DaVita Enhances Already Strong Governance Policies
March 14 2011 - 2:30AM
Business Wire
The Board of Directors (the “Board”) of DaVita Inc. (NYSE: DVA)
today announced that it has enhanced the company’s already strong
corporate governance policies and practices.
Over the past year, the Board has undertaken a thorough
evaluation of the company’s corporate governance structure in light
of shareholder sentiment and corporate governance trends. As a
result of this process the Board has:
- Amended the company’s bylaws to grant
the right to call a special meeting to shareholders who hold 10% or
more of the company’s outstanding shares of common stock.
- Approved terminating the company’s
existing rights agreement (“poison pill”) that was due to expire in
November 2012. The Board concurrently adopted a policy that the
company would not adopt a non-shareholder approved poison pill,
subject to certain limited circumstances.
- Changed the company’s corporate
governance guidelines to set a mandatory retirement age of 75 for
Board members and limit Board members to serving on no more than 4
other public company boards.
- Implemented a clawback policy providing
for the recoupment by the company of certain incentive compensation
of Board members or executive officers in the event that the
company has to restate all or a portion of its financial statements
and if such Board members’ or officers’ wrongful conduct
contributed to the company’s having to restate.
The company’s Lead Independent Director Peter Grauer said, “The
decision to implement these governance changes further reinforces
our already strong governance practices and reflects our commitment
to sound corporate governance policies and practices.”
About DaVita
DaVita Inc., a Fortune 500® company, is a leading provider of
kidney care in the United States, delivering dialysis services and
education to patients with chronic kidney failure and end stage
renal disease. As of Dec. 31, 2010, DaVita operated or
provided administrative services at 1,612 dialysis facilities,
serving approximately 125,000 patients. DaVita develops,
participates in and donates to numerous programs dedicated to
transforming communities and creating positive, sustainable change
for children, families and our environment. The company’s
leadership development initiatives and corporate social
responsibility efforts have been recognized by Fortune, Modern
Healthcare, Newsweek and WorldBlu, among others. For more
information, please visit www.davita.com.
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