A struggle for power involving members of one of the country's most prominent families has led to division in the boardroom of Molson Inc., the 218-year-old brewer.
Five directors, including deputy chairman Ian Molson, are leaving the board on Tuesday, weeks after an internal spat over chairman Eric Molson's role at Canada's largest seller of beer.
The cause of the tension appears to be Eric Molson's refusal to grant more responsibility to cousin Ian, a former Wall Street deal maker who is given much of the credit for the strategy that has improved the financial performance of the company.
Ian and Eric trace their ancestry back to Thomas Molson, born in 1791, a grandson of company founder John Molson. Thomas Molson is a great-great-great-grandfather to Ian and a great-great-grandfather to Eric.
Matthew Barrett, a Molson director and former chairman and chief executive officer of Bank of Montreal, told Eric Molson at a May board meeting that it was time for the chairman to step aside, said an insider familiar with the matter, speaking on condition of anonymity.
Mr. Barrett could not be reached for comment.
Eric Molson is 66 and has been a director for about 30 years, more than 15 of them as chairman.
Rather than quit, he is standing for re-election in his current post. He has effective control of the company because he owns the largest block of voting shares.
"He . . . knew that the board . . . would have wanted Ian to succeed him as chairman of the board, and he wasn't going to let that happen," the insider said.
Eric Molson refused to comment. "I don't talk about board meetings and I don't deal with the press," he said, before hanging up the phone.
Molson is one of the Canada's oldest companies and has a colourful history that goes back to 1786, when John Molson opened in his first brewery in Montreal on the banks of the St. Lawrence River.
By the early 1800s, the brewery was only one piece of a larger empire that included real estate, steamships, a theatre and a luxury hotel. (John Molson's descendants would later follow a similar diversification plan, with inferior results.)
Molson shareholders are scheduled to meet Tuesday to choose a new board. Mr. Barrett, Ian Molson, Donald Drapkin, Lloyd Barber and Luiz Otavio Goncalves are not standing for re-election.
Not all five are leaving because of leadership issues. Mr. Barber, for example, is quitting because he is 72 and is a logical candidate to retire as the board shrinks in size.
But Mr. Barrett and Mr. Drapkin are both thought to have been supportive of Ian Molson and displeased with Eric Molson's decision to stay put.
"They weren't trying to get rid of five," the insider said.
Eric, a sixth-generation Molson, has been with the company for most of his adult life after graduating from Princeton University in 1959 with a chemistry degree. He started as an apprentice brewer and later rose to become president of the company's brewing operation.
His power, though, comes from the shares he inherited from his father, Tom, who was Molson's largest individual shareholder when he died in 1978, according to Shirley Woods's 1983 book, The Molson Saga.
"The Molsons are a very private family . . . I was told that there are only three occasions when a Molson should have his name in the paper -- when he is born, when he is married, and when he dies," the author wrote.
Ian Molson, 49, a Harvard graduate, became a senior investment banker with Credit Suisse First Boston and led its investment banking department in Europe for four years in the 1990s. Yet "he harboured a conviction since childhood that he would one day join the brewery," wrote Karen Molson, a seventh-generation Molson, in her family history.
When Ian Molson joined the board in 1996, the company had a record of producing poor returns for shareholders, partly because it pursued a strategy of diversifying into other businesses. It had sold 50 per cent of the brewing operation to Foster's Brewing Group of Australia and branched out into retailing (through Beaver Lumber Co. and a part-interest Home Depot Inc.'s Canadian arm), chemicals, water treatment and entertainment. The company is still a minority owner of the Montreal Canadiens hockey team.
In the late 1990s, Molson reversed course and sold most of its non-beer interests, bought back full ownership of the brewery from Foster's for $1-billion and began a program of closing breweries to cut costs. It also hired a new CEO, Dan O'Neill, under whose leadership Molson's share price tripled.
Ian Molson was instrumental in the plan and in the hiring of Mr. O'Neill, said one Molson shareholder who knows the company intimately.
"[Ian Molson]was a guy that people could trust. You have a guy who is exclusively interested making the company better and making it worth more money because his shares are worth more than his job," the investor said.
"If you look at what's happening, the new regime is leaving, the old regime is back."
The company insider said the two Molson men coexisted peacefully in the early years that they were both on the board. Ian Molson who left CSFB in 1997, devoting much of his time to fixing the family company , and both men saw their net worth increase by tens of millions as the brewer's fortunes got better.
But in more recent years, there were spats ----including one over the deputy chairamn's $150,000 -a -year pay.
Last year, the company commissioned a report on corporate governance that recommended reducing the size of the board and requiring directors to attend meetings in person rather than by conference call. Of the five directors wo are leaving, none lives in Quebec, and two, Mr. Barrett and Ian Molson, live in the United States.
The company also abolished the executive committee, of which Ian Molson was chairman, because it " met infrequently".
Company spokeswoman Sylvia Morin said she was unaware of any move by directors to push out Eric Molson, adding that boardroom discussions are confidential.
"I don't know if there were pressures to have him step aside," she said. But, she added, nine other people are comfortable enough with Eric Molson that they're willing to spend another year as directors, including former Royal Bank of Canada chairman John Cleghorn and EnCana Corp. chairman David O'Brien. "Those are not slouches," she said.