H-P Board Says Yes To Shareholder Proposals

July 22, 2003 (PLANSPONSOR.com) - Hewlett-Packard's Board of Directors has laid down new shareholder adopted guidelines for executive severance plans and poison pill provisions.

The company is answering the call put forth by shareholders at the company’s annual meeting in April, even though the board formerly opposed both steps.   Under the provisions, shareholder approval would be required for severance agreements that exceed 2.99 times an executive’s base pay and bonus and before the company could adopt what is known as a poison-pill anti-takeover measure, according to a news release.

However, Hewlett-Packard, which does not currently have a poison pill in place to use in the event of a hostile takeover bid, placed one caveat on the provision.   The company said it would submit such a measure for its shareholders’ approval unless “the board, exercising its fiduciary duties under Delaware law, determines that such a submission would not be in the interests of shareholders under the circumstances.”