Stephen Foley: News Corp investors should reject Murdoch's minimalist shake-up

 

US Outlook: Rupert Murdoch's message to the corporate governance campaigners snapping at News Corp could not be any bolder if he had written it on the front page of one of his tabloids: Stick it up your punter.

The shake-up announced by News Corp yesterday was breathtaking in its minimalism. The hacking scandal has revealed just what a sclerotic band of Murdoch cronies stuff the boardroom around there. But instead of the wholesale clear-out that is needed, we got the retirement of two directors with a combined age of 155 and just one fresh independent director to replace them.

It is a start, I suppose, in bringing the company into genuine compliance with rules that require a majority of board members to be independent of management and the major shareholders (i.e., of the Murdochs). Both of the retirees were ludicrously categorised as "independent" under News Corp's legalistic reading of the Nasdaq rules, but Ken Cowley used to run the company's Australian operations for Mr Murdoch, and the venture capital veteran Tom Perkins has been enjoying News Corp's clubby boardroom lunches for 15 years now, enough to make anyone go native. Mr Perkins, you will remember, was the first director to go public at the height of the hacking scandal to declare Mr Murdoch "a genius" who must not be dislodged from either the chairmanship or the chief executive post.

In comes Jim Breyer, a sprightly 50, who is one of those serial non-executives who are above reproach. He is on the board of Facebook, bringing a little internet savvy to a News Corp still wounded from its ownership of MySpace, and of international giants Wal-Mart and Dell.

As well as appointing Mr Breyer, News Corp is taking some cheekier little steps to prevent dissension among shareholders. Chief among these is decamping the annual meeting this year to Los Angeles, so fewer might be in attendance to vote on a floor motion to strip Mr Murdoch of the chairmanship. However, the corporate governance campaigners will surely be out in force, and so they should be.

Shareholders should also vote against the re-election of every pretend-independent board member, from the opera singing Natalie Bancroft (of the family that sold the Wall Street Journal to Mr Murdoch) to Andrew Knight, the veteran journalist who has been on Mr Murdoch's board for 20 years now and still runs its generous compensation committee.

Most egregious of all, though, is the position of Sir Rod Eddington who, in his role as lead independent director, is supposed to be the go-to guy for shareholders on corporate governance issues and a counter-weight to the power of the Murdochs. He also runs the audit committee, which is in charge of vetting so-called "related-party transactions", such as when Mr Murdoch wants to buy one of his children's businesses. But before running British Airways, Sir Rod was in charge of an airline part-owned by News Corp. He has also been on the board for more than a decade, another reason he would not be considered independent in many jurisdictions, the UK included.

So three sarcastic cheers for News Corp's shake-up yesterday. Now, shareholders, do your worst.

Start your day with The Independent, sign up for daily news emails
Voices
Lucerne’s Hotel Château Gütsch, one of the lots in our Homeless Veterans appeal charity auction
charity appeal
Arts and Entertainment
Tony Hughes (James Nesbitt) after his son Olly disappeared on a family holiday in France
tv
News
people

Jo from Northern Ireland was less than impressed by Russell Brand's attempt to stage a publicity stunt

Sport
Scunthorpe goalkeeper Sam Slocombe (left) is congratulated by winning penalty taker Miguel Llera (right)
football
PROMOTED VIDEO
Arts and Entertainment
The Apprentice candidates Roisin Hogan, Solomon Akhtar, Mark Wright, Bianca Miller, Daniel Lassman
tvReview: But which contestants got the boot?
Life and Style
A woman walks by a pandal art installation entitled 'Mars Mission' with the figure of an astronaut during the Durga Puja festival in Calcutta, India
techHow we’ll investigate the existence of, and maybe move in with, our alien neighbours
Arts and Entertainment
Jim Carrey and Jeff Daniels ride again in Dumb and Dumber To
filmReview: Dumb And Dumber To was a really stupid idea
Arts and Entertainment
Sir Ian McKellen tempts the Cookie Monster
tvSir Ian McKellen joins the Cookie Monster for a lesson on temptation
News
i100
Travel
Tourists bask in the sun beneath the skyscrapers of Dubai
travelBritish embassy uses social media campaign to issue travel advice for festive holiday-makers in UAE
News
ebooksNow available in paperback
Arts and Entertainment
Jennifer Saunders stars as Miss Windsor, Dennis's hysterical French teacher
filmJennifer Saunders and Kate Moss join David Walliams on set for TV adaptation of The Boy in the Dress
Life and Style
tech
Sport
Nabil Bentaleb (centre) celebrates putting Tottenham ahead
footballTottenham 4 Newcastle 0: Spurs fans dreaming of Wembley final after dominant win
Voices
Jimmy Mubenga died after being restrained on an aircraft by G4S escorts
voicesJonathan Cox: Tragedy of Jimmy Mubenga highlights lack of dignity shown to migrants
Life and Style
Sebastian Siemiatkowski is the 33-year-old co-founder and CEO of Klarna, which provides a simple way for people to buy things online
tech
Latest stories from i100
Have you tried new the Independent Digital Edition apps?
Independent Dating
and  

