Leading Governance Groups Support Board
27 April 2011
National Express Group PLC
Leading Governance Groups announce support for National Express Board
The Board of National Express Group plc welcomes the news that three leading corporate governance advisory groups have urged shareholders to support the Board at its forthcoming AGM on May 10th by voting against the motions tabled by Elliott Advisors, the activist US hedge fund.
In a strong demonstration of support for the Group, its corporate strategy and its standards of corporate governance, ISS Governance Services, Glass Lewis & Co LLC and PIRC have all recommended that their subscribers should vote AGAINST all of the Elliott Advisor nominees who are standing for election to the Board and FOR the two National Express directors who are seeking re-election.
In its report ISS, through its RREV Proxy Advisory Services unit, commented: "There is a consensus that the turnaround led by CEO [Dean] Finch has been a success, with NEX significantly outperforming peers since its 2009 rights issue…the dissidents have not met their burden of proving that some change on the Board is warranted".
Glass Lewis's report comments: "We question the timing of Elliott's solicitation and find much of the Dissident's stated plans to be similar to, or duplicative of, efforts currently being undertaken by the Board in connection with the ongoing restructuring of National Express…We do not find Elliott's argument compelling".
Glass Lewis continues with a strong endorsement of National Express under its current strategy and management. "The Board's efforts, which have covered less than two full years, have resulted in quantifiable returns for shareholders. We believe that Elliott has failed to provide shareholders compelling reason to forgo a thus-far successful reorganization in favour of transactions that would dramatically alter National Express going forward."
PIRC commented: "The Board has gone through significant change recently with new CEO, CFO and Chairman appointments which indicates the Nomination Committee's willingness to make governance changes […] at this stage, an oppose vote is therefore recommended in respect of all three proposed candidates."
John Devaney, Chairman of National Express, commented: "National Express is pleased that after their detailed, independent analysis ISS, PIRC and Glass Lewis have each concluded that the Board's established corporate governance processes and its existing strategy are best placed to continue delivering significant value to all shareholders. We welcome the significant support this provides for the Board's position."
Ends
Note to Editors
About ISS
ISS is the leading provider of corporate governance solutions to the global financial community. Over 1,700 clients rely on ISS' expertise to help them make more informed investment decisions on behalf of the owners of companies. ISS' services include objective governance research and analysis, end-to-end proxy voting and distribution solutions, turnkey securities class-action claims management, and reliable governance data and modelling tools.Investors, regulators and media regularly turn to ISS experts for insight and data on trends in corporate governance, proxy voting operations and mechanics, and securities litigation.
ISS is a subsidiary of MSCI Inc., a leading provider of investment decision support tools to investors globally.
About Glass, Lewis & Co
Glass, Lewis & Co. LLC is the leading independent governance analysis and proxy voting firm, serving institutional investors that collectively manage more than $17 trillion in assets. With research focused on the long-term financial impact of investment and proxy decisions, Glass Lewis allows institutional investors to make decisions by uncovering and assessing business, legal, governance and accounting risk at more than 18,000 companies in over 80 countries. Founded in 2003, Glass Lewis is headquartered in San Francisco with offices in New York, Tokyo, and Sydney. In 2007 Glass Lewis became an independent wholly-owned subsidiary of Ontario Teachers' Pension Plan Board.
Glass Lewis was founded by Wall Street professionals to assist institutional investors and other institutional participants in the capital markets. The firm was capitalized by its founders and a group of research analysts, accountants, publishers and bankers.
About PIRC
PIRC is the UK's leading independent research and advisory consultancy providing services to institutional investors on corporate governance and corporate social responsibility. PIRC has a wide spectrum of clients ranging from pension funds, faith-based investors, trade unions to banks and asset managers. Its Corporate Governance Service is an authoritative and vital resource for active investors, whilst its Shareowner Voting Guidelines provide a market-wide benchmark for investors and forms part of the movement for corporate governance reform and long-term wealth creation strategies for responsible investors.
Contacts:
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National Express Group PLC: |
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Jez Maiden, Group Finance Director |
0121 460 8657 |
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Stuart Morgan, Head of Investor Relations |
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Anthony Vigor, Director of Policy and External Affairs |
07767 425822 |
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Maitland: |
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Neil Bennett |
020 7379 5151 |
This information is provided by RNS
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