Elaine Wynn pushed back at a decision to remove her from the board of her ex-husband’s resort company today, filing preliminary materials to renominate herself at the annual stockholders’ meeting next month.
Wynn Resorts’ board of directors said in a filing last week that it wouldn’t renominate Elaine Wynn, who’s been a board member since co-founding the company in 2002, because of conflict-of-interest concerns and a pending legal complaint against her former husband, CEO Steve Wynn.
But Elaine Wynn called the board’s decision “without merit” and its reasons “unclear” in a statement today.
She noted her extensive experience in the gaming industry, and with Wynn Resorts in particular, and that she’s the only female member of the board.
“This action not only flies in the face of sound governance practices at any large publicly traded company, it denies stockholders any meaningful diversity of thought,” she said in today’s statement. “I firmly believe that different perspectives and constructive dialogue are the hallmarks of a healthy board, and this action to exclude a strong and knowledgeable voice defies the best interests of our company and its stockholders.”
In a statement relayed by Wynn Resorts spokesman Michael Weaver, Wynn Resorts noted that a committee of independent directors recommended that Elaine Wynn not be re-nominated after an “extensive process.”
This process included “multiple meetings and the participation of Ms. Wynn,” the statement said, and while Steve Wynn was contractually required to support her candidacy, the board in its entirety accepted the committee’s recommendation.
“Our Board is committed to maintaining the highest standards of corporate governance in the industry and has stated its intention to search for one or two new independent director candidates, and upon identifying a suitable director candidate expects to increase the Board size accordingly,” the statement said.
As for Elaine Wynn's comments about diversity, Weaver said in an email that "the Nominating Committee and Corporate Governance Committee has stated their intention to take diversity into account as they evaluate candidates."
Elaine Wynn sued her ex-husband in 2012 seeking to do away with an amended stockholder's agreement limiting her ability to sell shares.
Wynn Resorts’ annual stockholders’ meeting is set for April 24.