Monsoon rebels want governance promise

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The Independent Online

Minority shareholders who oppose Monsoon's planned move to the Alternative Investment Market yesterday wrote to the board of the retailer urging it to show goodwill by abiding by the City's Combined Code on corporate governance after its move.

In particular, they want Monsoon to agree to have a majority of independent non-executive directors to provide a counter-weight to the influence of the Simon family, which has expanded its ownership of the business to more than three-quarters in recent months.

Companies listed on Aim are not bound by the Code and so do not have to ensure that at least half their board is independent - a measure suggested this summer by Derek Higgs' report on British boardrooms.

The shareholders sent a copy of the letter to the Financial Services Authority as part of their attempt to persuade the City regulator to intervene to stop Monsoon's intended move on to Aim on 1 December.

The FSA has said it is not within its remit to prevent companies moving away from the main market. But Ken Rushton, the director of listing, has said he supports changing the rules to make companies offer shareholders a vote on whether they want to move to Aim.

At the moment, if one party owns 75 per cent or more of a company it can simply write to other shareholders saying the business will be delisted and transferred to Aim.

A Monsoon spokesman said yesterday: "The company will have a board structure that is appropriate for its size and the nature of the company."

Separately, John Spooner, international director of Monsoon, has in the past few days sold practically all of his holding in the company, netting almost £400,000. Mr Spooner will leave Monsoon in January.

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