The Co-op Bank Disaster who is to Blame!
Clearly something has gone seriously wrong at the
Co-operative Bank but the latest twist in this saga has created far more heat
than light. The public pillorying of Paul Flowers, for the Tabloids love it is
the perfect story, a Vicar, sex, class A-drugs and rent boys. And that is
before the banking connection. Clearly the Tories have enjoyed this big time.
The Co-op movement’s historic connection to the Labour Party has made this a
great opportunity to attack both the democratic nature of the Co-op and its role
as the banker to Labour.
Firstly the Co-op Bank has never been a co-operative. It
began life as the Loan and Deposit Department of the Co-operative Wholesale
Society back in 1872 and ninety-nine years later it became a plc and a wholly
owned subsidiary of the Co-operative Group.
Furthermore the Directors of the Bank have never been
elected. They have always been appointed by the main board of the Co-op Group
and to overcome any skills gaps they have included a significant number of what are independent non-executive directors
drawn from the financial services and banking industry.
In short Paul Flowers may have been chair of the Bank Board
but he was not running the show. Indeed the board had a minority of elected
members. To quote the annual report for 2012, “Of the 11 Non-Executive
Directors four are elected members of the Co-operative Group Board, two are
Co-operative Group Executives and five are independent and recruited for their
specific financial services experience and expertise.”
All the key roles on the operational sub-committees of the
board where taken by banking professionals of some standing.
In the 2012 annual report you will see that the Chair of the
Risk Committee which had responsibility for “the management and control of all
significant risks, including technical, operational, business model and
external risks”, was Merlyn Lowther. Her
name maybe familiar indeed you may have her signature in your wallet. As chief
cashier of the Bank of England her signature was on our bank notes for four
years. She joined the Bank of England Economics Division in 1975 and had worked
her way up to chief cashier by 1993.
Then there is the Exposures Committee, responsible for
sanctioning “large counter party transactions, manage large exposure positions
and consider risk management of exposures”. This was chaired by Peter
Harvey who had been the chief executive of UK Business Banking at Barclays PLC as
part of long career at Barclays.
There is also William Hewitt former Group Finance Director
of the RAC who was chair of the Audit Committee. Then there are the external auditors KPMG.
The Bank was given a clean audit including a review of their corporate
governance statements by Andrew Walker an Audit and Transactions Services
partner in KPMG’s Financial Services practice.
He specialises in the retail financial services sector, in particular
building societies, credit cards and consumer finance.
Andrew has worked extensively on IFRS (For those who don’t know
these are International Financial Reporting Standards) for most of his audit
clients and has detailed experience and insight of application of standards in
complex, subjective areas such as impairment, fair value and hedging. He has acted as the expert on a major claim in
connection with credit card and internet systems. He has also led reviews in connection with
OFT investigations in the banking and consumer finance sectors.
Oh and don’t forget the advisers who facilitated the merger
with Britannia said to be Tim Webb of J.P. Morgan Cazenove. According to their
website Tim is an exceptional banker. He represents “the stability of our
management team and the depth of talent that allows us to maintain consistent
service to clients year after year”.
It must be clear to everyone now that that deal was the
mutual equivalent of Lloyds and HBOS.
The Co-op Bank was a prudently run fairly boring bank indeed there had
been a time when the board consisted was solely of elected members who were
completely risk averse.
Britannia it now appears believed there would never be a
recession and the housing market and the commercial property market would ever
stall and was loaded with all sorts of toxic debts. Now we all know the
consequences of that lethal cocktail.
The other board members included Neville Richardson the
former CEO of that Building Society. Then there was Peter Marks the Co-op Group
CEO determined to grow the business by acquisition at apparently any price the
stage is set for a total disaster.
Far be it from me to try and defend Paul Flowers. His
performance at the select committee was not brilliant but he was not the worst
performer by any measure. However hs apparently dissolute private life style
has provided the tabloids with a great story and Cameron and Osborne a stick to
beat the Labour Party with. But the collapse of the Co-op Bank is not the fault
of the elected members of the Group Board or of the four elected members on the
Bank Board.
It was the professional bankers and financial advisers that
that cooked up the deals that bought the bank low. The Co-op Bank is in the
brown sticky stuff because it was a Bank not because it was a Co-operative.
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