Norilsk Directors Rescind Bids

Norilsk Nickel independent directors Heinz Schimmelbusch and Guy de Sellier have withdrawn their candidacies for re-election to the board, Norilsk said Friday in an e-mailed statement, as sentiment appears to be growing around other names.

A Norilsk spokeswoman said the candidates did not give a reason for their decisions.

Schimmelbusch and de Sellier had been nominated by Rosbank, which holds an undisclosed amount of assets belonging to Norilsk affiliates in a trust.

Two other independent candidates to the 13-member board that is to be elected at a shareholders meeting Dec. 26 withdrew their names earlier this month. Tye Burt, chief executive of Kinross Gold, said his decision was based on the "current situation," and Fiat chairman Luca Cordero di Montezemolo cited an "increasing volume of other obligations."

Both had been nominated by United Company RusAl, which holds a 25 percent stake in Norilsk.

Schimmelbusch and de Sellier may have stepped back after seeing that they had only a small chance of being elected, said Nikolai Sosnovsky, a metals analyst at UralSib. "There are only three places for independent directors on the board, two of which are likely to be taken by the widely supported candidates and the third will go to the state representative," Sosnovsky said.

Corporate governance advisories RiskMetrics Group and Glass Lewis Consultants recommended that minority shareholders vote for Gerard Holden, the former head of Barclays Capital's investment division for metals and mining, and Brad Mills, the ex-CEO of platinum producer Lonmin. Both were nominated by Interros, the holding of Vladimir Potanin that controls 30 percent of Norilsk's shares.

Holden and Mills had also been supported by the Norilsk board.

RusAl nominated Sergei Chemezov, the head of Russian Technologies, and Alexander Voloshin, a chief of staff to then-President Boris Yeltsin, as independent directors.

Oleg Deripaska's aluminum giant had to nominate one state representative as a condition of a $4.5 billion loan from Vneshekonombank, for which it used its Norilsk shares as a collateral.

"Taking into account the proportion of the stakes in Norilsk Nickel held by Interros and RusAl, as well as RusAl's agreement with the state ... minority shareholders should concentrate their votes on the two independent candidates," RiskMetrics advised, Interfax reported.

RusAl and Interros agreed in November that they would both take four seats on the board, while another three would be given to independent directors, one to a state representative and another one to the Norilsk CEO Vladimir Strzhalkovsky.