Paul Myners: The Chelsea breakfast where Rose bloomed

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The Independent Online

May Bank holiday weekend could not have been more dramatic for Paul Myners, the chairman of the Guardian Media Group, who was installed on Monday as the new interim chairman of Marks & Spencer.

May Bank holiday weekend could not have been more dramatic for Paul Myners, the chairman of the Guardian Media Group, who was installed on Monday as the new interim chairman of Marks & Spencer.

It started early last Friday morning with breakfast with Stella Rimington, the former chief of MI5, at Mr Myners' home in Chelsea, and ended with a tumultuous 5pm board meeting on Monday afternoon.

"Not a lot of food was eaten," Mr Myners says about the tense coffee-and-croissants meeting with his fellow M&S non-executive directors that also included Brain Baldock, another M&S director, and Stuart Rose.

Around this Chelsea breakfast club then unfolded a remarkable series of events, including the ousting of Luc Vandevelde and Roger Holmes, as chairman and chief executive of M&S respectively, and the appointment of Mr Rose as the new head of Britain's most famous retail chain. For the past week M&S has been besieged by Philip Green, the Bhs billionaire with a £9bn shopping list and only one item on it, but yesterday the Green threat seemed to be receding.

"We've got to avoid complacency," a chirpy Mr Myners says. "We're not declaring victory but the feedback from shareholders suggests this [Green's fairly sketchy proposal] is not enough to excite their interest."

So what does Mr Myners himself think of Mr Green's cash and shares offer? "I was at the Edward Hopper exhibition at Tate Modern this morning. That's a sure sign of how underwhelmed at Philip Green's offer I was."

Mr Myners, the chairman of the Tate trustees, is in an upbeat mood after Mr Green's opening gambit in the battle for M&S was met with general derision.

"Philip Green is a determined individual and I wouldn't say we have seen him off yet but the choice [of whether to proceed] is now his and his backers'," he says.

Certainly Mr Myners, 56, is in a much better mood than he was last Thursday afternoon after he was first told of Mr Green's approach. "There has been a dramatic change in people's attitudes here. It's visible. Thursday, things weren't looking too bright when I came straight here from a meeting at the TUC."

M&S, TUC, Guardian Media Group, the Tate. After 28 years of City service, with NM Rothschild and Gartmore, the fund management group, Mr Myners seems to have escaped into unfettered non-executiveship. To add polish to his CV, he is also a trustee of Glyndebourne and is on the board of mmO 2, the mobile phone group.

All this means that Mr Myners is well cut out for defending M&S against low-ball bids. As a fund manager, his natural instinct was to preserve the value of people's pension funds. As the author of various Government-backed studies into the City's murkier side, such as soft commissions, he has become the scourge of many powerful investment banks.

"They call me a City Grandee. If there is one person who isn't a City Grandee it's me. A City Grandee doesn't talk about weaknesses in the way the City works; he doesn't produce reports that are seriously disruptive to City culture and Spanish practice."

But surely he must admit to having the trappings of grandee-ship, even down to some political influence? "I'm not a member of any political party. I've only met Tony Blair once and he was the most outstanding Prime Minister I have ever met." Needless to say, Mr Blair is the only Prime Minister that this jocular non-grandee has ever met.

Perhaps he's angling for another gong. He is already a CBE. "Hereditary peerage," Mr Myners jests.

Anyway, back to M&S. How did a business that seemed to have got back on track fall off the rails again so quickly? "There were clearly performance issues. The key issues were around focus. There were too many initiatives being run and the pace of delivery too slow. Over the first quarter of the calendar year, it became obvious these issues were not going to go away," Mr Myners says.

These problems became apparent publicly with M&S's lacklustre annual results on 25 May. But the non-executives were by that time not only looking for a new chairman but also a new chief executive.

"We had a dilemma. We had a chairman who had indicated he wanted to go and a chief executive that was not delivering. Generally speaking, to lose either a chairman or a chief executive is quite a serious issue. To lose them both is not to be recommended in the textbook of how to cope with inadequate performance. However, we concluded that boldness was the order of the day."

In early May, it emerged that headhunters were looking for Mr Vandevelde's replacement although that search had begun in January. Many observers thought Mr Rose should replace him and that M&S was being myopic in not appointing him.

"We were looking for a chairman. Stuart Rose is not a chairman. He is a hands-on, driven, focused chief executive. We were not looking for a chief executive until later in the process," Mr Myners says. However, the search soon morphed into a chief executive hunt as well.

"We had initiated contact, and had a meeting with Stuart Rose before Philip Green's approach. Philip Green accelerated the process but Kevin Lomax [another M&S non-executive] who has been leading this search had met with Stuart before. It was last week that he started the Stuart Rose approach."

The Philip Green bid forced the M&S board into action. Last Thursday afternoon, Mr Myners hastily convened the Friday breakfast meeting at his home. It cemented a deal with Mr Rose that includes a football-style £1.25m signing-on fee and £16,346-a-week wages, with the same available in bonuses.

Later in the day, all the M&S non-executives met to agree a strategy for the early ousting of Mr Vandevelde and Mr Holmes, and worked over Saturday and Sunday to polish their plans.

Mr Vandevelde was called back from his bank holiday in France. He knew Mr Rose had been approached about becoming chief executive but did not know the axe was about to fall. Mr Myners took steps to arrange a full board meeting for 5pm on Monday afternoon at the West End offices of M&S's investment bank, Morgan Stanley.

"Luc was told on Monday morning that it was our wish to appoint a new chief executive. He supported that and agreed he should stand down as chairman as well."

It was left to Mr Vandevelde to deliver the bad news personally to Mr Holmes on Monday afternoon, and at 5pm the board convened at Morgan Stanley with a statement shortly afterwards.

However, there is still no permanent replacement for Mr Vandevelde as chairman. Mr Myners, who enjoys his non-executive roles, doesn't want it. But last year's Higgs review of corporate governance - which stops people chairing two FTSE 100 companies - is making life hard.

"Institutions might like to reflect on the practical consequences of the Combined Code saying one person should not chair more than one large company. At a stroke you eliminate 100 people from your search list.

So what now for M&S?

"I am full of ideas where it can be further improved. The key thing is to focus on those areas where we will have most impact. We have been losing market share in the core womenswear segment and so we could work to correct that. There are one or two other areas where there is considerable potential - childrenswear is an obvious one.

"Luc and Roger did a lot of good things but I think Stuart will give it much more welly. He's a natural retailer. He's a storekeeper."

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