Viacom Investors Support Board Despite Advisory Firms’ Objections

Viacom shareholders — led by Sumner Redstone, who controls 80% of the votes — were unpersuaded today by shareholder advisory firms that raised several objections to its board and governance practices.

Investors re-elected all of Viacom’s board members, and rejected an investor proposal to get rid of the two-tiered stock system that only gives voting rights to the non-public Class A shares that Redstone controls.

A majority of independent shareholders sided with the company.

Advisory firms Institutional Shareholder Services and Glass Lewis had urged them to oppose members of the board’s Compensation Committee, saying that the executive pay packages they approved were unjustifiably large.

Last year, Dauman was helped by contract renewal terms in a pay package valued at $54.2 million. That was 22.2% more than he made in 2014, even though Viacom’s share price fell 42.5% in the fiscal year after factoring in dividends.

The CEO told the gathering in Miami that he is “not satisfied with these results, which we know do not represent what we all have come to expect from Viacom.”

But he added, as he has elsewhere, that the company is “rapidly evolving and building new capabilities to grow and succeed.”

He cited Viacom’s investments in content “in every genre and on every screen,” its promotion of “innovation, creativity and audience insight,” and its international expansion.

As for his talks with a potential minority partner at Paramount, Dauman says that “we have been approached by several parties and are currently evaluating our options.”

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