By clicking 'Search' you
are agreeing to our
Terms of Use.

iJobs Job Widget
iJobs Money & Business

Ashdown Group: Java Developer - Hertfordshire - £47,000 + bonus + benefits

£40000 - £470000 per annum + bonus: Ashdown Group: Java Developer / J2EE Devel...

Ashdown Group: Direct Marketing Manager - B2C, Financial Services - Slough

£45000 - £55000 per annum + Benefits: Ashdown Group: An exciting opportunity h...

Carlton Senior Appointments: Sr Wealth Manager - San Francisco - Inv AdvisoryFirm

$125 - $175 per annum: Carlton Senior Appointments: Senior Wealth Manager – In...

Carlton Senior Appointments: Private Banking Manager - Intl Bank - Los Angeles

$200 - $350 per annum: Carlton Senior Appointments: Managing Producer – Office...

Day In a Page

Jeb Bush vs Hillary Clinton: The power dynamics of the two first families

Jeb Bush vs Hillary Clinton

Karen Tumulty explores the power dynamics of the two first families
Stockholm is rivalling Silicon Valley with a hotbed of technology start-ups

Stockholm is rivalling Silicon Valley

The Swedish capital is home to two of the most popular video games in the world, as well as thousands of technology start-ups worth hundreds of millions of pounds – and it's all happened since 2009
Did Japanese workers really get their symbols mixed up and display Santa on a crucifix?

Crucified Santa: Urban myth refuses to die

The story goes that Japanese store workers created a life-size effigy of a smiling "Father Kurisumasu" attached to a facsimile of Our Lord's final instrument of torture
Jennifer Saunders and Kate Moss join David Walliams on set for TV adaptation of The Boy in the Dress

The Boy in the Dress: On set with the stars

Walliams' story about a boy who goes to school in a dress will be shown this Christmas
La Famille Bélier is being touted as this year's Amelie - so why are many in the deaf community outraged by it?

Deaf community outraged by La Famille Bélier

The new film tells the story of a deaf-mute farming family and is being touted as this year's Amelie
10 best high-end laptops

10 best high-end laptops

From lightweight and zippy devices to gaming beasts, we test the latest in top-spec portable computers
Michael Carberry: ‘After such a tough time, I’m not sure I will stay in the game’

Michael Carberry: ‘After such a tough time, I’m not sure I will stay in the game’

The batsman has grown disillusioned after England’s Ashes debacle and allegations linking him to the Pietersen affair
Susie Wolff: A driving force in battle for equality behind the wheel

Susie Wolff: A driving force in battle for equality behind the wheel

The Williams driver has had plenty of doubters, but hopes she will be judged by her ability in the cockpit
Adam Gemili interview: 'No abs Adam' plans to muscle in on Usain Bolt's turf

'No abs Adam' plans to muscle in on Usain Bolt's turf

After a year touched by tragedy, Adam Gemili wants to become the sixth Briton to run a sub-10sec 100m
Calls for a military mental health 'quality mark'

Homeless Veterans campaign

Expert calls for military mental health 'quality mark'
Racton Man: Analysis shows famous skeleton was a 6ft Bronze Age superman

Meet Racton Man

Analysis shows famous skeleton was a 6ft Bronze Age superman
Garden Bridge: St Paul’s adds to £175m project’s troubled waters

Garden Bridge

St Paul’s adds to £175m project’s troubled waters
Stuff your own Christmas mouse ornament: An evening class in taxidermy with a festive feel

Stuff your own Christmas mouse ornament

An evening class in taxidermy with a festive feel
Joint Enterprise: The legal doctrine which critics say has caused hundreds of miscarriages of justice

Joint Enterprise

The legal doctrine which critics say has caused hundreds of miscarriages of justice
Freud and Eros: Love, Lust and Longing at the Freud Museum: Objects of Desire

Freud and Eros

Love, Lust and Longing at the Freud Museum