RIM eyes changes to corporate structure

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This article was published 02/07/2011 (5425 days ago), so information in it may no longer be current.

TORONTO — Research In Motion Ltd. will create a committee that will examine possible changes to its corporate structure, including the possibility of separating the co-chairman and cochief executive roles of its leaders Jim Balsillie and Mike Lazaridis.

The moves comes after a shareholder group threatened to put forward a motion to consider the changes at the company’s upcoming annual general meeting.

RIM said Northwest and Ethical Investments (NEI) would withdraw its proposal that was due to be discussed at RIM’s AGM — which is scheduled for July 12 — that called for a policy that would divide the roles of chairman and CEO.

In exchange, RIM has agreed its board of directors will establish a “committee of independent directors” to examine several issues related to the governance of Canada’s top technology company.

“RIM and NEI Investments are pleased to have reached an agreement on this matter, and these important issues of corporate governance will receive further consideration at the RIM board level,” the two companies said in a joint statement.

According to a release, the committee will study several issues related to RIM’s leadership structure, including the role of an independent lead director or chairman and the “necessity for RIM’s co-CEOs to have significant board-level titles.”

The committee will also report back with a recommended governance structure for RIM, “which will include clarifications of the co-CEOs and chairman roles, as well as the board’s mandate.”

According to the release, the committee will consult with NEI in developing the “specific terms of reference” for the study before an official report is issued by Jan. 31, 2012. Once the committee files its report, RIM will have 30 days to respond to the recommendations.

The announcement comes less than one week after proxy advisory firm Glass Lewis & Co. threw its support behind a shareholder motion demanding RIM split the co-chairman and co-CEO roles held by Balsillie and Lazaridis as the BlackBerry maker struggles under the weight of a declining share price and product delays which have shaken investor confidence.

That call was echoed on Monday by Proxy adviser Institutional Shareholder Services.

On June 10, NEI announced plans to pushforashareholdervoteatRIM’sAGM on whether the company’s two founders can retain shared roles as chairmen of the board and chief executives.

— Postmedia News