Amgen Governance Reforms Adopted

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Amgen Inc. shareholders overwhelmingly approved corporate governance reforms at the company’s annual meeting on Wednesday that should give shareholders more power to approve or reject board members.


The change to the Thousand Oaks-based biotech’s certificate of incorporation, which was supported by the current board, changes the selection of directors from staggered elections of three-year terms to annual elections of a one-year term, starting in 2008


The board earlier this year also changed its bylaws to require directors to receive a majority vote in uncontested elections. If a board member does not receive the necessary votes, that director must resign. The board can decide whether to accept the resignation.


Annual elections are widely supported in the activist shareholder movement, and in Amgen’s case appeared to have gained support as the company’s share price has faltered amid rising health concerns over its best-selling anemia drugs. Shares closed up 44 cents to $66.10 on Wednesday.


Shareholders rejected two other activist-backed proposals, one which would have required the company to post an animal welfare policy on its Web site and issue a report to stockholders tracking the company’s adherence. Also turned down was a proposal to require the company to publish an annual sustainability report disclosing its social and environmental practices.

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