Roddick in ethics breach
Fund managers are protesting that Body Shop - the group that prides
itself on its 'ethical' corporate governance policy - will from next week have
just one non-executive director.
When Aldo Papone retires from the retail chain's board at next week's
shareholders' meeting, Penny Hughes will be left as the only non-executive
director on a board of 12. She will be the only member of the audit committee
and the only member of the remuneration and appointments committee, apart from
its chairman Gordon Roddick.
Roddick should not even be on the committee, according to the Stock
Exchange's combined code on corporate governance, but he says he has joined
until new non-executives can be found.
Manifest, a proxy voting agency which alerts institutions to such
potential breaches, has written to members stating that Body Shop is not
complying with the code.
Body Shop last year had three non-executives, but Adrian Belamy became
an executive last June when he was granted management rights over the group's
US subsidiary with an option to buy a 51% stake.
Even before that though, the company failed to meet the code
requirement than non-executives should comprise a third of the board. Nor has
the company appointed a senior non-executive as required. Hughes, 39, who was
president of Cola-Cola GB, has not been named as the senior non-executive.
Roddick, who co-chairs the company with his wife Anita, says; 'The
company has not complied throughout the period with the provisions of the code.
'For the Body Shop, corporate governance covers wider aspects of
business than the combined code, including social and environmental performance
and animal protection.
Richard Northedge, Sunday Business
14 June 1999
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