Bloomberg.com: Shell Considers Unifying Board to Improve Governance
June 17 (Bloomberg) — Royal Dutch/Shell Group said it may unify the two boards that have governed the company for almost a century, after the overstatement of its oil reserves led to the replacement of three senior executives and shareholder lawsuits.
“A number of possible structures, and improvements to decision-making, accountability and enhancement of effective leadership, are under active consideration,” Shell said in a statement on PR Newswire. “Amongst other alternatives, forms of unified boards, to which a CEO would report, are being studied.”
Calls for changes in Shell’s dual structure and improved leadership and accountability have increased after the company reduced its proven reserves four times this year. Shell Transport & Trading Co. of London and Royal Dutch Petroleum Co. of The Hague are run by separate boards in a arrangement dating from their 1907 merger.
The statement from Shell, Europe’s second-largest oil company, follows mounting pressure from investors for information on the progress of a review of its structure and corporate governance. Previously, Shell had promised an update at its annual general meeting on June 28.
The shares of Shell Transport rose 1.7 percent to 406.25 pence yesterday, the highest since Jan. 6, three days before the first cut in reserves on Jan. 9. The stock has declined 2.2 percent so far this year, less than an 8.3 percent advance at BP.
Shell gained 1.75 pence, or 0.4 percent, to 408 pence as of 8:07 a.m. in London.
Pressure
Shell also disclosed the names of the people leading the review. Previously, Shell had declined to say who was conducting the study, saying only a working group is “exploring all possibilities for improving governance and structure.”
A “consultative review” is being carried out by a group drawn from the boards of the two parent companies, including Maarten van den Bergh, Peter Job, John Kerr, Jonkheer Aarnout Loudon and Jeroen van der Veer, Shell said.
They are being assisted by a team of senior executives, including the legal director, the head of group taxation, the group treasurer and the corporate secretaries. Outside legal and tax advisers, and investment bankers, are being consulted, Shell said. They weren’t identified in the statement.
The results of the review will be made public in November, Shell said. The company plans to consult shareholders further after that, before the annual meeting in 2005 decides the matter.
Investors told Philip Watts, who was ousted as Shell’s chairman in March, in the last month of his tenure that moving to a single board should be a priority.
Now, the Dutch and U.K. parent companies each have their own board, and a group of executives called the Committee of Managing Directors drawn from both sides sets strategy. Another entity, called the Conference, includes directors from both Shell Transport and Royal Dutch.
Shell has already made some changes, such as the appointment of a non-executive chairman, Ronald Oxburgh, to Shell Transport’s board. The company also plans to tighten controls on reserves by using outside experts to audit the assessments.
To contact the reporter on this story:
Alex Lawler in London at [email protected]
To contact the editors on this story:
Tim Coulter in London at [email protected]
Last Updated: June 17, 2004 03:10 EDT
This website and sisters royaldutchshellplc.com, shellnazihistory.com, royaldutchshell.website, johndonovan.website, and shellnews.net, are owned by John Donovan. There is also a Wikipedia segment.
Royal Dutch Shell conspired directly with Hitler, financed the Nazi Party, was anti-Semitic and sold out its own Dutch Jewish employees to the Nazis. Shell had a close relationship with the Nazis during and after the reign of Sir Henri Deterding, an ardent Nazi, and the founder and decades long leader of the Royal Dutch Shell Group. His burial ceremony, which had all the trappings of a state funeral, was held at his private estate in Mecklenburg, Germany. The spectacle (photographs below) included a funeral procession led by a horse drawn funeral hearse with senior Nazis officials and senior Royal Dutch Shell directors in attendance, Nazi salutes at the graveside, swastika banners on display and wreaths and personal tributes from Adolf Hitler and Reichsmarschall, Hermann Goring. Deterding was an honored associate and supporter of Hitler and a personal friend of Goring.
Deterding was the guest of Hitler during a four day summit meeting at Berchtesgaden. Sir Henri and Hitler both had ambitions on Russian oil fields. Only an honored personal guest would be rewarded with a private four day meeting at Hitler’s mountain top retreat.
IN JULY 2007, MR BILL CAMPBELL (ABOVE, A RETIRED GROUP AUDITOR OF SHELL INTERNATIONAL SENT AN EMAIL TO EVERY UK MP AND MEMBER OF THE HOUSE OF LORDS: 
MORE DETAILS:
A head-cut image of Alfred Donovan (now deceased) appears courtesy of The Wall Street Journal.
