Sir Stuart Rose and his M&S board face a fiery annual meeting on Wednesday, after an unexpected profit warning this week.

The London-based group's registered its worst like-for-like sales performance in three years during the 13 weeks to June 28, and combined with the City slide, this has forced the M&S share price down by two thirds in less than 12 months.

High street conditions are not likely to improve significantly through 2009, and the abrupt departure of Steven Esom as head of the M&S food department will raise questions from shareholders about the direction of the division; already weakened by supermarket competition and shoppers trading down amid soaring inflation.

The meeting, which will take place in London's Royal Festival Hall, will probably hear of concerns surrounding Sir Stuart's appointment as executive chairman, on top of his existing role as ceo, which in breach of corporate best practice.

"Many of our members - certainly until the last few days - felt Stuart Rose was a good chap and not someone we want to lose," said Roger Lawson of the UK Shareholders Association, which represents retail investors.

"Until recently, Stuart Rose could do no wrong and he has impressed shareholders. He might get away with it this time, but he might not in the future."

Sir Stuart has put himself up for yearly re-election, but a pension fund adviser PIRC was quoted by PA as saying: "Wednesday's surprise profit warning will only further fuel investors' worries over the company's strategic direction and governance."

Investors will also vote on the firm's remuneration report. Sir Stuart will have to grow M&S's earnings per share by eight per cent above inflation over the next three years to achieve a maximum bonus of 400 per cent of his £1.13 million salary under its long-term incentive scheme.

This compares with 12 per cent in the previous year, although the company insists the new target is "at least as challenging" in the gathering economic gloom.

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