SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the Month of March 14 2003 Commission file number: 0-30924 MARCONI PLC (Exact name of Registrant as specified in its Charter) 4th Floor Regents Place 338 Euston Road London NW1 3BT (Address of principal executive offices) (Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.) Form 20-F X Form 40-F (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) Yes No X CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS In order to utilize the "Safe Harbor" provisions of the United States Private Securities Litigation Reform Act of 1995 (the "Reform Act"), Marconi plc ( the "Company") is providing the following cautionary statement. Except for historical information contained herein, statements contained in this Report on Form 6-K may constitute "forward-looking statements" within the meaning of the Reform Act. The words "believe", "anticipate", "expect", "intend", "estimate", "plan", "assume", "positioned", "will", "may", "risk" and other similar expressions which are predictions of or indicate future events and future trends which do not relate to historical matters identify forward-looking statements. Reliance should not be placed on such statements because they involve known and unknown risks, uncertainties and other factors which are in some cases beyond the control of the Company, together with its subsidiaries (the "Group"), and may cause the actual results, performance or achievements of the Group to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements (and from past results, performance or achievement). Certain factors that may cause such differences include but are not limited to the following: (1) any major disruption in production at our key facilities; (2) changes in the environmental, tax and other laws and regulations, which, among other things, could cause us to incur substantial additional capital expenditures and operation and maintenance costs; and (3) adverse changes in the markets for our products, including as a result of increased competition in the highly competitive international markets for such products. These and other risks, uncertainties and factors are discussed in the Company's Registration Statement on Form F-1 and other filings with the Securities and Exchange Commission, including this Form 6-K. Shareholders and prospective investors are cautioned not to place undue reliance on these forward-looking statements which speak only as to the Company's judgment as of the date hereof. Any such forward-looking statements are not intended to give any assurance as to future results. The Company undertakes no obligation to publicly update or revise any of these forward-looking statements, whether to reflect new information or future events or circumstances or otherwise. MARCONI BOARD CHANGES London - 14 March 2003 - Marconi today announced the agreement of two new non-executive directors to join the Board of Marconi Corporation plc. Kathleen Flaherty, a US-based global telecommunications executive with over twenty years experience in the communications industry, has agreed to join as a non-executive director of Marconi Corporation plc. Ian Clubb, with over 25 years experience in a range of senior financial and management roles, has also agreed to join the Board of Marconi Corporation plc as a non-executive director. Both these appointments will take effect at the time of Marconi Corporation's forthcoming listing on the London Stock Exchange following the implementation of the Group's financial restructuring. Kathleen Flaherty spent seventeen years with MCI, latterly as senior vice president, global product architecture and engineering. Previously (1995-97) she spent two years on secondment from MCI to BT, during which time she was BT's marketing director for National Business Communications. Between 1998 and 2001 Kathleen was in Brussels and New York as president and chief operating officer of Winstar International, a fixed wireless communications company. Ian Clubb is chairman of First Choice plc, Shanks Group plc and Platinum Investment Trust plc. He is also a non-executive director of oil industry services company, Expro International plc. He was group finance director at BOC Group plc (1991-1994) and deputy chief executive and group finance director at British Satellite Broadcasting Ltd (1989-1991). These appointments represent significant additions to the restructuring of the Marconi Board. The Company expects to make further appointments in due course. Furthermore, when the forthcoming scheme of arrangement becomes effective, the financial restructuring will have reached its final stages. Accordingly, Allen Thomas, a non-executive director who joined the Board in May 2002 specifically to assist the Company with its restructuring, will step down from the Boards of Marconi plc and Marconi Corporation with immediate effect. John Devaney, chairman of Marconi plc, said: "I am delighted to welcome Kathleen Flaherty and Ian Clubb to the Board. Kathleen's international telecommunications experience and Ian's broad base of experience in senior management, will be great assets to the Company as we emerge and rebuild from our financial restructuring. "Allen's restructuring experience enabled him to make a considerable contribution to helping the company through its financial restructuring. As we reach the final stages of that process, Allen has decided that it is appropriate for him to step down from the Board at this time. "We wish Allen well and thank him for his contribution in his time on the Board of Marconi." The Board of Marconi Corporation plc after the forthcoming restructuring will now comprise: Chairman John Devaney Executive Directors: Mike Parton, Chief Executive Officer Mike Donovan, Chief Operating Officer Chris Holden, Chief Financial Officer (Interim) Non-Executive Directors: Kent Atkinson, Chairman of Audit Committee Ian Clubb, Chairman of Remuneration Committee Kathleen Flaherty Werner Koepf ENDS/... About Marconi plc Marconi plc is a global telecommunications equipment and solutions company headquartered in London. The company's core business is the provision of innovative and reliable optical networks, broadband routing and switching and broadband access technologies and services. The company's aim is to help fixed and mobile telecommunications operators worldwide reduce costs and increase revenues. The company's customer base includes many of the world's largest telecommunications operators. The company is listed on the London Stock Exchange under the symbol MONI. Additional information about Marconi can be found at http://www.marconi.com. This press release contains forward-looking statements with respect to products, partners, customers, future growth and other matters. Please refer to the Form 20-F report and Form 6-K reports filed by Marconi plc with the United States Securities and Exchange Commission for a discussion of risks that could cause actual results to differ materially from such statements. Copyright (c) 2003 Marconi plc. All rights reserved. All brands or product names are trademarks of their respective holders. Contacts Joe Kelly/David Beck Public Relations Marconi plc +44 (0) 207 306 1771 +44 (0) 207 306 1490 joe.kelly@marconi.com Heather Green Investor Relations Marconi plc +44 (0) 207 306 1735 heather.green@marconi.com SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MARCONI PLC By: ____M Skelly____ Name: M Skelly Title: Secretary Date: 14 March 2003