Breaking News: Disney separating the roles of chairman and CEO

[hopemax]

That was said at the closing of Countdown on MSNBC. Looking for the news stories

 

[hopemax]

http://biz.yahoo.com/bw/040303/35881_1.html

Statement From the Board of Directors of The Walt Disney Company
Wednesday March 3, 9:02 pm ET


PHILADELPHIA--(BUSINESS WIRE)--March 3, 2004--The Walt Disney Company (NYSE: DIS - News) Board of Directors, mindful of the shareholder vote today, announced that it is separating the positions of CEO and Chairman. Effective immediately, the Board created the position of Chairman of the Board. The Board has unanimously elected former Sen. George Mitchell to serve in that non-executive position.
While making this change in governance, the Board remains unanimous in its support of the Company's management team and of Michael Eisner, who will continue to serve as chief executive officer. Following recent detailed reviews of each major business and with an ongoing, in-depth knowledge of our operations, the Board has confidence in the strategic direction of the company. Our belief in the Company's strategy, financial results over the last several quarters, and the level of earnings and improved returns we expect going forward make us confident that results will validate our judgment on the quality of our management team.

While there appear to have been a number of different forces at work in the shareholder vote, a significant message conveyed in the vote was in the area of governance, as evidenced by governance-driven withhold recommendations by two influential proxy recommendation groups and the public and private statements by a number of other shareholders. In particular, there was substantial focus on the question of whether the Chair and CEO functions at the Company should be split.

That is not to say that we view the vote as limited to governance issues alone. We are aware that some voted for an immediate change in management and in the board. However, taking all of these factors into account, we believe the action we have taken today is in the best long-term interest of the shareholders of the company.

With respect to the statement made by Comcast, the Board of Directors stated that it does not believe today's reiteration by Comcast of its previous proposal, which we rejected as inadequate, would lead to a transaction beneficial to Disney shareholders. The Board will carefully review and analyze any reasonable proposal.

 

[mochabean]

That's great, now we have a CEO with a 43% no confidence vote, and a Chairman of the Board with a 24% no confidence vote. To put things in perspective, a 22% no confidence vote was enough to convince Steve Case to resign from AOL Time Warner.<br>
If this is all the board thinks it has to do to placate the shareholders they are in for a wakeup call again next year. Let's all hope the proposed SEC 35% rule is put into effect real soon.

 

[BRERALEX]

the Queen of the concrete jungle will not be happy.

 

[Luv2Roam]

Yeah -- MAJOR improvement.
Shows what ditzes they are and what they think of everyone else too.

 

[lenshanem]

What an absolute joke. And what is the difference here?!? Did they honestly think this would be a good solution? Whatever, like I except any better. Can't wait to see Roy's opinion on this! LOL

 

[*Robin*]

Here's from Forbes:

Eisner to remain Disney CEO, Mitchell to be chair
Reuters, 03.03.04, 9:06 PM ET



PHILADELPHIA, March 3 (Reuters) - The Walt Disney Co. (nyse: DIS - news - people) board said on Wednesday it had split the roles of chief executive and chairman at the entertainment conglomerate on the same day that 43 percent of shareholders voted against reelecting Chief Executive Michael Eisner to the board.

The Disney board, meeting in Philadelphia after a contentious shareholder meeting, said it had elected former U.S. Senator George Mitchell chairman by a unanimous vote.

Eisner will stay on as chief executive, the board said, adding in a statement that it was confident in the company's senior management and strategic direction.

Copyright 2004, Reuters News Service

 

[Maistre Gracey]

Even I, who is happily sitting in car 1.5, am getting a good chuckle at that one...

MG

 

[lucky_bunni]

All I can say is that if anyone on the board really had the company's best interests in mind they would have got rid of Ei$ner and started looking externally for a replacement. This is not going to quiet anyone. Now that all the dirty laundry has been aired by Roy, Stanley and others, everyone is going to be able to see right through this.

 

[tarzanman]

What else do you expect them to do the same day. It is not like they have a replacement for the board and the CEO just waiting in the wings. They still need people to run the company tommorow. I would expect that over the next couple of months we should see some changes.

 

[rascalmom]

that's a really good point Tarzanman. I've injured my back and I've been home all day following the news. I'm taking a deep breath now.......... ahhh. I feel a little better. I am looking forward to hearing the Disney/Gold response to these developments.

 

[tarzanman]

I think that Roy will be okay with the beginning because I don't know that he would have expected much action at all this fast. I hope that this doesn't lead to Roy getting back in as anything more than a consultant though. He is not up the energy it that it takes to run a Hollywood studio at this age. Gold is just a pushy thug for Roy's words so I hope that he doesn't get back in either. I think that they should look to be in a consulting role.

 

[toefungus]

Roy and Stanley were right on the ball on this one, yesterday at their meeting they precidted this move.

 

[RescueRanger]

According to bloomberg.com, the new SEC rule if passed will cover 2004 votes. Therefore any stockholder having at least 5% would be able to nominate their own slate of directors next year. I think the board should realize that this is only going to make it harder on them come the next vote. If they value their seats they will get rid of ME pronto.

 

[tarzanman]

That SEC law would mess up a lot of companies. It will allow institutional investment bodies to control companies. There will be very few companies that will have a single shareholder with 5%.

 

[Bob O]

Only the disney company can make a bad situation worse!!!!!!!!!
They fail to do what wsas the obvious thing and get rid of eisner and instead keep him and put his number one flack/hand maiden-mitchell in charge of part of the company. Some one that has no knowledge of entertainment but is very good at spending money in a reckless manner from his past government experience.
So things go from bad to worse, poor Walt was really be spinning in hyper drive in his grave or animated state!!!

 

[manning]

Roberts must be licking his chops!

 

[freediverdude]

I agree that the board probably needs some time to find replacements and provide graceful exits for certain people. However, if it turns out that just elevating Mitchell to chairman is all they're going to do, then I for one will be purchasing some stock this year, and will be voting hopefully in the sure to come real proxy fight at next year's meeting. Mitchell will probably just end up being a rubber stamp for whatever Eisner wants, so I don't think anything is going to be different.

 

[tarzanman]

I tend to think the same way. It is the same thing at Ford for everyone that works for Bill Ford. He is just a rubber stamp for Allan Gilmour. Isn't it interesting how corporations operate?

 

[RyMickey]

Can anyone explain to me how Eisner's job will change now that he's just Chief Executive Officer of the Disney company?

Personally, I think that this move is simply a jab right at the whole SaveDisney clan. "Look here, Roy. You wanted a change...here's one. We'll take away one of Mikey's jobs and give it to someone who you also wanted ousted. Whaddya thinka that?"

For those that said what do you think they could've done...I'd prefer they not do anything. Stockholders would know that there couldn't be immediate action taken to remove a giant CEO with a snap of the fingers. They could have laid out a plan to solve the situation. Like I said, this seems to just be a childish taunting of the whole situation rather than any form of resolution.

RyMickey