How not to run a pub company

14 January 2010 By Neil Collins

The barroom brawl in the boardroom of the UK’s biggest pubs group is starting to get nasty. There could be serious injuries at Mitchell & Butler’s annual meeting on Jan. 28 unless the spat over the definition of an independent director is resolved.

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The board of Mitchells & Butlers has this week written again to shareholders asking them to vote for its own slate of directors, rather than those proposed by Piedmont, the company's largest shareholder. Piedmont is entitled to appoint two representatives.

The board's proposal is to reappoint three of the existing nonexecutive directors, described as independent, and to allow two Piedmontnominated directors onto the board in addition to the one representative Piedmont has put forward. Tim Lankester, the other nonexec, is not up for reelection.

Piedmont's proposals would remove the three existing nonexecs and appoint four new directors (in addition to its representative) whom it describes as independent.

The two executives on the board are not up for reelection.

In December the board invited the Takeover Panel to rule whether the largest shareholders were acting in concert. The secondlargest shareholder, with 17.6 percent, is a vehicle controlled by two Irish entrepreneurs, John Magnier and JP McManus.

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Piedmont's proposals would remove the three existing nonexecs and appoint four new directors (in addition to its representative) whom it describes as independent.

The two executives on the board are not up for reelection.

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