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Companies
Briefs .....
Johannes Feldmayer has been temporarily released from his duties as a
management board member of Siemens, the
German electrical company in the midst of an investigation into suspected
bribery. This was followed by prosecutors issuing two arrest warrants in
connection with the broader investigation of corruption in Siemens’
communications division. Siemens has also suspended an employee in the wake of a
search conducted by Munich authorities.
An internal investigation at Dell has
uncovered accounting errors and evidence of misconduct, forcing the US computer
company to delay filing its results. The company is currently determining
whether the accounting errors will require any restatement of prior results.
Thomas Luce III, Dell audit committee chair, said the internal investigation is
moving towards its finish, and the company is committing time and resources
towards ensuring the review is comprehensive and appropriate action is taken.
The Serious Fraud Office
(SFO) has raided more residential addresses as part of its investigation into
alleged fraud at Torex Retail, the
AIM-listed software group. A search was also carried out at business premises in
Banbury, Oxfordshire. However, Torex emphasised that the Oxfordshire premises
were not those of the company or any other member of the Torex group. Earlier
this year, Torex issued a profits warning and temporarily suspended its shares,
revealing that as a consequence of contracts being deferred from 2006 to 2007,
its borrowings at the end of the year were around £23m higher than expected. The
investigation into Torex began when Neil Mitchell, then chief executive, passed
on a dossier to the SFO alleging fraud. Following the raids, Torex announced that its former
chairman, Christopher Moore, had stepped down from the board with immediate
effect.
Kohn Antioco, Blockbuster
chairman and chief executive, has agreed to accept a reduced bonus and stand
down from the US film rental chain by the year’s end. Press reports have linked
this to the influence of Carl Icahn, the corporate raider who in 2004 purchased
a stake in Blockbuster. Under Antioco’s original compensation package, he was
entitled to receive a bonus of $7.65m for 2006 and a lump sum of $13.5m if he
was terminated without cause or resigned for good reason. Under the new
agreement, these sums have been lowered to $3.05m and 4.99m respectively. The
Blockbuster board has also agreed to recommend that shareholders support an AGM
resolution to provide for the annual election of board directors.
The New Zealand Stock
Exchange (NZX) has bowed to shareholder pressure and scrapped a proposed
share scheme for Mark Weldon, its chief executive. Simon Allen, NZX chairman,
said though shareholders have expressed support for the company and Weldon,
there were concerns about elements of the chief executive’s share scheme. The
NZX is therefore working to develop an alternative pay package, and the
resolution concerning the scheme will therefore not be put to shareholders at
the exchange’s AGM. Weldon said he supported the board’s decision to withdraw
the proposed scheme, as the debate surrounding it was becoming “destructive”.
SGL,
the German carbon company, is to de-list from the
New York Stock Exchange in order to cut costs. SGL said it considers the
costs associated with complying with the Sarbanes-Oxley legislation outweigh the
benefits of maintaining a US listing. The company emphasised that its issues
with US regulation do not alter its support for governance initiatives aimed at
improving the transparency of corporate management and control.
Christophe de Margerie, recently appointed chief
executive of Total, has been questioned by
French police in connection with the oil giant’s activities in Iran. Two other
Total employees were also quizzed as part of an investigation into the company’s
South Pars deal, struck in 1997 with the National
Iranian Oil Company. At the time, de Margerie headed the group’s Middle East
exploration and production division. Total said it fully supports its employees
and was confident the investigation would prove the absence of any illegal
activities.
Promina, the Australian insurer, has become the largest company to be
penalised for not complying with the country’s continuous disclosure regime. The
Australian Securities &
Investments Commission (ASIC) fined Promina A$100,000 for failing to
disclose to the Australian Stock Exchange that it had received a takeover
approach from
Suncorp-Metway. The Suncorp offer was made on 10 October 2006, and rumours
of an approach were reported in the media on 11 October 2006. Promina did not
make an announcement concerning the proposal until 12 October 2006. Jan Redfern,
ASIC executive director of enforcement, said once confidentiality of any
negotiations have been lost, material information must be disclosed to the
market regardless of whether or not negotiations are complete.
The Chicago Board of Trade (CBOT), has
agreed to hold talks with
IntercontinentalExchange
(ICE) after receiving an unexpected bid from the electronic trading platform.
To allow more time to consider the offer, CBOT, the derivatives exchange, has
postponed a shareholder meeting scheduled on 4 April that would have asked for
backing for an agreed merger between it and the Chicago Mercantile Exchange (CME). CME
has met with, and written to, CBOT shareholders arguing that the ICE bid
is inferior to the CBOT/CME merger agreement and suggested that ICE had
exaggerated some of the benefits that could be gained from its own proposal and
that there could be considerable risks for shareholders from a deal between ICE
and CBOT.
Quoted private equity firm 3i is to return
£800m in cash to investors. The company said this reflected its continuing
strong level of realised returns.
Transport company,
Stagecoach, will be returning £700m to shareholders, subject to their
approval. The company has decided that following the disposal of bus operations,
and with good prospects going forward, it is in a good position to return cash
to shareholders valued at 63 pence per share.
US pharmacy company,
Bristol-Myers Squibb, has amended its
corporate governance guidelines to require that decisions about its chief
executive’s compensation be ratified by three-quarters of the company’s
independent directors. Lucian Bebchuk, director of the
Harvard Law School’s
program on corporate governance, said that the change followed a request he
had made to the company, initially in the form of a shareholder resolution, last
year. Bebchuk has requested that
ExxonMobil and AIG make
similar changes and, as they have not agreed to do this voluntarily,
shareholders will be invited to support his proposals at their forthcoming
annual meetings.
April, 2007 |
