The offer was made to appease institutional investors who have become increasingly displeased with the way the company is being run. It is envisaged that a non-executive chairman will be hired.
Although Mr Rooney was fighting hard to retain his position at the company, large shareholders remained unconvinced that he had a continuing role of any sort.
Spring Ram, once a stock market high-flier, has disappointed the market with three profit warnings in eight months. Institutional shareholders have been complaining that information from the company has been confused and misleading.
At the group's annual meeting in May, Mr Rooney said prospects for the current year were better than in 1992. A statement only a month later warned that profits for the first six months of the year would be substantially down.
Circumstances surrounding the publication of a formal announcement following yesterday's board meeting only deepened those worries.
Spring Ram's public relations adviser, Square Mile, issued a press release early yesterday afternoon stating that Mr Rooney continued to have the backing of the board. The statement added: 'The board . . . recognises and accepts the need for immediate and major changes in the structure, style and management of the company.'
Square Mile sent the statement to the Stock Exchange for publication on Topic, the official news service. But the exchange refused to publish it because Square Mile did not carry proper authorisation from Spring Ram to speak on its behalf.
The contents of the statement merited an official announcement and probably constituted price-sensitive information. Last night the exchange was trying to contact the company and its stockbroker, Panmure Gordon, for clarification.
John Dyson, a director of the Yorkshire stockbroker BWD Rensberg, said he would have expected the formal announcement to be made through the exchange.
He said: 'The statement looks like a holding operation to keep investors, particularly large institutional investors, on side for as long as possible.'
Mr Dyson said that among his private client shareholders Mr Rooney retained respect for the way he had built up Spring Ram, without the help of acquisitions, over 10 years.
But that confidence had been undermined in recent months. 'Whenever you do not know what is going on you are bound to fear the worst,' Mr Dyson said. 'But fearing the worst seems to have been the right thing to do over the past six months.'
The shares fell 5p yesterday to 50p. A year ago the stock was changing hands for 180p.Reuse content