Teva Pharmaceuticals Turns Back Board Shake-up

Israeli industrialist Benny Landa mounted proxy fight that called on shareholders to reject board member's re-election and vote liability insurance resolution.

Ransdell Pierson
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Teva's headquarters in Jerusalem.
Teva's headquarters in Jerusalem.Credit: Bloomberg
Ransdell Pierson

REUTERS - Israeli drugmaker Teva Pharmaceuticals Industries said on Wednesday it turned back efforts by Israeli industrialist Benny Landa to shake up the company's board of directors, with shareholders approving all of the company's proposals and board nominations.

Landa had mounted a proxy fight that called on shareholders to reject the re-election of board member Ori Slonim, as well as to vote against a resolution authorizing purchase of liability insurance for directors and officers.

Teva said Slonim had been re-elected at the company's annual shareholders meeting, with 63 percent of shares voting. The insurance proposal was approved with a 74 percent vote.

Moreover, Teva's nominations of three other board members were approved, as were its proposals for CEO cash bonus objectives, CEO future equity awards and appointment of independent auditors.

In a blog posted earlier this month, Landa said Slonim lacked "big-pharma" expertise and that a vote against the insurance resolution would send the message that "shareholders will not rubber-stamp the board's proposals."

He argued that Teva, the world's largest generic drugmaker and Israel's biggest company, was too big and that its board should be replaced with "pharma-seasoned" executives.

Teva had defended Slonim's qualifications and said the attack on the insurance policy was without merit.

Landa, who sold his digital printing company Indigo to Hewlett-Packard for $830 million in 2002, had mounted his proxy fight along with Ruth Cheshin, a member of Teva's founding family.

Neither Landa nor Cheshin, who hold a combined 0.3 percent stake in Teva, could immediately be reached for comment.

Their failed efforts to shake up the board follow turmoil in the executive suite at Teva.

Jeremy Levin, a former Bristol-Myers Squibb executive who had been named CEO of Teva in May 2012, abruptly left the company last October after disagreeing with the board over strategy. He was replaced by turnaround specialist Erez Vigodman.

Levin had promised to reshape the company by developing its own medicines amid increasing competition in the generics market, and to divest businesses in non-core areas.

Teva Chairman Phillip Frost told investors that Levin and the board had agreed on strategy, but that they had come to a stalemate over important "nuances."

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