Disney board undertakes annual review

MUMBAI: The Walt Disney company's board of directors yesterday voted unanimously to enhance the company's corporate governance guidelines, including the adoption of strengthened standards relating to the independence of directors, and then performed its annual review of director independence.

Senator George Mitchell was re-elected to a second term as presiding director while the membership of key board committees was reconstituted. The board also got in two new independent members, Aylwin Lewis, President, Chief Multibranding and Operating Officer of YUM! Brands, Inc., and John Chen, chairman, CEO and president of Sybase, Inc.; both of whom were elected in 2003.

After amending governance guidelines, the board conducted its annual review of director independence, taking into account directors' relationships with the company or with members of senior management, says a company release. As a result, the board determined that under the new guidelines, all directors are independent except Michael Eisner, Disney chairman and CEO; Robert Iger, Disney president and COO; and John Bryson. Eisner and Iger are considered inside directors because of their employment as senior executives of the company.

Senator George Mitchell has been re-elected as presiding director for 2004-05 and will continue to chair executive board sessions of independent and non-management directors and perform other tasks set forth in the governance guidelines or requested by the Board.

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