Tuesday, November 6

Board of Directors - confirmed ignorance

I did a big whine and whinge about how the board of directors are not taking care of the firms. And now today a report comes out which talks about the fact that Almost a third of non-executive directors at UK public companies targeted by buyout firms have insufficient understanding of their duties

More than half were uncomfortable with their knowledge of regulations
and the impact of the new Companies Act, parts of which came into force last
month, on a public to private deal.The survey also found 56% of directors felt
they did not receive enough timely and accurate information during the course of
a deal. Half of the respondents said they felt constrained by the threat of
potential litigation or shareholder action. External pressure from market
observers such as the media and analysts was cited by 49% of respondents as
being another major constraint, while 43% also blamed scrutiny from regulators
and stock market obligations. The survey showed 38% of directors felt restricted
by potential conflicts of interest with those sponsoring, advising and / or
financing deals, while 30% said conflicts of interest with other board members
were a significant problem.

Regarding special committees, 61% of NEDs surveyed said they had sat on
one before, while 68% felt they contributed to good corporate governance and 61%
said they provided a "clear record of independence".Just over two thirds of NEDs
said external lawyers were more important than in-house counsel, while 59% said
external independent financial advisers were very important, compared to
in-house teams.

Now if these are the numbers, then are you surprised that we have such severe losses at public firms?


All this to be taken with a grain of piquant salt!!!

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