Three directors were re-elected at APN News & Media Ltd's annual meeting in Sydney today with little opposition from the floor of the meeting.
Australian media reported ahead of the meeting that BKK Partners, a consultancy whose executives include former federal Treasurer Peter Costello, was campaigning for board renewal at APN.
APN owns newspapers, radio and outdoor advertising interests, including the New Zealand Herald. It is 32.3 per cent owned by Independent News and Media Ltd, a company associated with Irishman Sir Tony O'Reilly.
Shareholder activist Jack Tilburn was the solitary dissenting voice before a show of hands confirmed the reappointment of Mr O'Reilly's son Cameron O'Reilly, Kevin Luscombe and Ted Harris to the 10-member board at today's meeting.
Chairman Gavin O'Reilly - another son of Mr O'Reilly - said he was acutely aware of the views of many institutional and retail shareholders who indicated by their proxies their genuine concerns about the size and composition of the board.
He noted concerns about over representation of directors associated with INM and calls for greater representation of Australian-based directors.
"To all of those shareholder who have clearly communicated these concerns, your board hears you loud and clear," Gavin O'Reilly said.
He also said unequivocally that shareholders were fortunate to have a board of local and international experience committed to driving shareholder value.
Cameron O'Reilly railed at suggestions he could not act independently.
"I'm passionate about this company," he said, detailing an association with APN that started with the company's floating in 1992. He became deputy chief executive that year and served as chief executive between 1996 and 2000.
"I've been involved in either buying or running almost every single part of this company. My understanding of the company comes with 20 years of experience."
Cameron O'Reilly also insisted he was his own man.
"Anyone who knows me, or has worked with me, would know the idea of being told what to do by INM, by my father, by my brother or anyone else...to do something not in the interests of APN would be as insulting as it is laughable."
Gavin O'Reilly, who is also group chief executive of INM, sought to reassure shareholders by predicting "progressive change to the board before the next annual general meeting".
"Change is what we're about but any change should be carried out in a structured, professional and methodical way and obviously in a stable environment which best underpins the APN share price for you, the shareholders," he said.
"Each director before you serves your interest, pure and simple. They display independence of both character and judgment and to suggest otherwise is factually wrong."
Mr Tilburn engaged in an agitated exchange with Gavin O'Reilly.
"Eight out of the 10 (directors) are all in the pockets of INM," he said.
"They are not representing a good Australia/New Zealand company. Board renewal is a joke, a sham and a myth."
Information filed to both the Australian and New Zealand markets showed there were 187.8m proxy votes against the re-election of Cameron O'Reilly and 269m for, with 7.78m abstaining.
Mr Gavin O'Reilly said 2009 was an unbelievably tough year for both the company and its customers.
The company made meaningful cost reductions, strengthened its balance sheet, strengthened market share and implemented innovative new strategies.
The 2010 year had already started off better as a result.
"Our business is now trending stronger and performing ahead of the prior year on a like-for-like basis in both Australia and New Zealand," he said.
Forward bookings for May and June gave confidence for an improved second quarter's trading.
"We believe that our July to December half should show good growth in advertising spend across all of our markets," he said.
- NZPA
APN directors re-elected
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