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Jul 18, 2012

Shareholders push for independent chair at News Corp

Investors with more than $1.6 trillion in assets request governance reforms.

Investors with assets greater than $1.6 trillion are pushing for adoption of a shareholder resolution calling for News Corp to appoint an independent chair. The shareholders’ group sent a letter to News Corp chairman Rupert Murdoch appealing for the change in governance on Tuesday.

The resolution was filed by Christian Brothers Investment Services (CBIS) and members of the Local Authority Pension Fund Forum (LAPFF). The shareholders are hoping the potential split of News Corp into two companies that was reported to be under consideration in June may also lead to a change in governance policy at the media giant.

Because of the dual class share structure at News Corp, Class A shareholders are unable to vote in favor of corporate governance reforms at annual shareholder meetings. News Corp’s annual meeting is expected to be held in October 2012.

‘In light of the events of the past year, many News Corp shareholders believe the board would benefit from a greater degree of independence. The appointment of a genuinely independent chair would represent a significant step forward, and we urge the board to recognize the strength of investor support for this initiative,’ says LAPFF chairman Ian Greenwood in a statement. ‘Given News Corp’s forthcoming restructuring, LAPFF believes this is a golden opportunity for governance reform.’

This is not the first time shareholders of News Corp have pushed for adoption of an independent chair: CBIS submitted a similar proposal to appoint an independent board chair in April.

Julie Tanner, assistant director of socially responsible investing at CBIS, says the letter to Murdoch was a way for investors to have their wishes heard. ‘By appointing a qualified independent chair, News Corp can improve oversight of management, business risk and the interests of all shareholders,’ she observes.