Yum! Moves to Annual Election of Its Board of Directors


NEW YORK, N.Y.///April 8, 2004/// Increasingly, concerned investors are urging companies in which they invest to adopt new corporate governance policies which makes them more accountable to investors and to society at large.

Many reforms have been mandated by Sarbanes-Oxley but investors are proposing additional changes as well. One such proposal is the request that companies move to Annual Election of Directors from the Staggered or Classified Board system. Shareholders supporting this reform believe it makes the Board more accountable to their owners, the investor.

YUM! Brand's Board has been discussing best practices in corporate governance including moving to Annual Election of Directors from their Staggered Board over the last two years.

In the fall of 2003, three institutions that were YUM investors filed a shareholder resolution with the company for a vote at the 2004 meeting on this topic. The filers included the Amalgamated Bank Longview Funds, the Needmor Fund, a client of Walden Asset Management, and the Catholic Equity Fund.

In March, the YUM Board met and decided to move to annual elections in 2005 and announce the change in the 2004 proxy. The YUM! Board supported this change in a unanimous vote.

Speaking on behalf of the resolution sponsors Melissa Moye, Chief Economist of the Amalgamated Bank investment group stated, "We were pleased to hear of the YUM Board decision adopting this corporate governance reform. We believe this change makes corporate boards more accountable to their investors since they stand annually before the shareholders for re-election. We were glad to withdraw our resolution in light of the YUM Board's forward-looking decision."