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Then all hell breaks out. The ensuing row — complete with allegations of impropriety over share options and more — reached a head last week when Pickering, chief executive of Manganese Bronze, the specialist carmaker that manufactures London cabs, was briefly deposed at the company’s annual meeting.
His former chairman, Jamie Borwick, who controls a 37% holding in the firm and wants to take the business private, blocked his re-election to the board. But then the board quickly convened another meeting and reinstated Pickering. Back, but for how long?
“Yeah, it’s been a difficult week,” says Pickering, sitting in his temporary office high above London’s Moorgate. He seems anxious, as one might expect, but resolute. With his burly physique, sweep of hair and checked shirt, he looks more like a prosperous young farmer than the accountant-turned-engineering boss that his CV shows. He has done stints at Arthur Andersen, the printing-press maker Rockwell, and the fire-engine maker Dennis, but nothing could have prepared him for the Manganese fiasco.
Even his temporary workspace reflects the odd position he finds himself in. Manganese Bronze — the name stems from the firm’s Victorian roots making ships’ propellers — had a very nice head office round the corner in the City. Unfortunately, it was owned by the family shareholding vehicle controlled by Borwick, the former chairman and chief executive with whom Manganese is now in dispute.
“We felt we had to move out when Borwick moved his bid team in on another floor,” says Pickering wryly. That was in January. With a bid from Borwick in the offing, Pickering couldn’t establish another permanent base. Regus, the temporary office specialist, seemed a better bet.
Borwick couldn’t raise the capital and his bid failed to materialise — at 80p a share, it wildly undervalued the firm anyway, says Pickering. But since then, relations have nose-dived. Pickering no longer speaks to Borwick, all contact is handled through Manganese’s current chairman, Tim Melville-Ross.
Everyone is trying to be gentlemanly. “Jamie is passionate about the taxi business,” says the 48-year-old Pickering.
Borwick, also 48, says it’s nothing personal. But you can tell that beneath the very British veneer of civility, the strain is beginning to show.
It broke to the surface at the annual meeting last week. Borwick’s huge chunk of shares — he is married to the daughter of Dennis Poore, out of whose 1970s industrial empire Manganese emerged — gives him the clout to cause the company real problems. He is threatening to take his complaints to the Financial Services Authority. He argues that the share options, granted to the chief executive and finance director this year, contravene share-dealing rules as the stock was offered when the executives knew they were going to close a sale that would shift the price.
Pickering says it’s all potty. Yes, the share price went up, but they weren’t to know it. And the share options in question are worth only about £140,000.
The rise in price has added about £7m to the value of Borwick’s shares. Borwick says it’s not about price, it’s the way you run a company. He doesn’t think a board can reinstate a chief executive if the shareholders have blocked his re-election.
Pickering and Melville-Ross, a man of some experience, say they have done everything by the book and that the whole thing is childish. This incenses Borwick, who claims he has already had an apology from Melville-Ross for the “childish” jibe. He is also angry at any mention of his shareholding being “dropped” from the annual report.
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