovereign deal

7 Nov 2005

Sovereign Bank should be made to consult shareholders on the sale of a 19.8% stake to Santander. Doing otherwise would allow Sidhu to get away with gaming change of control rules.

Sovereign’s board failed shareholders

2 Nov 2005

The US bank s directors shamefully neglected their fiduciary obligations to shareholders when they voted in favour of the Santander deal. Could it be they had interests to protect other than those of investors? That looks to be the case for at least two longstanding directors.

Breakups aren’t broken

29 Oct 2005

Cendant, Primedia, Viacom, Sara Lee and others have seen their breakup plans flop. But that shouldn t give comfort to bosses at GE, Citi, Time Warner and elsewhere. The flops are more indicative of companyspecific issues.

Viacom’s split fizzles

21 Oct 2005

The media group s stock price suggests the real problem was not a conglomerate discount, but a Sumner Redstone one. The breakup still leaves two companies under the baronial control of the chairman and his daughter.

Delphi boss seeks 10% of equity

18 Oct 2005

So take Steve Miller s generous voluntary offer to cut his annual salary from $1.5m to just one dollar with a big hunk of salt. Imagine Delphi with a pristine balance sheet and net margin of just 2% in two years, and that equity would be worth hundreds of millions.

Railtrack defeat was not in vain

16 Oct 2005

Shareholders in the UK rail operator always faced an uphill task to prove the government deliberately set out to harm them. But in the court of public opinion, the government had long been convicted. It will need to change its ways to regain the trust of business.

Murdoch should keep his promises

10 Oct 2005

Having broken a pledge to put News Corp s poison pill to a vote, the media mogul is suffering a breakdown of trust with investors. They are now taking the fight to BSkyB. And rightly so. Otherwise, Murdoch may feel free to trample on them again.

Compass boss Bailey stands down

28 Sep 2005

Mike Bailey has overseen two profit warnings in a year, and a 30% fall in the contract caterer s share price. He s right to leave. But the timing is lousy. Compass s chairman is standing down too. His replacement Sir Roy Gardner has his work cut out.

Porsche to take 20% of Volkswagen

25 Sep 2005

The move, bearing the fingerprints of VW s supervisory chairman, is terrible for German capitalism. It s patently designed to coddle VW. The best defence for VW from unwanted suitors would have been a coherent, wellexecuted strategy, something Piech never allowed to form.

SEC considers soft dollar limits

23 Sep 2005

Apart from a few wellpublicized abuses, it is not clear there's a big problem here that can't be solved through better disclosure. Moreover, the softdollar pie appears to be shrinking in the US.

Morgan Stanley discredited directors take dive

12 Sep 2005

Three of the investment bank s board members and fiercely loyal supporters of former boss Philip Purcell stepped down last week. That's mostly good news. Backing Purcell coloured their judgment. But investors should be wary of stuffing the board with John Mackolytes.

Ollila to become Shell chairman

4 Aug 2005

Nokia's former chief executive is a good choice to become the first outside chairman of the oil giant. He may not know much about oil, but he led a radical transformation of Nokia in the 1990s. Investors will be hoping he can revitalise Shell.

RBS keeps up the tartan quotient

3 Aug 2005

With the appointment of Sir Tom McKillop as deputy chairman, no fewer than 10 of the bank s 16 directors remain Scots. There s nothing wrong with staying true to your culture. But Royal Bank of Scotland is a global institution.

Robertson to quit Goldman Sachs

2 Aug 2005

The investment bank's European president is the latest highprofile client guy to quit as bulge bracket firms focus on proprietary business. Robertson s new advisory boutique will try to avoid any suggestion of a conflict of interest something Goldman hasn't always managed.

Nokia’s boss to step down

1 Aug 2005

Jorma Ollila turned a lossmaking conglomerate into a lucrative mobile phone giant. But Nokia's golden age is coming to an end. And its top managers may lack the stomach for another fight now that they are so fabulously wealthy.

Pearson gets new chairman

29 Jul 2005

Glen Moreno, the British publisher s new chairman, is true to company form: half businessman, half dogooder grandee. Investors who hoped that Pearson would make a radical choice that would shake up the group will be disappointed.

Daimler shares soar after Schrempp quits

28 Jul 2005

Juergen Schrempp has created more value for investors in one day by resigning than he did over ten years as Daimler s boss. His successor has a good reputation, but noone expects miracles, so the share price move underlines what a burden Schrempp had become.

Just how close are Fazio and Fiorani?

26 Jul 2005

In a midnight telephone call, the BPI boss expressed a desire to kiss the Bank of Italy boss on the forehead, according to a report. This raises questions about whether the regulator is too close to those he regulates and heaps ridicule on the central bank.

M&S’s Rose loses right hand man

18 Jul 2005

Charlie Wilson s job was to cut costs and improve the supply chain and that part of the turnaround plan has largely been completed. But his defection looks bad for M&S, coming just days after the UK retailer reported its seventh consecutive quarterly fall in sales.

Is ABN Amro’s boss too keen on risk?

15 Jul 2005

Rijkman Groenink has made a daring bid for Antonveneta, bought a chain of mental health hospitals and even tried to snap up HVB. Groenink needs to take risks if he is to tackle ABN s slow revenue growth. But he shouldn t swing the bat too wildly.