Consumer

Andrea Felsted is a Bloomberg Gadfly columnist covering the consumer and retail industries. She previously worked at the Financial Times.

It's question time for the former king of Britain's high street.

Lawmakers investigating the collapse of retailer BHS have summoned Philip Green to appear on Wednesday to explain his role in the demise of the business. Pensioners are faced with cuts to their retirement benefits, and lawmakers have threatened to strip him of his knighthood. 

Green, whose family controls the Arcadia retail conglomorate, owned BHS for 15 years before he sold it in March 2015 for one pound to a consortium led by Dominic Chappell, an ex-racing driver with no retail experience. 

Lawmakers will be looking to find out why such an accomplished businessman sold a business to a former bankrupt and whether Green had, through an opaque property deal, helped to fund Chappell and burnish his credentials -- all with the ultimate aim of ridding himself of BHS's potential pension liabilities.

Green hasn't yet confirmed he will attend Wednesday's hearing. John McDonnell, who speaks for the opposition Labour party on financial matters, said Green should be stripped of his knighthood if he boycotts the hearing.

If Green does turn up, here's what lawmakers should ask him:

  1. Paul Sutton, described by one lawmaker as a convicted fraudster, introduced Chappell to the BHS deal. What role did Sutton play in the purchase of BHS by Chappell's Retail Acquisitions, and is he still involved in any way?
  2. Your own long-standing adviser, Anthony Gutman of Goldman Sachs, told lawmakers he informed your finance director, Paul Budge, that Chappell had a history of bankruptcy, had no retail experience, and the proposal was lacking in detail. Did Budge pass these concerns along to you? If so, why did you set them aside and go ahead with the sale?
  3. Mike Ashley, billionaire founder of the Sports Direct retail chain, told lawmakers he "100 percent" wanted to buy BHS. Chappell told lawmakers last week that you "went absolutely insane" when you found out he was talking to Ashley. Were there talks with Ashley? What happened to those negotiations?
  4. BHS collapsed with a 571 million-pound ($809.5 million) shortfall in its pension plan. Why did you allow this shortfall to develop? Why didn't you take responsibility for the plan by retaining the liabilities yourself? There's precedent for this in British retailing -- when Darty sold electronics store chain Comet in 2011, it retained responsibility for the pension scheme. Comet collapsed in November 2012.
  5. Chappell told lawmakers that Retail Acquisitions received a 10 million-pound payment in around June 2015 from the sale of a property owned by Green's family trust. Was this a dowry for Retail Acquisitions, or a side deal to encourage the company to take BHS off of your hands?
  6. What steps did you take to burnish Chappell's credentials as a buyer? Arcadia directors told lawmakers they were convinced Retail Acquisitions was a credible buyer of BHS in part because of the 35 million pounds that appeared in the account of the consortium's lawyers -- money that had come from that property sale. What was the purpose of that arrangement?
  7. BHS's collapse will eat into Arcadia's sales, and revenue from the remaining stores is flatlining. Arcadia's pension deficit climbed to 189.3 million pounds in 2015.  What plans do you have to reduce that deficit? What assurances can you give the plan's members about the safety of their pensions?

Mike Ashley last week won over lawmakers by being open and responsive to their questions. It's not too late for Green to take the same approach.

This column does not necessarily reflect the opinion of Bloomberg LP and its owners.

  1. Retail Acquisitions told lawmakers last week that it was to buy Marylebone House for 35 million pounds and then sell it on to the the Dellal family for 45 million pounds. Testimony last week revealed that at the last moment Green decided to sell it to a higher bidder. Green paid Retail Acquisitions 10 million pounds to compensate for taking the deal off the table.

  2. As part of an attempt in early 2015 to sell Marylebone House via Retail Acquisitions, the Dellal family deposited 35 million pounds into an account with Olswang, who was also giving legal advice to Retail Acquisitions for the purchase of BHS. Directors of Arcadia said that boosted Chappell's credibility as it indicated that he had access to the capital needed to invest in the shops.

  3. According to the latest accounts from Taveta Investments, the family-owned holding company that owns Arcadia.

To contact the author of this story:
Andrea Felsted in London at afelsted@bloomberg.net

To contact the editor responsible for this story:
Jennifer Ryan at jryan13@bloomberg.net