* Majority of independent investors refuse to back chairman
* Board rejects chairman offer to step down
* Firm forecasts 21 pct slump in year profit
* Shares down 9 percent (Repeats to add link to BREAKINGVIEWS story. No change to text)
By Paul Sandle
SHIREBROOK, England Sept 7 (Reuters) - Mike Ashley, thebillionaire majority owner of troubled British retailer SportsDirect, came out fighting at a stormy annual meeting onWednesday, ignoring calls for his chairman to quit and clashingwith the country's biggest labour union.
With politicians condemning Sports Direct for "Victorian"working conditions and its stock down 60 percent in a year,independent shareholders targeted Chairman Keith Hellawell, witha majority of them failing to back his reappointment.
Ashley, the founder of the discount sportswear chain whostill holds a 55 percent stake, repeatedly apologised for whathe said were serious mistakes in the way staff were treated andvowed to rebuild the firm.
But an attempt at salvaging its image - by invitingjournalists and the public to an annual meeting and a warehousevisit - quickly unravelled when he clashed with those attending.
Facing criticism over the way he ran his firm, he accusedone shareholder of not being "open and honest" and told arepresentative of trade union Unite to stop "showboating". Hetold the Unite official: "It's probably your fault we're in thismess."
Ashley later told reporters he was sorry for what hadhappened. "Clearly I could have done a better job. I didn'tknowingly do it badly, I certainly didn't deliberately do itbadly. But I don't want the headline 'excuses', I want theheadline 'sorry'."
Recognisable to many Britons as the owner of NewcastleUnited soccer club, Ashley often shuns the sharp suits andcarefully cultivated images of other top company bosses. When hedemonstrated a security check at his warehouse on Wednesday heemptied his pockets, taking out a bundle of 50 pound notes.
Founded in 1982 on a quiet road in southeast England, SportsDirect has grown into a major force on British shopping streets,with discount offers luring shoppers into its 450 stores.
Having floated in 2007, the firm grew to a market valuationof 5.5 billion pounds in 2014. But that has fallen sharply thisyear after the Guardian newspaper revealed the firm hadeffectively paid some workers less than the minimum wage.
'SERIOUS SHORTCOMINGS'
On Tuesday, Sports Direct published the results of a reviewthat identified "serious shortcomings" in practices at itswarehouse in Shirebrook, central England, where it employsthousands of agency workers.
The review undertaken by its legal adviser RPC followedpublication of a report by lawmakers in July which said thecompany treated workers at Shirebrook "as commodities ratherthan human beings".
The firm has pledged to improve corporate governance,appoint a worker's representative to its board and offerdirectly employed shop workers the option of switching tocontracts that offer a guaranteed minimum amount of work.
But some investors don't feel the report went far enough.
Euan Stirling of Standard Life, which owns 5.8 percent ofSports Direct's equity, told the meeting he wanted a full andindependent review of governance. He voted against theremuneration report and reappointment of non-executivedirectors.
"We are longstanding shareholders in the company and haveengaged with senior executives and non-executives over manyyears, sadly to little effect," he said.
Several other investors, including Legal & General, had saidthey would oppose the re-election of Hellawell. ShareholderRoyal London said his position was untenable.
Despite this, Sports Direct said it rejected an offer byHellawell to resign, and with Ashley owning a controlling stake,he prevailed over minority investors.
"I have accepted the board's request for me to stay,"Hellawell told reporters after the shareholder vote. "I willhelp this company improve and will be judged on my performancevery clearly by the investors at the next AGM."
Hellawell told the meeting, held at Shirebrook, he wouldstep down next year if he did not receive the backing ofindependent investors. He also said the firm was seeking tobeef-up its board with new independent non-executive directors.
To cap off a difficult day, Sports Direct also warned2016-17 profit was expected to fall 21 percent due to lowergross margins and higher operating costs, and said Ashley had noplans to take the company back into private ownership.
Sports Direct said it expected underlying earnings for itsfinancial year ending next April to come in around 300 millionpounds ($402 million). The group, which had previously not givena profit forecast, made comparable earnings of 381.4 millionpounds in the year ended April 24, 2016.
Its shares closed down 9 percent at 319.3 pence, a 59percent drop in the price in the last year.
The firm said it remained unhedged on the sterling/dollarexchange rate, whose recent decline has made importing goodsinto Britain more expensive, with the policy under review.
($1 = 0.7455 pounds)
(Writing by Kate Holton and James Davey; Editing by MarkPotter)
