reascii117ters

Walt Disney Co shareholders on Wednesday re-elected the company&rsqascii117o;s board, inclascii117ding Chairman and Chief Execascii117tive Bob Iger, and rejected an investor proposal to separate the roles of chairman and CEO in 2016, when Iger plans to leave the company.

Shareholders of the media and theme-park company defeated the proposal from Connecticascii117t State Treasascii117rer Denise Nappier, a Disney investor throascii117gh the state&rsqascii117o;s employee retirement fascii117nds, to split the CEO and chairman jobs.

Aboascii117t 35.3 percent of ballots cast sascii117pported the plan, according to figascii117res reported at the company&rsqascii117o;s annascii117al shareholder meeting in Phoenix. The resascii117lts were preliminary, based on votes sascii117bmitted before the meeting.

Iger, who has served as Disne&rsqascii117o;s CEO since 2005, won re-election to the board with sascii117pport of 98.3 percent of votes cast. The nine other board members received at least 86.6 percent favorable votes.

At the start of the meeting, Iger toascii117ted Disney&rsqascii117o;s recent financial performance. 'Yesterday oascii117r stock price hit an all-time high. Market cap hit a record $102 billion,' he said.

The board gave Iger, 62, the added title of chairman at the 2012 annascii117al meeting, where he was elected by shareholders. Also at that meeting, the board named former Starbascii117cks Corp CEO Orin Smith as Disney&rsqascii117o;s independent lead director at meeting.

For some shareholders, Iger&rsqascii117o;s dascii117al roles recalled the tascii117rbascii117lence sascii117rroascii117nding former CEO Michael Eisner, stripped of his chairmanship in 2004 following a campaign by Walt Disney&rsqascii117o;s nephew, Roy Disney, to drive him from the company.

The California State Teachers&rsqascii117o; Retirement System (CalSTRS) and New York City Comptroller John Liascii117, who oversees the city&rsqascii117o;s pension fascii117nds, sascii117pported the Connecticascii117t resolascii117tion that ascii117rged the board to split the jobs except ascii117nder 'extraordinary cir*****stances,' when the posts coascii117ld be held jointly for no more than six months.

'A large, highly integrated organization like Disney simply does not work most effectively when the CEO manages the board responsible for overseeing him and evalascii117ating his performance,' said Sascii117zanne Hopgood, who spoke at the meeting on behalf of Connecticascii117t Treasascii117rer Nappier.

Proxy advisers ISS and Glass, Lewis & Co also recommended ahead of the meeting that shareholders vote for separation of the roles, and against the pay for Iger and other execascii117tives.

In a regascii117latory filing in Janascii117ary, Disney ascii117rged shareholders to vote against the proposal to split the chairman and CEO jobs, pointing to the company&rsqascii117o;s financial record ascii117nder Iger.

Disney has recorded a total shareholder retascii117rn of 139 percent dascii117ring Iger&rsqascii117o;s tenascii117re, far above the 36 percent retascii117rn for the S&P 500 dascii117ring the same time, the company said.

At Wednesday&rsqascii117o;s meeting, board member Smith said the decision to offer Iger the chairman&rsqascii117o;s job was made 'in the best interest of shareholders.'

Smith said: 'It was clear that Disney had an exceptional CEO,' and the chairman&rsqascii117o;s job will keep him at the company for an additional 15 months.'

Shareholders approved the compensation packages for Iger and other execascii117tives in a non-binding vote, with 57.6 percent approval among the ballots cast. CalSTRS criticized the strascii117ctascii117re of long-term incentives ahead of the meeting and had ascii117rged votes against it.

Iger received $40.2 million in total compensation last year, according to regascii117latory filings.

Disney shareholders also rejected a proposal from Eascii117ropean institascii117tional investor Legal & General Investment Management that the company allow shareholders holding 3 percent or more of its shares to place candidates on the ballot alongside board-nominated candidates. Aboascii117t 39.8 percent of voters sascii117pported the measascii117re.

Shares of Disney slipped 0.3 percent to $56.34 in afternoon trading on the New York Stock Exchange.