Is Rupert Murdoch planning to unveil some governance changes at the AGM in New York on Friday? What appears to be a well-sourced leak to The Observer
in London suggests a concession of sorts is on the cards, although
there’s no mention of abandoning the notorious poison pill. The paper
summarised the changes as follows:

News Corp’s proposals, which have been leaked by senior
insiders, would force Murdoch to seek re-election to the board each
year and ensure that the majority of directors were independent
non-executives with no ties to the Murdoch family.

The company
has appointed veteran corporate governance lawyer Ira Milstein, an
associate dean of Yale School of Management, to oversee an overhaul of
the way News Corp is run. It is understood that Milstein’s mandate is
to bring News Corp’s corporate governance procedures into line with
best US practice

The resignation of long-time News Corp
investment banker Stan Shuman as a director last week was a gesture to
the “majority of independents” mantra, but News will also need to oust
the likes of Ken Cowley and Chase Carey and find four genuine
cleanskins – which will be no easy feat.

When James Murdoch was
appointed CEO of BSkyB, he disappointed his father by resigning from
the News Corp board in recognition of good governance principles. Given
that Chase Carey is CEO of Hughes Electronics, the US satellite TV
giant which has huge related party dealings with News Corp, its 34%
parent, surely he should follow the lead of James Murdoch and resign?
Expect a big protest against Carey and the other three directors facing
re-election at Friday’s AGM.

Even if all this happened, they
would still only be minimalist changes. News Corp needs to appoint an
independent chairman, remove its two-tier voting structure and abandon
the poison pill. However, that would leave John Malone as the largest
voting shareholder.

Rupert has certainly selected a venue
steeped in entertainment history for his first New York AGM. Check out
a description of the Millennium Hotel’s Hudson Theatre here. News Corp’s connection with both American Idoland The Titanic make it a good choice for his debut in The Big Apple, as the following explains:

The Hudson Theatre was built by Henry B Harris, an up and
coming producer who later perished aboard the ill-fated RMS Titanic.
The theatre was then managed by Harris’ wife, Irene Harris, the last
known Titanic survivor to be rescued in a lifeboat, who went on to
become the first woman ever to produce theatre in New York City. With
over 90 plays performed on the Hudson Theatre stage in 20 years, it was
known as one of the finest playhouses in the city. One such play, Hot Chocolates in 1929 introduced the world to Louis Armstrong who went on to become a legend in his own right.

In the 1950’s, the Hudson Theatre was home to NBC’s The Tonight Show
with Steve Allen as host. During this time legends such as Bob Hope,
Elvis Presley, Ernie Kovacs, Milton Berle, Sammy Davis Jr., Barbara
Streisand and Vincent Price graced the theatre’s stage. The
long-running daytime game show, The Price is Right also made its debut at the Hudson Theatre.

In recent years, the theatre has hosted a wide range of events and meetings including product launches by Microsoft; American Idol auditions; NBC’s Last Comic Standing; and Bill Maher’s Victory Begins at Home show, which was broadcasted on HBO.

Peter Fray

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