LaborNET

  Ask Neale

  Tool of the Week

Interview

Crikey! A Corporate Commando

He may be a lapsed Lib, but Stephen Mayne is making life hell in the boardrooms of corporate Australia. And he might have some clues for unions too.

	Stephen Mayne

What is your basic modus operandi?

Well, the goal is to create a culture of shareholder pressure in Australia, which there is not, and so wherever there is a company that is performing badly, that is not being accountable for mistakes, I'll move in and put pressure on. So I might go to the AGM and ask questions or in more extreme cases actually run for their Board on a platform for change. It is all about applying pressure and forcing change through public exposure and public debate.

So for those who don't know how AGMs work, what happens?

Normally what happens is there is a brief 15 minute presentation on what a wonderful year they have had, and then they race through the re-election of directors and pay rises for directors and a big options package for the chief executive and it is all over in about half an hour. What I am trying to do is as soon as it comes to discussion on the resolutions - I start throwing in some curly questions and make the directors earn their directors' fees on the one occasion of the year where they are legally obliged to answer questions. So it is all about THIS IS YOUR DAY, SHAREHOLDER and you should make them sweat.

Give us an example of a recent AGM. I understand for instance, with the Commonwealth Bank you got a fair bit of union support?

Yes. I got 40 per cent of the YES vote at the Commonwealth Bank and I think probably about half of that was union superfunds supporting the platform which was that they should stop their cash-for-comment deal with Alan Jones and that they should become a more activist fund manager across the country. But it coincided with the unions running their anti-contract campaign and several union representatives spoke at the meeting and so I think they voted for me and I think a lot of their fellow union super funds also did as well.

What do you have to do to actually get in their and do that?

It is very easy to stand for a Board. In most cases you just need one shareholder to recommend you and then you can get your message out to the rest of the shareholders by putting information in your platform - in your CV - so it is a very, very useful distribution for your message, because legally they can't stop you standing for their Board as long as you are a shareholder.

Then, the other way to do it is to turn up at the meeting as a shareholder or proxy and get up at the appropriate moment and put the spotlight on the issues that might be concerning the union. Just get up there and ask the questions publicly. The media is all there - they are all listening. The Board is all there - the management is all there - the shareholders are all there. It is the best opportunity of the year to get a message through and apply some pressure.

How do you get a proxy?

I can't afford to buy shares in every company, so I now solicit proxies. So I say I want to go to this meeting, is there anyone out there a shareholder? Can you appoint me your proxy? And people readily send in the material and so I can go to the meeting and speak without actually having to buy the shares. And when I run for a Board, I encourage as many shareholders as possible to appoint me as their proxy, so then I can stand up and say - and in the case of the AMP - I'm speaking on behalf of 560 shareholders who have appointed me their proxy with share worth $5 million. So you have a lot more authority when you are speaking if you have got a number of people who have appointed you.

In the case of the Commonwealth Bank and the unions, the FSU had about 450,000 shares that they were speaking on behalf of. Now that is worth $15 million or something, so it gives you a lot more clout at the meeting.

The Australian Shareholders' Association at the Pacific Dunlop meeting were speaking on behalf of 5% of the company, or 30 million shares. That was a big chunk of shares and that gave them a lot more power and authority on the floor of the meeting.

What sort of response do you get when you do one of these stunts?

It varies from a chairman who handles it well and hasn't got much to hide, and who will say "It's terrific. We enjoyed the debate. Come back next year." to the likes of Frank Lowey or Kerry Packer. Kerry Packer just says "Are you being deliberately this offensive, or is it just natural?" Frank Lowey won't answer your questions as the head of Westfield and will just dismiss them. A lot of chairmen don't like it but the great thing about it is that under the law they must give you a good opportunity to speak and ask questions. Compare that with journalists who ask questions, and they might say "no comment" or "off the record" or "this interview is over" - they can't do that in the legal context of an AGM.

Can you point to any tangible wins you have had?

