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APN director resigns in protest over 'governance' issues

A SIMMERING dispute within of one of Australia's top 200 companies has burst into the public arena, with Australian outdoor advertising veteran Pierce Cody quitting the board over "governance concerns" at the media group.
By · 23 Feb 2012
By ·
23 Feb 2012
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A SIMMERING dispute within of one of Australia's top 200 companies has burst into the public arena, with Australian outdoor advertising veteran Pierce Cody quitting the board over "governance concerns" at the media group.

APN categorically denied the accusations and countered that Mr Cody had left because he had not been appointed to the group's planned new $200 million outdoor joint venture with Quadrant Private Equity.

In an extraordinary move for a company director, Mr Cody went public with his concerns in a statement emailed to the company and key stakeholders last night. Mr Cody said that after

10 years on the board, and more than 16 years' involvement with the company, he was resigning, effective immediately.

"Unfortunately I have found it necessary to resign due to unresolved concerns I have had with some ongoing areas of corporate governance," he said in the statement.

Mr Cody has had a long and close relationship with Irish media moguls the O'Reilly family, making the split even more noteworthy. (Gavin O'Reilly has chaired APN since 2004, and is chief executive of APN's Dublin-based major shareholder, Independent News & Media.)

"I must stress that I fully support the endeavours of the management team under the stewardship of the well-regarded chief executive officer, Brett Chenoweth.

"I hope this team can navigate their way through these challenging times,

and take advantage of

the exciting opportunities out there in the market," Mr Cody said.

But APN, which announces its results today, dismissed the concerns.

"There is no basis to question the corporate governance at APN," an APN spokesperson said. "The real reason regarding Mr Cody's

departure is related to the fact he didn't get the role he thought he should have, in the expanded

outdoor joint venture."

Mr Cody declined to comment

further last night other than to express his outrage at APN's response, saying he "aggressively rebutted" their response.

Mr Cody's resignation follows rumblings in recent months about the level of board involvement in the management of the company, including unconfirmed reports that management moves to write down the value of assets were watered down by sections of the board.

One observer questioned whether there would be more resignations, but an APN spokesman insisted the issue was isolated.

A corporate governance expert described Mr Cody's decision to go public as a rare but welcome move.

Like most companies in the media industry, APN has been struggling to overcome a challenging advertising market, with its share price

struggling at record lows.

The shares closed 2? lower

yesterday at 82?.

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Frequently Asked Questions about this Article…

Pierce Cody quit the APN board effective immediately after more than 10 years as a director and about 16 years involved with the company. He went public with a statement emailed to the company and stakeholders saying he resigned because of unresolved corporate governance concerns.

APN categorically denied there was any basis to question its corporate governance. The company said the real reason for Mr Cody's departure was that he was not appointed to the group’s planned $200 million outdoor joint venture with Quadrant Private Equity, not governance failings.

Yes. APN publicly countered that Mr Cody left because he did not get the role he expected in the group’s proposed $200 million outdoor joint venture with Quadrant Private Equity. Mr Cody strongly disputed APN's response but declined to provide further comment.

Key figures mentioned in the article include Pierce Cody (the departing director), Brett Chenoweth (APN’s chief executive, whom Cody said he supported), and Gavin O’Reilly (APN chair since 2004 and chief executive of APN’s Dublin-based major shareholder, Independent News & Media).

Governance disputes can create uncertainty for investors. The article notes APN has been struggling with a weak advertising market and that its share price has been at record lows, with shares closing lower the day before. Everyday investors should watch for company updates and financial results.

An observer questioned whether more resignations might follow, but an APN spokesman insisted the issue was isolated and did not indicate any immediate further departures.

A corporate governance expert described Mr Cody’s decision to go public with his concerns as rare but welcomed, implying that publicly raising governance issues can be an important check for shareholders and the market.

Investors should monitor APN’s official statements, the outcome of the planned joint venture with Quadrant Private Equity, any further board changes, the company’s upcoming results (announced the day of the article), and broader advertising market conditions that affect APN’s revenue and share price.