Securities Law Prof Blog

Editor: Eric C. Chaffee
Univ. of Toledo College of Law

Thursday, May 10, 2007

CVS/Caremark Directors Re-Elected with Sizeable Shareholder Opposition

CVS/Caremark dodged a bullet.  While all 14 nominees for the board were elected, shareholders expressed dissatisfaction with the way the merger negotiations were handled by casting significant percentage of votes against two directors, former Caremark directors who oversaw the process.  About 44% was cast against one director, and 33% against another.  In addition, the vote on two shareholder proposals was too close to call; one called for an independent chair, the other for an investigation into stock option backdating.  See WPost, CVS/Caremark Dissidents Fail To Defeat Directors; WSJ, CVS/Caremark Directors Narrowly Win Election .

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