PIRC calls for an independent chair at BSkyB
The board of British Sky Broadcasting should consider the appointment of an independent chair, according to Europe’s largest independent proxy agency PIRC.
In the aftermath of recent events, PIRC believes that BSkyB should take the opportunity to refresh its governance.
Alan MacDougall, managing director of PIRC, said: “We have had concerns about weak governance, related party transactions and improper controls at BSkyB since it first listed. We recommended shareholders oppose James Murdoch’s election as chair in 2008, and his re-election last year, and would do so again because we consider his relationship to the controlling shareholder clearly compromises his independence. Questionable governance practices have been tolerated at BskyB for a long time, and unfortunately many shareholders have not effectively challenged them. That must change.”
“In light of current events it is time for the board to review whether BSkyB and its shareholders would benefit from a new, independent chair. And if shareholders agree it is time for reform, they should say so. This is a good company with good prospects: it should have governance standards to match.”
PIRC has been a consistent critic of governance standards at both BSkyB and News Corp. It recommended opposition to James Murdoch’s election as chair in 2008, which was a clear breach of the Corporate Governance Code that chief executives should not go on to become chair of the same company. PIRC opposed James Murdoch’s re-election at last year’s AGM.
News Corp also faces considerable governance questions, and features in the worst 5% of S&P500 constituents under PIRC’s governance risk rating model.