Inchcape Directorate Change
Inchcape PLC
28 February 2005
28 February 2005
Future changes to the Board of Inchcape
Inchcape plc, the international automotive services group, announces the
following proposed changes to its Board.
Sir John Egan, 65, Chairman, intends to step down from his role and retire from
the Inchcape Board by the Annual General Meeting (AGM) in May 2006. Sir John has
recently been appointed Chairman of Severn Trent plc.
He will be succeeded by Peter Johnson, Group Chief Executive, who will step down
from his role and assume the position of Non-executive Chairman. Mr Johnson, 57,
has been Group Chief Executive since 1999 and the Board has been aware of his
intention not to continue in a full time role until retirement age.
In proposing Peter Johnson's appointment the Board are aware of the provisions
of the Combined Code, in that an explanation should be given when someone who
has previously been chief executive of a company is to be appointed as chairman
of the board.
In considering the issue of succession, the Board has recognised the benefit to
the Company and its shareholders of Mr Johnson's ongoing involvement. Mr Johnson
has deep and broad experience of the automotive industry as a whole and the
contrasting international markets in which Inchcape operates.
Since 1999 he has built an excellent management team and has led the development
of Inchcape, which is now one of the largest independent groups in the
international automotive services field; a company which has grown from a market
capitalisation of some £300m in 1999 to over £1.6bn today.
Mr Johnson has played a pivotal role in the development and continuity of
Inchcape's relationships with its major international manufacturer partners,
which in many cases are founded upon associations built up over many years. As
Non-executive Chairman, a key element of his role will be to continue to focus
on those relationships at the highest level and aid their transition to his
successor.
The Board also considered the fact that Peter Johnson's tenure as Group Chief
Executive will prevent him from meeting the independence criteria of the
Combined Code, but the Board is confident that Mr Johnson will continue to show
the strength of character and independent judgment that he exhibited as Group
Chief Executive.
Accordingly the Directors believe that the proposed appointment of Mr Johnson as
Chairman is in the best interest of shareholders as a whole, and it is envisaged
that he will serve in that role for an initial period of three years.
The process of identifying a Chief Executive successor has commenced and the
Board expects to make an appointment during the course of 2005.
The Board has recently announced the appointment of two new Non-Executive
directors; Will Samuel who joined the Board on 26 January 2005 and David
Scotland who was appointed on 24 February 2005.
As previously announced, Simon Robertson will step down as Senior Independent
Non-executive Director and retire from the Board with effect from the AGM on
12 May 2005. He will be succeeded by Will Samuel, who will also assume the roles
of Senior Independent Director and Deputy Chairman.
In this capacity Mr Samuel will be responsible for ensuring appropriate balance
and clarity between the roles of Chairman and Group Chief Executive, following
Sir John Egan's retirement and Peter Johnson's succession, for the benefit of
the Company and its shareholders. Mr Samuel has spent his career in investment
banking and is currently a Vice Chairman of Lazard & Co Ltd.
Following these changes, in addition to Peter Johnson as Non-executive Chairman,
the Board will include five Non-executive Directors, four of whom are
independent.
The Company has consulted a number of its largest institutional shareholders on
the proposed appointment of Peter Johnson, and they are all in general support.
Sir John Egan, Chairman, commented:
'Peter Johnson has been an exceptional Group Chief Executive throughout the six
years he has spent in the role. Over that time he has served both shareholders
and our OEM partners outstandingly well, leading the company first through a
period of significant change and then impressive international growth.
'The plans we are announcing today will ensure that the value which has been
created since 1999 will be protected during the transition to Peter's successor.
We are delighted that Peter will continue to play an important part in
Inchcape's continued success.'
Notes to editors
Inchcape plc has today released its preliminary results for the full year to
31 December 2004. To view this announcement, please visit www.inchcape.com
For further information, please contact:
Group Communications, Inchcape plc
020 7546 0022
Hogarth Partnership Limited (John Olsen/Barnaby Fry)
020 7357 9477
Inchcape, an international automotive services group, provides quality
representation for its manufacturer partners, a choice of channels to market and
products for its retail customers and a range of business services for its
corporate customers. Operations are focused on the UK, Greece, Belgium,
Australia, Hong Kong and Singapore. Inchcape's activities include exclusive
Import, Distribution and Retail, Business Services, automotive E-commerce and
Financial Services. Our key manufacturer partners are Toyota/Lexus, Subaru, BMW,
the Premier Automotive Group of Ford, Mazda, Mercedes-Benz and Volkswagen.
For further information, visit us at www.inchcape.com
This information is provided by RNS
The company news service from the London Stock Exchange