Probably three big ones. I nominated for the AMP Board on a platform for voting out the chairman. Some of the directors for the GIO debacle; and five directors, including the chairman all quit a week later, after I nominated. I was only a small factor in that but an important one.

I'm campaigning against cash-for-comment as a journalist, and I nominated for the Optus Board on an anti-cash-for-comment platform and they cancelled their contract with Alan Jones two weeks later.

And I nominated against Steve Vizard on the Telstra Board, specifically because of all his conflicts of interest with his union deal for Virtual Communities and his interest in buying up the internet development rights for AFL clubs. And within two weeks of being nominated for their Board on an anti-Vizard platform, he'd resigned.

There is not a lot of fanfare about it, but it can have a big impact if you pick the most sensitive targets, and these guys don't want a public brawl over the skeletons that are rattling in their closet, so they bow out gracefully.

What is your view in general of the quality of corporate governance in Australia?

There are two issues. Corporate performance and corporate governance. Corporate governance is getting better, but corporate performance remains very poor. Australia has got a very poorly performing corporate sector. Companies that have been dogs for years should be throwing out their directors and putting in some new blood. They just don't do it. There is no culture of that. Companies like Pasminco, Pacific Dunlop, Goodman Fielder - which is the biggest Australian food company - they have been dogs for five years and nothing has changed at the top.

So corporate governance is getting better. Companies are more transparent, they are disclosing more. But you have got a few notable exceptions where they have very, very poor corporate governance practices, such as NewsCorp, Kerry Packers PBL, Westfield Holdings. A lot of the companies with big, powerful chairmen who own a large slab of the company - often their corporate governance is very poor. Big companies like Spotless, where the management still control the company when the independent directors should be in the majority.

Looking at the American presidentials this week, the guy that ends up being pivotal is Ralph Nader, who ran on the whole platform that both of the major parties were in the pockets of the corporates. Is there any difference between there and Australia?

No, I think it is absolutely spot on that both of the major parties suck up to the media moguls and they suck up to big business and do deals in exchange for corporate support and political donations. And I think there is a lot of scope for a Ralph Nader type figure to emerge in Australia to blow open the political duopoly.

As someone who comes out of the liberal side of politics, do you have any advice for the union movement at the moment, as we try to make more of this corporate campaigning model?

I think this is something that they should focus on very strongly. Union superfunds are becoming increasingly powerful with the great amount of money in there and they should see themselves as now having genuine financial clout. In the US you often see the staff owning large chunks of companies. One of the major airlines in the US - I think it might be American Airlines - is 55% owned by their staff. In Australia you don't get that that much. The largest is Lend Lease, which is 14% owned by its staff. But if the staff can build up a big enough shareholding, through their superfund or through their staff share schemes, then they can have a big say in what goes on in the company.

   Visit Crikey

  View entire issue - print all of the articles!

  Issue 77 contents

»	Games Workers Still Waiting on Closing Ceremony
»	Showdown: Howard Faces Court Over Rail Sell-Off
»	World Awaits Landmark Slave Labour Decision
»	American Voters Reject Vouchers
»	Illawarra Fights The Big Bastard
»	Retailers Rethink FairWear Retreat
»	Killer Holidays: Activist Fired for Taking Vacation
»	ANZ Faces Contracts Challenge
»	Cup Workers Score Heady Brew
»	Meals on Wheels Turns Mean
»	Wild Horses Get Maurie's Goat
»	Labor Council backs Souths Rally
»	Sisters Celebrate Four Years
»	Reith to Face the Music

»	The Soapbox
»	Sport
»	Trades Hall
»	Tool Shed

»	Nader no Fels
»	Sartor's Veladrome

Notice Board
- Check out the latest events

Latest Issue

View entire latest issue
- print all of the articles!

Previous Issues

Subject index

Search all issues

© 1999-2000 Labor Council of NSW

LaborNET is a resource for the labour movement provided by the Labor Council of NSW

[ Privacy Statement | Disclaimer | Credits ]

LaborNET is proudly created, designed and programmed by Social Change Online for the Labor Council of NSW