Brian Long Transcript Ten 2010 AGM
December 9, 2010
Stephen Mayne: What has the board resolved to pay our new chairman?
Nick Faloon: As of yesterday, Mr Long accepted the invitation of the board to become the chairman. We're seeking advice at the moment for the rem committee of the board, that will be put in place in the new term.
Stephen Mayne: How much headroom do we have in the current approval of non executive director fees?
Nick Faloon: Not a lot currently.
Stephen Mayne: So some of our billionaires acting pro-bono?
A question for Brian, I'm a local Manningham councillor, a council in the suburbs of Melbourne, we're meeting tonight to elect a new mayor. There's always promises made, deals done to get into any leadership position. Just ask Frank Lowy and the World Cup bid, ask any politician, ask anyone who's reached a prestigious, powerful leadership position in any institution - promises are made.
Brian, what promises have you made to the four shareholders who represent 42% of this company, who have clearly supported you into the job - on what grounds?
Brian Long: Absolutely no promises. I've spent 30 years and longer working in the profession, and what I hold highest of all, is independence, objectivity and reputation. I've made no promises.
Stephen Mayne: What do you know about the media industry?
Brian Long: Well I thought you mentioned earlier in the meeting that I had some experience in working with PBL organisation, I have, and a number of other, as professional services provider, a number of other media companies - Fairfax, Hoyts, PBL etc.
Stephen Mayne: As a non executive chairman, are you comfortable leading, the only ASX100 company that I'm aware of, that won't have an executive director?
Brian Long: I think Stephen I was to be the chairman yesterday. The full board, including the four new directors, have not met yet, and all matters to do with board composition is a matter for the board, which they will discuss in the normal course. So that is a future consideration and I don't have a view I'm prepared to give right now.
Stephen Mayne: Do you support the concept, that a major public company, ought to have a CEO of the whole business - not just a CEO of iCorp or a CEO of television, and because we are losing our CEO, our executive chairman, that convention is that we move to appoint a CEO of the whole company who is on the board.
My concern, I've heard others say this, is that the impression it leaves if you don't actually do the conventional thing of appointing a CEO to the board, is that management is a bit sidelined, and that this is a company that will be run by the vested interests on the board. Management won't feel like they are respected, but they have the appropriate authority, if not even going to give them a voting board seat.
So I am keen to hear whether you think, 11 neds and no execs, unprecedented in the current market, in the ASX100, is a viable appropriate structure going forward. Particularly given the obvious interests of the four shareholders with that 42%.
Brian Long: Stephen, I think you've just re-phrased your first question, and either way I answered it first. It is a matter which the board will consider. If you're asking whether or not the company should have a CEO, than the answer to that is clearly yes, and again that's a matter of when the board gets together that we will need to consider.
Stephen Mayne: I can understand the arguments about people with media interests, who know what they are talking about who have a long interest in the industry, who could add some value. Of course there is the conflict of interest question, but we've dealt with that.
Why on earth, can a mining heiress, with no experience whatsoever in the media industry, who reportedly is simply wanting to get influence and stop people attacking the new mining tax or something?
Why are you supporting her being represented on this board when there was no relevant industry experience, and when we have already three shareholders represented?
There is no other company in Australia who've got four representative directors for shareholders. Ten percent is not normally a level where you go, yes you're on. You had Perpetual for a half a dozen years with more than 10%. They were never represented.
Nick Faloon: They never wanted to be represented Stephen. Perpetual didn't ask for a board seat - it's not their normal practice. They are a professional investing firm. So we are giving you plenty of air time here today.
I mean Gina Rinehart is a very successful business woman in her own right, probably one of Australia's most successful, and she has made a decision to invest in this company - your company, and put her money where her mouth is, and she as a successful business lady we the board felt it appropriate to offer her, as we have done to others, a seat on the board - plain and simple, and she is very successful.
I am happy for you to sit here and cast aspersions on people, but we are very comfortable in offering a board seat. She brings a different skill set - noted, but there are 11 directors on this board, and she will be welcome.
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