Marks & Spencer and the Corporate Code
REPORT
ON
MARKS AND SPENCER
&
THE CORPORATE CODE
Contents
Executive Summary 1. Introduction (pj4) 1.2 Company background (pj4) 1.3 Combined Code (pj5) 1.4 Cadbury Committee (pj6) 1.5 Greenbury Committee (pj6) 1.6 Turnball Committee (pj6) 1.7 Provisions for the board (pj6) 1.8 Provisions for chairman and chief executive (pj7) 1.9 Provisions for chairman and chief executive (pj7) 1.10 Principle for institutional shareholders (pj7) 1.11 Analysis (pj7) 1.12 Conclusion (pj9) 1.13 Recommendations (pj11) 2. References (pj12)
Executive Summary
On 10 March 2008 Marks & Spencer group announced that Sir Stuart Rose was to become executive chairman on 1 June 2008. Most investors and major shareholders were not happy with this arrangement. The board applied the ‘comply or explain’ approach to ensure the company’s ongoing success.
1. Introduction
This report will analyse the problem from both sides that have been caused by the appointment of Sir Stuart Rose as the new executive chairman and in addition briefly explaining relevant portions of the code.
It will also examine Marks and Spencer (M&S) as a whole and how it is operated and managed. This includes shareholders, non executives and investors. The corporate code is also visited and the relevant areas explained and how it is linked to the corporate governance of M&S. A detailed analysis will be carried out and recommendations will be presented on the best possible way the appointment of Sir Stuart Rose should have been followed.
The actions taken by M&S are to be reviewed in accordance with the requirements of the combined code. This report will reflect to what extent the company complied with the nine provisions of the combined code (2006). This report will
ON
MARKS AND SPENCER
&
THE CORPORATE CODE
Contents
Executive Summary 1. Introduction (pj4) 1.2 Company background (pj4) 1.3 Combined Code (pj5) 1.4 Cadbury Committee (pj6) 1.5 Greenbury Committee (pj6) 1.6 Turnball Committee (pj6) 1.7 Provisions for the board (pj6) 1.8 Provisions for chairman and chief executive (pj7) 1.9 Provisions for chairman and chief executive (pj7) 1.10 Principle for institutional shareholders (pj7) 1.11 Analysis (pj7) 1.12 Conclusion (pj9) 1.13 Recommendations (pj11) 2. References (pj12)
Executive Summary
On 10 March 2008 Marks & Spencer group announced that Sir Stuart Rose was to become executive chairman on 1 June 2008. Most investors and major shareholders were not happy with this arrangement. The board applied the ‘comply or explain’ approach to ensure the company’s ongoing success.
1. Introduction
This report will analyse the problem from both sides that have been caused by the appointment of Sir Stuart Rose as the new executive chairman and in addition briefly explaining relevant portions of the code.
It will also examine Marks and Spencer (M&S) as a whole and how it is operated and managed. This includes shareholders, non executives and investors. The corporate code is also visited and the relevant areas explained and how it is linked to the corporate governance of M&S. A detailed analysis will be carried out and recommendations will be presented on the best possible way the appointment of Sir Stuart Rose should have been followed.
The actions taken by M&S are to be reviewed in accordance with the requirements of the combined code. This report will reflect to what extent the company complied with the nine provisions of the combined code (2006). This report will