Hewlett-Packard Co shareholders approved a slate of board members that doesn't include Walter Hewlett, the dissident director who waged a proxy fight and sued the computer maker over its planned purchase of rival Compaq Computer Corp.
The new board is "exceedingly independent and well-qualified," Chief Executive Carly Fiorina told several hundred investors at the company's annual meeting, held at the Flint Center for Performing Arts in Cupertino, California.
Hewlett, the son of co-founder William Hewlett, had been a director for 15 years and was the only heir of the founding families left on the board. The world's second-biggest computer maker decided not to renominate him after he sued the company last month, alleging investor Deutsche Bank AG was coerced into voting in favor of the US$18.3 billion Compaq acquisition. A trial was held this week in Delaware, and a a ruling is pending.
Walter Hewlett "failed to prove" his claim in court, Fiorina said Friday.
Joele Frank, Walter Hewlett's spokeswoman, declined to comment on the board election. Walter Hewlett didn't attend Friday's meeting, she said.
The shares of the Palo Alto, California-based company fell US$0.42, or 2.4 percent, to US$16.96. The stock has declined 27 percent since the acquisition was announced on Sept. 3.
Because the deal hasn't closed, the five Compaq directors that the company plans to add aren't on the board yet. Until the purchase is completed, the directors are Fiorina, Chief Financial Officer Bob Wayman, Patricia Dunn, Sam Ginn, Richard Hackborn, George Keyworth, Robert Knowling and Philip Condit.
Fiorina reiterated that she expects the companies to complete the combination May 7. She spent much of Friday's 75 minute meeting talking about the board, which was elected with about 80 percent of the vote.
"Dissent and debate are vital to a quality decision," she said. "There is a time for debate, but then there is a time for decision"
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