Chairmen of large British public companies are often invisible to the outside world as long as things are going well. The chief executive has a higher profile, and usually takes the lead in dealing with the media and the City of London.
But when a storm blows up, as it has around Vodafone in recent weeks, the spotlight suddenly falls on the chairman – in this case Lord MacLaurin, the former Tesco boss who has been in the post since 1997 and is due to hand over to Sir John Bond, retiring chairman of HSBC, in July.
Lord MacLaurin was obliged last Sunday to issue a strong statement of support for his embattled chief executive, Arun Sarin. The question now is whether the two men, acting together, can convince shareholders that the company is on the right track.
This boardroom drama, like the one at Marks and Spencer last year (which ended with the appointment of a new chairman, Lord Burns), draws attention to a distinctively British corporate governance structure, as yet unadopted by any other major industrial country. It is the requirement, laid down in the combined code which applies to all UK listed companies, that the posts of chairman and chief executive should be separate and that the chairman should be independent at the time of his or her appointment.
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