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Nissan's Ghosn crisis

Nissan to oust Ghosn from board at April 8 shareholders meeting

Automaker will add Renault boss Senard as new director

Carlos Ghosn was removed as chairman of Nissan Motor but still retains a spot on the board of directors.   © Reuters

TOKYO -- Nissan Motor decided Tuesday to hold an extraordinary shareholders meeting on April 8, where the Japanese automaker is expected to dismiss former Chairman Carlos Ghosn and his onetime deputy Greg Kelly from the board of directors.

Shareholders will also vote on a proposal to seat Jean-Dominique Senard, Renault's newly appointed chairman, on Nissan's board.

Nissan CEO Hiroto Saikawa expressed his hopes late Tuesday that negotiations with alliance partner Renault will advance smoothly. "Starting in April, we will have [Senard] added as a director, and we will be able to have conversations on the next step with Mr. Senard included," said Saikawa.

Nissan stripped Ghosn of his chairmanship immediately after his arrest in November. Kelly was simultaneously fired from his position of representative director. But the two remain on the board because a shareholders' vote is required to remove a board member.

Renault pressed for an extraordinary shareholders meeting almost from the start. But Nissan's board had resisted setting a date for the meeting, fearing the French partner would leverage its 43.4% stake in Nissan to force unwanted changes at the Japanese automaker. It was only after Ghosn stepped down from Renault late last month, in conjunction with an executive shuffle at the French carmaker, that Nissan began to compromise.

Saikawa met privately with Senard while representatives from the Nissan-Renault alliance gathered in Amsterdam for a regularly scheduled meeting last week. The two affirmed that they share the same understanding for maintaining the alliance, among other basic issues.

The agenda of the April shareholders meeting will be limited to Ghosn and Kelly's dismissal and Senard's appointment. This sets the stage for the debate over who will fill Nissan's vacant chairmanship, as well as the ultimate makeup of Nissan's board. Nissan's regular shareholders' meeting will take place in June.

Nissan established last December a special corporate governance committee filled with outside experts. The panel is due to turn in recommendations on personnel and other matters by late March. Nissan plans to push forward governance reforms based on those recommendations.

Renault also wants a role in Nissan's efforts to improve governance. Senard will participate in those debates once he is elected to Nissan's board.

Renault and the French government, its largest shareholder, have repeatedly pushed for the right to nominate Nissan's chairman. The French side has made clear its intent to keep a hand in Nissan's business management.  

Senard will be Renault's point man in negotiations with Nissan, and the French side could attempt to wield pressure against the Japanese automaker through him.

There are concerns that certain long-pending issues, such as a reconsideration of Renault's capital relationship with Nissan and who will lead the alliance, will finally erupt to the surface. Last month, the French government told Japanese government officials of its intent to integrate the companies.

Saikawa pushed back against those moves during a Jan. 21 press conference, saying a merger "is not at the discussion stage."

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