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Up the Spout: UK Corporate Governance Fun

JD Wetherspoon founder Tim Martin has launched an attack on two of his pub chain’s biggest shareholders, accusing them of hypocrisy on corporate governance.

Mr Martin blasted Columbia Threadneedle, Wetherspoon’s largest institutional shareholder, and BlackRock, the world’s biggest asset manager, for failing to support the group’s non-executive directors because they had been on the board too long. He pointed out that both asset managers had equally long-serving directors on their own or their parent company’s boards.

Under the UK corporate governance code, which UK companies must follow or explain why they do not, independent non-executive directors are limited to nine years’ service.

Mr Martin noted that the chairman of Columbia’s US owner, Ameriprise, had served more than nine years and also combined the roles of chairman and chief executive — a further breach of UK guidelines.

“The fact that [Columbia Threadneedle] is a US company is irrelevant,” he said. “It has decided that one rule applies to itself, but that another should apply to Wetherspoon.”

He said New York-based asset manager BlackRock also had directors exceeding the nine-year rule on its board.

The comments came as the pub chain gears up for what could be a tense annual meeting next week. Institutional Shareholder Services, an influential adviser to big investors, has called for a vote against two of the company’s directors over concerns about their independence.

Mr Martin, who has been chairman of the group he founded in 1979 for 36 years, has said in the past that he considers the nine-year rule “deeply flawed” and arbitrary, and on Wednesday he referred to the “tick-box malaise”, arguing that companies are losing experienced executives because of the rule.

“The UK corporate governance system is up the spout,” he said.

– The Financial Times: Wetherspoon Founder Takes Swipe at Big Shareholders

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