CA Shareholders Defeat Plan to Recall Bonuses; Vote to Keep KPMG

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Shareholders of Computer Associates International Inc. on Wednesday voted down a proposal calling for current and former executives involved in the company's accounting scandal to return bonuses.

Shareholders also rejected advice of a proxy advisory firm and voted to keep KPMG LLP as independent auditor.

Amalgamated Bank of Manhattan introduced the plan to recall bonus payments. It was defeated, 76 percent to 24 percent of all voting shares cast, Reuters reported. A lawyer for the bank, Con Hitchcock, introduced the proposal at the annual shareholder meeting by saying the idea behind the plan is simple: “If you didn't earn it, you can't keep it.”

Amalgamated contended that the financial results that led to the bonuses have since been restated, so the executives should turn over their payments. The company has restated $2.2 billion in revenue and forced out more than 15 senior executives in the past year.

Computer Associates Chairman Lewis Ranieri said the company will collect ill-gotten gains from former executives on its own after investigations by federal criminal and civil authorities are finished.

Proxy advisory firm Glass Lewis & Co. also opposed Amalgamated's proposal, and shareholders overwhelmingly agreed.

Shareholders rejected Glass-Lewis advice in other matters, however, with about 96 percent voting to keep auditing firm KPMG LLP, serving the company since 1999. The vast majority of shareholders also cleared the election of the company's board despite the consultant's recommendation to withhold votes for directors Alfonse D'Amato and Russell Artzt.

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