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Board to be Re-Elected Annually, Say Goodyear Shareholders

(Akron/Tire Review) Goodyear Tire & Rubber Co. shareholders overwhelmingly approved a measure that will require annual election of the company’s entire board of directors.

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The amendment to the company’s bylaws has been sought a number of times over the years, but this year, it was put forth by the board itself and approved by 98% of eligible shareholders.

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As a result, all board members will stand for re-election at next year’s annual meeting, including the five members re-elected at today’s annual meeting and the one new member added early today.

Re-elected to the board were James Boland, Steven Minter, Michael Wessel, John Breen and William Hudson Jr.

Another board proposal to increase the number of available common shares from 300 million to 450 million was also approved. Currently, Goodyear reportedly has some 177 million shares outstanding. Goodyear Chairman and CEO Bob Keegan said the move “gives us flexibility and the ability to react quickly to market forces.”

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At a board meeting held just prior to the annual general meeting, C. Craig Sullivan, former chairman and CEO of Clorox Co, was elected to the board.

A shareholder proposal requesting the adoption of a simple majority vote standard for all issues subject to shareholder vote failed to get a majority of votes.

In his round-up remarks during the meeting, Keegan said the tiremaker remains committed to the strategic direction implemented three years ago to fundamentally change the company. “Innovation, quality and a sharp market focus continue to drive Goodyear in the right direction,” he said. “We believe we are taking the required steps to drive improving future performance.”

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He also pointed to the company’s new products as examples both of accelerating product development and of meeting consumer desires as key reasons for Goodyear’s resurgence. “We are a fundamentally different company today than we were three years ago, and a considerably stronger competitor,” he said. “We see ourselves much differently today. We see ourselves not as an auto supplier as some would characterize us, but rather as an aggressive marketing company. That change for us is huge.”

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