The Walt Disney Company Board of Directors announced that it has amended its corporate governance guidelines to provide to provide that any director who receives a “withhold” vote representing a majority of the votes cast for his or her election would be required to submit a letter of resignation to the Board’s Governance and Nominating Committee which in turn would recommend to the full Board whether the resignation should be accepted. In addition, in response to a shareholder proposal on greenmail at Disney’s Annual Meeting, the Board amended the Company’s bylaws to add a provision that generally prohibits the repurchase of any shares at above-market prices from any holder of more than 2 percent of Disney’s voting securities without shareholder approval.
