Dissident investor's calls for INM board shake-up rejected

Attempts by the Irish entrepreneur Denis O'Brien to vote out large elements of the board of Independent News & Media, the international media group which owns The Independent, were firmly rebuffed at a shareholders' meeting in London yesterday, with one director branding Mr O'Brien's campaign as "offensive and juvenile".

Mr O'Brien, who did not attend the meeting, voted his 25 per cent shareholding against all resolutions put to shareholders, including adoption of the accounts and re-election of a number of directors. But his efforts drew limited support and the resolutions were passed comfortably.

After the meeting, Gavin O'Reilly, chief operating officer, said he was disappointed but not surprised that Mr O'Brien did not show up. "You cannot beat something with nothing," Mr O'Reilly said, "and that is all Mr O'Brien has got – nothing. He offers no strategic alternative."

Mr O'Brien, a business rival of INM's chief executive and controlling shareholder, Sir Anthony O'Reilly, fielded a number of representatives who alternately accused the board of being too large, having too many family members and lacking sufficient independent representation.

Yet Mr O'Brien's strictures failed to make headway at a generally supportive meeting which saw Sir Anthony give an upbeat assessment of the outlook for the company.

Defending the company's corporate governance record, Brian Mulroney, a non-executive director and former prime minister of Canada, said that he had served on many boards including Barrick Gold and Blackstone and none of them exceeded Independent News & Media in terms of transparency and integrity.

Sir Anthony robustly defended the board, describing its non-executive directors as "individuals of intellect, insight and experience". He insisted that "their sound judgement and direction to the executive directors is immense and is of significant benefit to the company and its shareholders".

Sir Anthony assured shareholders that managers and directors of INM were equal, if not superior, to the many other companies of which he had had first-hand experience. "We make no apologies for saying we are the right company with the right products, and we intend to work these products for the benefit of each and every one of our shareholders," he said.

Baroness Jay, one of INM's non-executives, assured shareholders that she would ensure that the board's various committees conformed to the highest standards of corporate governance practice.

Sir Anthony said the group was successfully managing its diverse multimedia platforms across a range of economies to good effect, while still actively pursuing new growth opportunities in new geographies, most recently evidenced by the acquisition of 20 per cent of PT Abdi Bangsa TBK, a leading Indonesian media group.

"While year to date revenues are marginally ahead in constant currency terms, advertising conditions in the second quarter remain volatile, particularly in Irish property advertising.

"Consequently it is difficult to reliably forecast the full-year outcome against a backdrop of unprecedented broad-based economic uncertainty. However, the group's diversity, increasing geographic reach and mix of markets – coupled with effective cost control – is expected to deliver another best in class performance, and assuming no further deterioration in advertising markets, INM currently anticipates another year of achievement."