M&S non-executives must act now

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The Independent Online
AS LIKELY AS NOT, Sir Richard Greenbury, chairman of Marks & Spencer, will this afternoon be settling down to one of his favourite pastimes - six-pack at side and dressed in his Manchester United strip, he'll be heckling the TV from the armchair as he watches his team play Blackburn Rovers on Sky Sport.

Meanwhile, back at the office, it is to be hoped that the company's six- strong panel of non-executive directors has finally begun to address with the degree of urgency required the humdinger of a row that has broken out between Sir Rick and his deputy chairman, Keith Oates. This is what non-executives are paid to do, and if they have failed so far to deal with the breakdown in corporate governance which has brought this situation about, they need to make up for it now with decisive action.

Best managed, most respected, best customer service, best investor relations - the accolades heaped on M&S over the years are almost endless. It is often said that in business it takes years to build a reputation, 24 hours to lose it. M&S is hardly a busted flush yet, but there can be no clearer sign of rot beneath the surface than a boardroom row conducted in public. That it should have been allowed to happen at a company as highly regarded as M&S almost defies belief.

M&S's non-execs include some top-drawer names from business and the City. There's Sir Martin Jacomb, chairman of the Prudential, Sir Ralph Robins, chairman of Rolls-Royce and Sir Michael Perry, a former chairman of Unilever. They must know what has to be done.

First, the pretender to the throne, Mr Oates. For his disloyalty and lack of judgement in allowing his bid for the top to be waged through the press, Mr Oates must be made to walk the plank. He'll no doubt be a loss to M&S, but his failure to disassociate himself from the public lobbying of non-executives conducted on his behalf has both unnerved employees and brought the company into disrepute.

Second, the present king, Sir Richard Greenbury. He should be made to split the roles of chairman and chief executive with immediate effect and lay down a clear retirement date no later than two years hence. Third, the chief executive's position. The non-executives should begin an urgent search for a chief executive from outside the group, but benchmarked against Sir Richard's favoured internal candidate, Peter Salsbury. If nobody better can be found within a three-month period, the job should by default go to him.

There is an alternative strategy. They could fire Sir Richard and appoint Mr Oates. It may be that the situation is indeed serious enough to justify such a nuclear response of this sort. But to admit this publicly by pressing the button would be high-risk indeed and therefore not be in the best interests of the company. The sooner non-execs act along the lines just outlined, the better, even if it does mean interrupting Sir Rick's football game.

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