Elaine Wynn (pictured), now the largest shareholder in U.S.-based casino operator Wynn Resorts Ltd, is seeking to overhaul the company’s board, “with an interest in fully restoring its reputation and in transforming it into a corporate governance leader”.
Ms Wynn, who controls 9.25-percent of Wynn Resorts’ stock, said she wanted to restructure the board with a majority of new members, according to a letter sent to the board on Tuesday, and included in a regulatory filing.
Ms Wynn settled all litigation with her ex-husband Steve Wynn this week in exchange for US$25 million, and dropped all claims against Wynn Resorts.
Steve Wynn, until last month the company’s largest shareholder, resigned from the gaming group in February amid allegations of sexual impropriety. Since then, the businessman has sold his entire stake in Wynn Resorts.
In Tuesday’s letter to the board, Ms Wynn said: “I believe that the company’s governance structure needs to be reformed and that the board of directors needs to be reconstituted.”
The businesswoman requested the board reopen at the upcoming annual meeting the window in which shareholders can nominate directors and propose other business. “I believe that a responsible and independent board would do so, given the profound change in circumstances since the nominating window closed,” she stated.
Ms Wynn also called for a majority of the board to be comprised of new directors “effective at the 2018 annual meeting”. That, she said, could be achieved by declassifying the board, meaning each director would stand for election every year, or for the board to vote to increase its size “such that the newly-elected directors would constitute a majority of the board”.
The company’s co-founder said additionally that she intends to put forward her own candidates that “would be independent of the company, Steve Wynn and myself”, adding that she does not intend to nominate herself to the board.
Ms Wynn called for the reconstituted board to be in place before any material decisions about transactions are made, or any actions are taken, including any decision with respect to a sale of the under-construction Boston Harbor project in Massachusetts the United States.
Wynn Resorts is the parent company of Macau casino operator Wynn Macau Ltd.
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