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Old 6th Mar 2007, 22:19
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B A Lert
 
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Exclamation Chairman Margie & Corporate Governance

This was in today's Sydney Morning Herald and outlines how Chairman Margie told a meeting in London how everything was 'above board'. Apparently the full details of her presentation are available to Qantas staff on the Intranet but nothing is available to other shareholders/interested parties who are neither staff nor those present at the London meeting. I wonder why such selective 'censorship' is in place?

Qantas deal was out of the blue

March 7, 2007

Michael Evans marvels at the magnificent Margaret.
Margaret Jackson … privateers swooped from out of the sun.


SHE might be giving up her Qantas wings but Margaret Jackson has clipped on a pair of cherubic angel wings to tell the world the Qantas board was beyond reproach in selling the airline.

The outgoing (she hopes) Qantas chairwoman has taken the rather unusual step of detailing how the airline found itself being targeted by an $11 billion private equity buyout.

And one word stands out: "Unsolicited." Seems an odd word to throw in there.

But for months, there have been unsubstantiated rumours about whether the deal was, in fact, cooked up by Qantas management, a particularly touchy topic in the wake of Alinta's, er, governance-challenged management buyout.

"For the chairman and board of any company it is definitely a challenge when private equity unexpectedly knocks on your door," Jackson told Citigroup's annual Australia-New Zealand conference in London.

"This unsolicited approach to Qantas raised new challenges."

Jackson acknowledged "serious conflicts of interest" given the Macquarie Bank-led consortium wanted Geoff Dixon and Peter Gregg in the tent.

In a jab at former Alinta chairman John Poynton, who wanted into the Perth energy company's management buyout, Jackson said: "There was no way I could lead an impartial process if I had an interest in its outcome. My job and that of the independent board was, and is, to act without fear or favour on behalf of our current shareholders."

She detailed protocols involved in the negotiations and put on the record that "no one involved could trade in Qantas securities for 12 months".

She pointed out that while the independent directors made the decision to recommend the offer, executive directors Dixon and Gregg "wholeheartedly supported this decision".

Then again, even she acknowledges they had a bit of an interest given "there has been a lot of talk about the compensation Qantas executives will receive if the deal goes ahead".

But she reckons her board deserves a rap. "If the deal goes ahead, all our current independent directors will resign. They will receive no cash retirement payment. Their fees will just stop."

And that means James Packer, for one, might be looking for a new board seat.

As he's a top 20 shareholder in Macquarie Bank, Macquarie's behind the Qantas buyout and Packer's on the Qantas board, surely it would make for nice continuity for him to join the Macquarie Bank board.
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