The news will be of scant consolation to institutional shareholders after a number of bruising encounters with the broadcaster’s board over issues of corporate governance.
The role of the committee will be to ‘look into what changes it would be appropriate to make to the processes of the board of BSkyB and the composition of its committees’ and will be chaired by Lord Wilson of Dinton, a non-executive director at the company.
‘The changing corporate governance environment in this country and the United States imposes increasing burdens on non-executive directors in all walks of industry,’ said chairman Rupert Murdoch in his opening speech.
‘Sky’s corporate governance has been evolving in line with this changing environment. For example, the company agreed at last year’s AGM to amend the Articles of Association so that News Corporation is now no longer permitted to directly nominate board members.’
Responding to the criticism, Murdoch senior said: ‘We are highly sensitive to regulatory requirements and guidelines and we take our responsibilities in all areas of regulation, including corporate governance, extremely seriously.’
The most controversial decision was to appoint his son James to the position of chief executive, in what most observers see as a blatant act of nepotism. On this, however, Murdoch was unrepentant.
‘Our roles as chairman and chief executive are distinct. They do not overlap. All of the directors have, without exception, always worked in the interests of the whole company and shareholders equally. The board has every confidence in James continuing this practice.’
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