Box-checkers' bane
THERE are bridge players who sit down with their heads stuffed with conventions, in the dim belief that these artificial aids will do their thinking for them. Directors can be like that too, and so can investors. So long as they can check all the boxes to show that they have conformed with the codes that have been written for them, they believe that their jobs have been done. They would do well to steer clear of Impe- rial Chemical Industries and Sir Ronnie Hampel, its chairman. He has now given us what he hopes (and I hope) will be the last report in corporate governance until fur- ther notice. Directors, to his mind, are there to make their company prosper. Compliance is no substitute for that, just as codes and conventions are no substitute for thought. Investors should use their wits and their votes, and may not always vote the conventional party line and should not. I predict that all the nitpickers and consul- tants and conventioneers who have made such a good thing out of the corporate compliance business — including Pirc, which tells you how to vote and adds a touch of sanctimony — will descend upon Sir Ronnie like a swarm of midges, and I rather hope he swats them.
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