Toute l'actualité de l'engagement actionnarial par PhiTrust

Notre impact:
- 1450 initiatives privées
- 120 initiatives publiques
- 27 résolutions externes déposées

Depuis plus de dix ans, nous croyons que l’éthique du management et la gouvernance ont un rôle fondamental au sein des entreprises dans lesquelles nous investissons pour le compte de nos clients.
Face aux défis immenses de la crise que nous vivons aujourd’hui, nous sommes de plus en plus convaincus que nos entreprises cotées en Europe ont besoin d’actionnaires minoritaires actifs qui les aident à développer des stratégies innovantes pour répondre aux enjeux financiers, commerciaux et sociaux de notre monde actuel, et nous essayons d’y contribuer par notre stratégie d’investissement.

30 août 2013

ACCOR: history of a foretold, bad governance-related drift ?

The appointment of Sébastien BAZIN as CEO of ACCOR group is the last development of a strategic and financial drifting that was reflected in company governance issues. Do remember Colony Capital (steered by Sebastien Bazin) taking in ACCOR a first equity stake in the form of convertible bonds and a seat on the Executive Committee that gave him the same rights as a controlling shareholder but whithout being shareholder. Colony Capital fund, a specialist of real estate in the USA, intended to dissociate structures from operation in order to "create value". (The strategy was reiterated a few years later with CARREFOUR, achieving the success we know...)
Given that the capital of ACCOR company was very dispersed, Eurazeo joined rapidly Colony Capital and together they took 20% of the capital as well as control over the Board of Directors, whithout having to trigger any take-over bid. Several governance changes were made (including in particular the resignation of six board members...), from CEO to chairman or from company with a Supervisory Board to company with a Board of Directors; several strategy changes were announced (adopted then eventually decided such as the listing of Edenred, which was doing very well with a clear strategy and a clear governance...), ponctuating for several years the life of this very nice company, born of the entrepeneurial vision of Messrs Dubrule and Pélisson. What is left from it today, except for a firm crippled of aches related to crude strategic changes whithout consultation of the crews, which can only demotivate the whole staff… ?
As minority shareholders, we attended the show without being able to intervene, but did we want it, supposing that we could ? We are reaching here the limit of the company with a diluted capital, "without reference shareholders" or with shareholders wanting not to be active in front of other one desiring to take power without paying the price for it; the latter do it moreover only to get a capital gain. Almost all analysts agreed on one point: Colony Capital strategy to dissociate structures from the fund was not the good one for Accor… The creation of Edenred was a short-term idea but would have put Accor at risk in the long run, since both businesses supplemented one another in terms of equity capital as well as in terms of working capital needs… And the successive, crude changes of managers could only affect the company's mid-term strategy and the crews' support…

The Board of Carrefour eventually found the man for the job, Georges Plassat, a leading specialist of retailing and probably one of the few who could give a real vision to the retailer business (if it is not too late). The Board of Accor could not find the right person outside the company and entrusted the one having provoked such many incompetences with the company's destiny… What a responsibility do passive shareholders and members of the Board of Accor have, who have let endure, since 2005, a situation where governance only responded to the interest of certain shareholders or of their principal ! What a pity to see a so nice firm "going to pieces" through consecutive strategic turns with a lack of long-term strategical vision ! This example points out once more that a firm cannot develop from a simply financial vision and that it does need a clear strategy and a clear governance in the long run to succeed.

Olivier de Guerre
Chairman of PhiTrust Active Investors