City Comptroller John C. Liu stated the following in response to questions about the board of directors election at Wal-Mart:
“Outside
shareholders delivered a stinging rebuke to Wal-Mart’s top leadership
by casting more than 30% of our votes against
the company’s chairman, CEO and former CEO. The results are a vote of
no confidence that sends a message to Wal-Mart’s entire board, which has
ignored our concerns and failed to safeguard the company’s standards of
ethical and legal compliance. It’s up to
the board now to restore investor confidence. Directors need to
increase their independence and initiate a truly independent
investigation into reports that Wal-Mart executives covered-up
widespread bribery in Mexico and hold accountable any executives
involved.”
Background:
Comptroller
Liu and the NYC Pension Funds encouraged fellow shareowners to vote
against five Wal-Mart directors. Because
the Walton family, directors, and officers control 50.12% of Wal-Mart
outstanding shares it was understood that a majority vote against
re-election of board members was mathematically impossible.
In
order to present an accurate assessment of the board election votes
cast non-insiders, we have deducted the 1.7 billion
shares owned by company officers and directors, which includes members
of the Walton family. Based on the remaining outside shares voted, the
five directors opposed by Comptroller Liu and the NYC Pension Funds
received the following votes in opposition: Former
CEO H. Lee Scott Jr. (38.4% against), Christopher Williams, Audit
Committee Chair (32.8% against), Michael T. Duke, CEO (32.2% against), S. Robson Walton, Chairman (31.2% against),
Arne Sorenson, Audit Committee Director (9.9% against).
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