Friday 2 August 2013

PLC lobbying - seeing double

Back at the end of 2009 the FRC consulted on a revised version of the UK Corporate Governance Code (or Combined Code as it was then). As corp gov people will remember, the big change proposed was annual election of directors. This was somewhat controversial at the time, with most companies strongly opposed. As a result there were a lot of PLC responses to the consultation.

Looking back through the submissions, I noticed that those put in by Sainsbury's (chair: David Tyler) and Logica (chair: David Tyler) were rather similar. Actually, they are virtually identical. The only difference I can see is in the first para where the timing of the most recent board is mentioned. The text looks to be otherwise the same, only the letterheads are different.

If you read the letter (singular!) you can see that it has a very personal style to it, see the little para on "fashionable views", for example, or the comments on the press. It does not read like a letter prepared by a policy/public affairs person, or a company secretary (or even like a slightly tweaked cut and paste of a generic submission...) So it looks a lot to me like we are reading The Thoughts of Chairman Tyler, even though both letters are sent "on behalf of the board" of the respective companies.

If I'm right, it's a bit of a reminder, I guess, that for all the advances we think we've made in terms of process and principles around governance, if a senior business bloke (and it is usually a bloke) wants to send a "green ink" letter on his company's letterhead it will often happen. In this case it looks like he got to do it twice.

For all that, annual elections happened anyway.

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