This sporting life

Never far from the headlines JD Sports made the news again this week after the company announced the departure of executive chair Peter Cowgill following a review of internal governance. The company will also push ahead with separating the roles of chair and CEO.

In February JD Sports was fined £4.7m by competition watchdogs after a long-running probe into communications between Cowgill and his opposite number at Footasylum, Barry Brown, CEO at a company JD Sports was in the process of taking over.  So, that all worked out well.

Earth calling Bezos

Jeff Bezos may be a spaceman but some investors are at least trying to keep his feet on the ground. Legal & General Investment Management (LGIM) this week voted against his re-election as a company director at the Amazon AGM.

LGIM said it was because it “expects a board to be regularly refreshed in order to maintain an appropriate mix of independence, relevant skills, experience, tenure and background”. LGIM doesn’t mention it, but we assume directors have to be on the planet too.

Sky-high pay

Investors are also on the warpath for owners of British Airways, according to The Times. Glass Lewis, one of the two largest proxy advisers, has advised voting against the executive pay policy at International Consolidated Airlines Group, saying it is “misaligned with stakeholder experience”.

Glass Lewis adds the company should be showing “restraint” on pay after proposals to lift the share awards for CEO Luis Gallego from 100% of salary to 150%. The AGM is next month and if the pay deal goes through, we know who’s buying the beers (looking at you, Luis).

Another fine mess: KPMG

Have we done this one before? [Checks notes] No, this is a new one. Audit firm KPMG has been fined, along with audit engagement partner Anthony Sykes, for work on the audit of Rolls-Royce in 2010. The firm is fined £4.5m, discounted to £3.7m for early-bird payment, and Sykes must cough up £150,000, cut to £112,500.

The fines relate to payments made by the company in India which to led to allegations of bribery and corruption. Watchdogs at the Financial Reporting Council say KPMG failed to “exercise professional scepticism” over the payments, or obtain sufficient and appropriate audit evidence.

Backseat ESG

BlackRock, the world’s largest fund manager, caused a stir recently when it said it would back off on ESG-related shareholder proposals because many are “prescriptive or constraining on management and may not promote long-term shareholder value”.

Many saw that as a turning point in the ESG-pushback saga currently underway in which many observers argue the whole ESG drive is overdone and lacking substance (like the end of the planet lacks substance). Anyway, Tom Proverbs-Garrett, legal eagle at UK law firm Pinsent Masons, argues BlackRock’s position is hardly a U-turn because it simply reflects the legal position of directors, at least those in the UK. They have to exercise independent judgment—that’s a fiduciary duty—and shouldn’t be told what to do.

“In that context,” Proverb-Garrett writes, “one can better understand BlackRock’s assertion that this is not a retreat from its position that climate change is a crucial management matter—in particular, that appropriate transition planning is in place—but rather a recognition that in dealing with these difficult issues shareholders should not try to be backseat drivers.” Sorted.