Hewlett-Packard shareholders shook off the warning from a shareholder advisory group that HP's board members-elect were too chummy with the company's new CEO, and approved each of them as new directors today.
HP's annual shareholder meeting, which was available via Webcast, took place at the Sheraton National Hotel in Arlington, Va. Despite one of the more dramatic years in HP's history, today's meeting in no way reflected it.
Shumeet Banerji, CEO of Booz & Company; Gary Reiner, former CIO at GE; Patricia Russo, former CEO of Alcatel-Lucent; Dominique Senequier, CEO of AXA Private Equity; and Meg Whitman, former president and CEO of eBay; along with CEO Leo Apotheker and seven existing board members were approved by votes of more than 50 percent each. Other issues up for vote included advisory votes on executive compensation, an employee stock plan, employee pay policy, and the accounting firm of record.
The five new members passed muster with shareholders despite an incident earlier this month when International Shareholder Services sent a report to clients that accused HP and Apotheker of not following the board's own guidelines for director appointments. ISS argued Apotheker should have had no role in the process because he was not an independent director, and pointed out that Apotheker had worked with or counted several of the directors as former clients.
HP called ISS' interpretation of the selection process "flawed," and sent a note to shareholders denying the group's claims.
Even before the director drama, HP had already had a roller-coaster of a year. Not since the pretext scandal of 2005 has so much internal strife encircled the leaders of Silicon Valley's original start-up company. In August the man who had orchestrated a successful turnaround for HP and its reputation following the spying-on-journalists episode, Mark Hurd, stepped down after being accused of his own ethical transgressions: the board said he misreported his expenses to cover up a relationship with a female contractor.
Despite the outsize compensation package and resulting lawsuits generated by his lucrative departure, Hurd came up exactly once during the 45-minute meeting. A shareholder wanted to know if HP had anymore information on the former executive's compensation package--valued at $40 million at first, but after an HP lawsuit Hurd agreed to waive almost 350,000 HP stock options. General Counsel Mike Holston explained rather genially that the incident was in the past and all the information about it is publicly available, but that they were done talking about their former chief executive.
Chairman of the board Ray Lane quipped: "I won't raise his name if you won't."