Ryanair shareholders maneouvre to block directors

UK shareholder advisory group PIRC, which advises asset managers and institutional shareholders on corporate governance issues, is pushing for Ryanair shareholders to vote against the election of a number of Ryanair directors at its Annual General Meeting next week.

PIRC states that there is a major governance issue at the airline and has advised shareholders to oppose the elections of chairman David Bonderman and former chief operating officer Michael Cawley as well as non-executive directors Michael Horgan, Kyran McLaughlin, and senior independent director James Osborne. It also wants shareholders to abstain from the vote to re-elect former Finance Minister Charlie McCreevy due to "limited biographical information" being made available to shareholders.

The issue PIRC has is the tenure of these individuals on the Ryanair board and its perceived "lack of independence". Bonderman has been chairman for 18 years. Ryanair insists that its non-executive directors are independent under the terms of the UK's corporate governance code. Cawley, who resigned from his role at the airline earlier this year, agreed to remain as a non-executive director. Shareholders get an opportunity to vote on his election to the board next week.

PIRC also criticized that fact that KPMG has been Ryanair’s auditor for nearly 20 years – also a governance concern.