Nissan shareholders OK ouster of ex-chair Ghosn from board

Nissan President and CEO Carlos Ghosn speaks during the opening ceremony for the new office in Hong Kong Tuesday, May 22, 2012. (AP / Kin Cheung)

TOKYO -- Nissan's shareholders ousted the automaker's former chairman Carlos Ghosn from its board on Monday, seeking to shut the door on an era capped by scandal.

More than 4,000 people gathered at a Tokyo hotel for a three-hour extraordinary shareholders' meeting and signalled their approval for dismissing Ghosn with applause. They also approved the appointment of French alliance partner Renault SA's Chairman Jean-Dominique Senard to replace Ghosn. Renault owns 43 per cent of Nissan.

"I will dedicate my energy to enhance the future of Nissan," said Senard, who was introduced to the shareholders at the meeting's end. He promised to do his best to keep the automaker's performance on track.

Ghosn was first arrested in November for allegedly underreporting his compensation and for breach of trust. He was released on bail in early March and then re-arrested for a fourth time last week. The latest arrest involves new allegations that $5 million from a Nissan Motor Co. subsidiary meant for an Oman dealership was diverted to a company effectively controlled by Ghosn.

Ghosn says he is innocent. He has suggested the accusations were made by some at Nissan hoping to remove him from power.

Nissan's Chief Executive Hiroto Saikawa and other top managers bowed low in apology to shareholders.

"I deeply, deeply apologize for all the worries and troubles we have caused," Saikawa said. "This is an unprecedented and unbelievable misconduct by a top executive."

At the meeting, which was closed except to stockholders but livestreamed, angry shareholders demanded an explanation for how wrongdoing on an allegedly massive scale had gone unchecked for years.

One shareholder said Nissan's entire management should resign immediately. Saikawa said he felt his responsibility lay in fixing the shoddy corporate governance at Nissan first, and continuing to lead its operations. Another shareholder asked if Nissan was prepared for a damage lawsuit from shareholders since its stock price has plunged.

Nissan shareholder Ken Miyamoto said he was disappointed.

"It is really such a pity as he was a brilliant manager," Miyamoto said of Ghosn before heading into the meeting. "I guess he became complacent as people kept praising him too much."

Yokohama-based Nissan, which makes the Leaf electric car, March subcompact and Infiniti luxury models, was on the brink of bankruptcy when Renault sent Ghosn to turn it around two decades ago.

The alliance, which now includes smaller Japanese automaker Mitsubishi Motors Corp., rivals auto giants Volkswagen AG of Germany and Japanese rival Toyota Motor Corp. in global sales. But like other Japanese manufacturers it has been dogged by scandals over bogus inspections and other misconduct.

The allegations of breach of trust involved having Nissan shoulder investment losses that Ghosn say caused the company no losses. He says payments to a Saudi businessman that prosecutors are questioning were for legitimate services. He says the compensation he allegedly underreported was never decided on or paid.

During Monday's meeting, Saikawa, the CEO, outlined the findings of an internal investigation, such as 13 years' worth of consulting fee payments to Ghosn's sister. He told shareholders the company will stick by the alliance, fix its governance problems and make Ghosn's ouster "a turning point."

"We had allowed a system in which wrongdoing could be carried out without detection," he said.

The shareholders also gave a green light Monday to removing from the board a former executive director, Greg Kelly, who has been charged with collaborating with Ghosn in the alleged misconduct.

Ghosn's detention following his arrest on April 4 has been approved through April 14 but could be extended. The date of his trial has not been set.

His lawyers in Japan said they plan to show a videotape of Ghosn's comments on Tuesday and take questions afterward. The comments were recorded before his arrest.

Ghosn's wife Carole Ghosn, who was with her husband in Tokyo when he was arrested last week, appealed to French President Emmanuel Macron for help.

"I'm asking that we allow him the presumption of innocence like all French citizens, and France must do something," she told France's RTL radio.

Carole Ghosn, who left Japan for France on Friday, described his arrest as humiliating. Japanese investigators confiscated her Lebanese passport, but she said she used her American passport to leave the country.

"I'd never been so proud of him because he remained dignified. He held his head high and he was calm," she said.

------

Sylvie Corbet in Paris contributed to this report.