Arsenal AGM vote farce as Sir Chips Keswick and Josh Kroenke are re-elected to board despite fan unrest

James Olley26 October 2017

Arsenal's Annual General Meeting descended into farce as Sir Chips Keswick and Josh Kroenke suffered the humiliation of poll votes to re-elect them to the board of directors.

Two directors are required to retire by rotation with each individual serving three-year tenures on the board with Keswick and Kroenke, son of majority shareholder Stan, up for reappointment this year.

Around 200 individual shareholders attended Thursday's meeting at Emirates Stadium and, as Standard Sport revealed on Wednesday, they were encouraged to oppose the resolutions by the Arsenal Supporters’ Trust as a protest against what they describe as “significant corporate governance failings”.

Fliers were handed out by AST members prior to the meeting and those inside the room listened, twice defeating the vote with a show of hands, prompting cards to be distributed for a formal vote and both Keswick and Kroenke Jr having to rely on the support of Arsenal’s two major shareholders.

After Kewsick’s reappointment was first opposed, club secretary David Miles said: “As the vote from a show of hands has defeated the resolution, we have the right to demand a poll vote in order to determine the resolution. As this is an ordinary resolution, a simple resolution is all that is required in order to carry it.

“However, before doing so I would inform you that we hold proxies which will vote in favour of the resolution which together amount to over 97 per cent of the total shareholding of the company. Can I respectfully suggest that we have a further vote on a show of hands and if the outcome remains defeated, or inconclusive, we will no alternative but to conduct a poll vote.”

Despite highlighting that Kroenke Sr and Alisher Usmanov’s Red and White Holdings had voted in favour of the resolution, essentially meaning opposition to the motion was merely symbolic and had no chance of succeeding, those in the room voted it down for a second time.

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“As the resolution has been defeated for the second time on a show of hands, we have no alternative but to demand a poll vote to be carried out on resolution number four,” Miles responded.

“Each ordinary shareholder present and in person is entitled to one vote for every share registered in his or her name.”

A 25-minute break followed before Miles addressed the crowd in an attempt to make progress, reiterating that the motion would be carried but the exact figures would be determined later in the day.

It is believed to be the first time a resolution has been opposed in this manner, certainly during Kroenke’s time at the club. The motion to re-elect Josh Kroenke followed next with the same outcome, prompting another lengthy delay.

Individuals have expressed their frustration in isolated incidents at AGMs over recent years but this was the strongest show of collective action against what many perceive to be a lack of progress, especially after the team fell out of the Champions League last season.

Earlier in the meeting, chief executive Ivan Gazidis came under scrutiny with the board asked to justify his £2.6million salary, including a £1m bonus.

Keswick said: “The club’s remuneration committee which is chaired by Lord Harris and of which I am a member, evaluates the performance of our executive directors and senior management team across a very broad spectrum of objectives.

“These objectives include financial targets both in terms of current year performance against budget and revenue growth across a longer timeframe than the results of a single season. These financial metrics are just one part of our assessment.

“The development and delivery of projects such as the upgrade of our training facilities, the academy and the continued strengthening of our commercial capabilities are among the other relevant milestones.

“I would also add that it is important the remuneration of all the club’s management remains competitive in order to attract and retain talent. In this regard, our CEO’s pay is comparable to clubs of a similar stature.

“Ivan is doing a fantastic and first class job leading the development of this club across every aspect of its operations and is representing it in the Premier League, the European Club Association and UEFA level. We are fortunate to have him as our CEO and I am very grateful that he does as much as he does.”