Bloomberg Thursday quoted Glass Lewis & Co as saying that RIM's decision to appoint the panel to study the overhaul of its management structure indicates that it is avoiding a commitment to appoint an independent chair.
Amid RIM's plunging stock after poor quarterly results, shrinking profits and sales and delays in replacing the aged handsets, frustrated investors have been pressuring the BlackBerry co-CEOs to give independence to the board from management.
Lazaridis and Balsillie are not only the co-CEOs of the company but also co-chairmen of the BlackBerry's board of directors. They also have the largest individual shares of 10 percent. Thus, the two men control management as well as the board of directors.
Last week when Northwest & Ethical Investments LP (one of the major shareholder group in RIM) proposed a vote to split the roles of CEO and chairman at the July 12 annual general meeting, the two co-CEOs relented to head off the crisis.
To ward off the vote, RIM bosses set up a committee of independent directors to "study the appropriate balance between an independent lead director or chair with full and exclusive authority customarily held by such an office holder.''
But Dimitri Zagoroff and Marian Macindoe, analysts with the San Francisco- based investment advisory firm, have written in a report that "the appointment of independent board leadership does not require further study, but rather concrete action.
"While we commend the (RIM) board for actively engaging with NEI (Northwest & Ethical Investments PL) in an attempt to reach a mutually agreeable solution, we are underwhelmed with the board's continued avoidance of a commitment to appoint an independent chairman.''
Glass Lewis & Co, which advises investors that manage more than $15 trillion on proxy voting, had backed the BlackBerry investors' proposal to split top roles at RIM.