Murdoch’s 21st Century Fox is expected to make a firm £10.75-per-share cash bid for the 61 per cent of Sky it does not already own before the end of this week.
And Kieran Quinn, chairman of the Local Authority Pension Fund Forum (LAPFF), said today:
LAPFF is well aware of the potential for a takeover bid. All directors of Sky have a duty not to disadvantage the public shareholders, and the position of the non-executives will need to be robust to ensure that the premium paid is appropriate and that shareholders are not disadvantaged by any temporary low in the share price.
The body also joined Royal London Asset Management, another shareholder, in questioning the role of Rupert Murdoch’s son, James, who is chairman of Sky and chief executive of Fox.
“To ensure public shareholders are not disadvantaged, any takeover bid would need to be put to a shareholder vote and any recommendation by the board in favour would have to be based on an appropriate premium as well as safeguards for future probity given past track records of the businesses controlled by the Murdoch family,” said LAPFF in a statement.
“Further clarity may also be needed so that public shareholders have full confidence that proposals are not being unduly influenced by the well-known relationships between Sky and 21st Century Fox.”
Fox and Sky are also facing political pressure over the deal, with the likes of former Labour leader Ed Miliband and former Lib Dem business secretary Vince Cable speaking out against the tie-up.
Fox is aiming to make a firm offer this week and is considering making formal commitments, or post-offer undertakings (POUs), to keeping jobs and investments in the UK. POUs, which are legally binding, have only been used once before: in SoftBank’s £24bn takeover of Cambridge-based chip maker Arm Holdings.
The companies are also exploring the possibility of using a court-approved scheme of arrangement, which would require 75 per cent approval from shareholders rather than the usual 90 per cent.