The New Zealand Shareholders' Association supported the re-election of Rosanne Meo to another term as chair of Briscoe Group - despite it being totally against the organisation’s normal governance recommendations.
Meo was unanimously voted back into the chair role at the annual meeting of the homeware and sporting goods retailer in Auckland today. She was first appointed to the Briscoe’s board in May 2001, meaning she will have served 20 years in the role by the time her term finishes in 2021.
The Shareholders' Association suggests board members serve no more than three terms, or nine years.
Alan Best, proxy holder for the association at the meeting, said Briscoe's continuing success and the fact there were four independent non-executive directors on the five-person board meant it had no concerns.
“This is a particularly good governance structure, with four independent directors to challenge the managing director, even though he’s a 70 percent shareholder.
“If there is strong alignment between management and the board, we’d be critical and say the board can’t fulfil its independent governance function. But if alignment is not so strong as to inhibit proper governance, we’re prepared to waive the normal protocols.
“And it’s pragmatic not to break a board relationship which is very successful.”
In February, Briscoe reported its seventh consecutive record annual profit, despite the challenges inherent in the retail sector. The company saw sales top $600 million for the first time, up 25 percent from what it managed five years ago. Profit for the year to Jan. 28, 2018 was just above $61 million, an 8 percent increase on the year before, after adjusting for one-off items.
Meo, who turned 70 last year, joked after the meeting that she’d promised to drop one directorship for every new grandchild she had. She was now up to four grandkids and would be down to two directorships by the end of the year. She also chairs the Real Estate Institute (Reinz).
But Meo said the challenges of the retail sector and the strength and structure of the Briscoe board meant she felt she could still add value.
Two of the other board members, Tony Batterton and Andy Coupe, joined in 2016; former EziBuy and Max Fashions CEO Mary Devine has been on the board since 2013.
The shares rose 0.9 percent to $3.47, having dipped 0.3 percent so far this year.