By PETER GRIFFIN
It may be sitting on a $310 million cash pile, but Sky shareholder and listed company INL will not be shelling out to hire a second independent director to its board.
INL has been granted a waiver by the NZX from listing rules that require a board of fewer than eight members to have at least two independent directors - members with no material interest in the company.
INL plans to merge with Sky TV, of which it already owns 78 per cent, in a transaction expected to be finalised by March.
In the meantime, left with no operational assets after the sale of its newspaper division, INL is paring costs to a minimum.
It told the NZX it would be too difficult and costly to recruit another independent director at this stage.
"We didn't want to seek another independent director when there's not an operating business to manage," said Sean Wynne, INL's company secretary and sole full-time employee.
"It would be strange bringing a director on board when directors are approving merger documentation. They may not be on the new Sky board going forward."
The INL board has met five times since the June 30 close of its financial year.
While the absence of a second independent director in these days of strict adherence to principles of corporate governance would normally be frowned upon, shareholders seem comfortable with it.
"I can understand it," said James Lindsay, joint domestic equities manager for Tyndall Investment Management which has a small holding in INL.
"They'll try and get the ongoing expenses of the INL shareholding to almost nil ahead of the merger."
Waiver helps INL keep its costs down
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