Don’t make everyone adopt Walker’s rules for banks
Bang! Sir David Walker’s report closes the banks’ stable door after the money has gone. But how long before his tough boardroom measures become ‘best practice’ for all companies, i.e compulsory?
The veteran banker asked by the government to find what went wrong at the banks blames everyone but the bankers. It was the non-executive directors’ fault for not curbing the full-time financiers and the shareholders’ fault for not curbing the boards.
And his solution is to be tough. Bank chairman will have to be re-elected annually. (Actually. Most are at present because their tenure is less than 12 months, but that is the fate of football managers who fail).
Remuneration committee chairmen will have to seek re-election if their report is backed by less than 75 per cent of shareholders (which would make many FTSE non-banks vulnerable). Non-executives need more training and vetting. And they should be bankers – ie, old cronies of the executives, or at least, blighted by the same prejudices.
That something went wrong at the banks is obvious by the fact we have had to rescue so many. But was it a failure of governance or a failure of banking? Maybe bankers simply misread the market, underestimated risk and got caught in a herd-mentality to rush in the wrong direction.
If a confectioner piled into plain chocolate when milk chocs were the next big thing, would we be throwing out the non-execs? (Not even the original Cadbury report on governance thought of that.)
The danger in giving more power to non-execs and to shareholders is that they make even greater mistakes, even if the errors are ones of restraint.
Louder voices in the boardroom might have stopped Sir Fred Goodwin buying ABNAmro but they would also probably have prevented him buying NatWest eight years earlier and put a damper on every other idea he had that subsequently worked.
Occasionally a professional like Goodwin gets it wrong. The worry is that under Walker’s proposals, the amateurs among the investors and part-time directors will frequently get it wrong. Instead of asking the shareholders and non-execs to do more, surely better training for the bankers is the answer.
But if banks are forced to adopt his proposals - which also include greater commitment by non-execs and written agreements between shareholders - other companies will be under pressure to follow.
The corporate governance code is currently being rewritten; it really must not allow knee-jerk remedies for banks to become standard practice.














July 16th, 2009 at 4:35 pm
[...] Richard Northedge questions whether there will be meddling by ‘amateur’ non-execs and investors, even if bankers can ‘get it wrong’ sometimes. Could they do more damage than Fred the Shred? But perhaps The Edge is right in questioning whether the Walker proposals might be made compulsory across all companies. And he raises the issue of better training. [...]