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thatcrazycajun• How in the name of John Maynard Keynes do you get away with having an annual shareholders' meeting at which most of your company's board of directors (all up for reelection, yet!) fails to show up? Apparently, by being the 800-ton gorilla of the hardware & home improvement industry. The Home Depot, Inc. did just that this week, holding a stockholder confab in Wilmington, Delaware (the state where THDI is incorporated, despite its being physically based here in Hotlanta -- a much more business-friendly tax structure, donchaknow). The only company officers present were CEO Robert Nardelli (he of the frequent hospitality to GOP fundraisers at his Buckhead mansion), the CFO and the head lawyer. The excuse? The other directors were still at the board's quarterly meeting down near HQ in Vinings, GA. You can't seriously believe that supposedly intelligent corporate bigwigs couldn't plan for a couple of meetings they long knew were coming to avoid conflict -- or have administrative assistants who could?
Could it be, maybe, just possibly, that a representative of one of Big Orange's institutional shareholders, a public employees' union, was right in calling the board members "chicken"? That maybe they wanted to avoid answering some testy questions from their company's owners about ol' Bob's beyond-ginormous compensation package (north of $38 million for 2005 alone) in the wake of a tenure that actually saw the company's stock price decline? Nardelli sure wanted to; he would make no response to shareholder comments at the meeting other than "Thank you," and took no questions. A printed statement from Big Orange afterward said: "In our experience, shareholders are more likely to communicate with directors through e-mail and standard mail, and can find these addresses in our proxy." Translation: We can ignore you so much easier that way. If I were a Depot shareholder, I'd be lining up to join the angry mob storming the home office with pitchforks about now.
Anyhoo, here's the link to our local daily's report: http://www.ajc.com/business/content/business/stories/0526bizdepot.html
(walks off singing, "Happy birthday to me, happy birthday to me...")
Could it be, maybe, just possibly, that a representative of one of Big Orange's institutional shareholders, a public employees' union, was right in calling the board members "chicken"? That maybe they wanted to avoid answering some testy questions from their company's owners about ol' Bob's beyond-ginormous compensation package (north of $38 million for 2005 alone) in the wake of a tenure that actually saw the company's stock price decline? Nardelli sure wanted to; he would make no response to shareholder comments at the meeting other than "Thank you," and took no questions. A printed statement from Big Orange afterward said: "In our experience, shareholders are more likely to communicate with directors through e-mail and standard mail, and can find these addresses in our proxy." Translation: We can ignore you so much easier that way. If I were a Depot shareholder, I'd be lining up to join the angry mob storming the home office with pitchforks about now.
Anyhoo, here's the link to our local daily's report: http://www.ajc.com/business/content/business/stories/0526bizdepot.html
(walks off singing, "Happy birthday to me, happy birthday to me...")
no subject
Date: 2006-05-26 08:05 pm (UTC)A sensible corporation should require a quorum for its meetings. Quoting from the bylaws of Fanfare Music (which runs Consonance):
"A quorum shall consist of a majority of the Board of Directors....
No business shall be considered by the board at any meeting at which a quorum... is not present"
no subject
Date: 2006-05-31 08:34 pm (UTC)Did y'all catch some good acts at the RenFaire? Almost all the music acts had cds; did I ever mention, my spouse is cute when he whimpers? ;)
It was nice to meet Mary's mom, even passing; my word, they favor a lot, don't they? I hope y'all had a nice visit.
The Home Depot
Date: 2006-06-01 09:39 pm (UTC)The Home Depot Reports Final Votes on Company and Shareholder Proposals, and Will Implement Majority Vote Measures
ATLANTA, June 1 /PRNewswire-FirstCall/ -- The Home Depot(R), the world's largest home improvement retailer, today released the final voting results for proposals presented at its 2006 annual meeting of shareholders.
As stated in its first quarter fiscal 2006 form 10Q filed today with the Securities and Exchange Commission, all directors were elected to one-year terms and KPMG LLP was ratified as the Company's public accounting firm. The shareholder proposal that requested election of directors by majority
vote was approved by 56 percent. The Company said it has agreed to implement majority vote measures in advance of the 2007 annual meeting.
In addition, the Company said today it would return to its previous format for its 2007 annual meeting of shareholders.
"Consistent with the way we run our company - in which we listen, learn and lead - we will return to our traditional format for next year's annual shareholders meeting, which will include a business overview, the
presentation of proposals, an opportunity for shareholder questions and with the board of directors in attendance," said Bob Nardelli, chairman, president & CEO.
The Home Depot has a long-standing commitment to the highest standards of corporate governance and transparency. Details of the Company's corporate governance program can be found at
http://ir.homedepot.com/governance/home.cfm.
In fiscal 2005, the Company produced a number of records, including record diluted earnings per share of $2.72, up 20.4 percent over the previous year, and record sales of $81.5 billion, up 11.5 percent over the
previous year. In addition, the Company returned approximately 67 percent of its earnings to shareholders in the form of dividends and share repurchases in 2005. The Company, which has grown from $45.7 billion in sales in 2000 to $81.5 billion in 2005, is only one of two companies in the Dow Jones industrial average to have exceeded 20 percent EPS growth for each of the past four years. Since 2002, the Company has returned in excess of $15 billion to its shareholders in the form of share repurchases and dividends.
The vote results for each of the Company and shareholder proposals up for consideration last week are attached.
The Home Depot(R) is the world's largest home improvement specialty retailer, with 2,065 retail stores in all 50 states, the District of Columbia, Puerto Rico, U.S. Virgin Islands, 10 Canadian provinces and
Mexico. Through its HD Supply(SM) businesses, The Home Depot is also one of the largest diversified wholesale distributors in the United States, with more than 900 locations in the United States and Canada offering products and services for building, improving and maintaining homes, businesses and municipal infrastructures. In fiscal 2005, The Home Depot had sales of $81.5 billion and earnings of $5.8 billion. The Company employs approximately 355,000 associates and has been recognized by FORTUNE magazine as the No. 1 Most Admired Specialty Retailer and the No. 13 Most Admired Corporation in America for 2006. The Home Depot's stock is traded on the New York Stock Exchange (NYSE: HD) and is included in the Dow Jones industrial average and Standard & Poor's 500 index.
Re: The Home Depot
Date: 2006-06-02 05:30 pm (UTC)Evidently the board did catch a lot of flak for pulling a no-show at the meeting; the new statement says they will be there next year. I'd have thought this was Management 101 stuff. Silly me.