logo


Pulte Considers Vote in 2010 on Declassification of Board and Rights Plan
Tuesday, June 02, 2009 4:43 PM


Pulte Homes (NYSE: PHM) announced today that its Nominating and Governance Committee recommended putting before a shareholder vote in 2010 a charter amendment that, if approved, would begin a phase out of the board’s classified structure in 2011. The committee also recommended amending the Company’s 382 Rights Plan, requiring termination of the plan if a majority of shareholders do not vote to approve it at the next annual meeting of shareholders.

The board agreed to address the recommendations when a new board of directors convenes following completion of Pulte’s proposed merger with Centex and in time for the Company’s 2010 annual meeting.

“I fully expect the new board to deliberate on these issues as soon as possible,” said Richard J. Dugas, Jr., President and CEO of Pulte Homes, and Chairman-designate of the new company. “The board understands our shareholders’ concerns and intends to give these concerns its full attention.”

In a unanimous vote, the Pulte board declined to accept the resignations of three directors who received more “withheld” than “for” votes at the Company’s May 14 annual meeting of shareholders.

Debra J. Kelly-Ennis, Bernard W. Reznicek and Richard G. Wolford will continue to serve on the board for terms scheduled to expire at the 2012 annual meeting of shareholders. At the May 14 shareholder meeting, the three directors were elected under Michigan law. But since they did not receive a majority of “for” votes, under Pulte’s corporate governance guidelines each was required to tender a letter of resignation.

The board’s Nominating and Governance Committee conducted an inquiry with a number of significant shareholders and determined that votes withheld were a reflection of concerns over governance issues related to classification of the board and the Company’s 382 Rights Plan. Based on the committee’s recommendation, the board voted not to accept the resignations. Ms. Kelly-Ennis, Mr. Reznicek and Mr.



(0)
No Comments
Post Comment
Name:  
Alert for new comments:
Your email:
Your Website:
Title:
Comments:
   
 
 
 
 
   
 

  
Related Press Releases
Advertisement
Popular Articles
Advertisement
Partner Center
Fundamental data is provided by Zacks Investment Research, market data is provided by AlphaTrade. , and Commentary and Press Releases provided by Quotemedia