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CVS Corporation Approves By-law Change for Majority Voting of Directors.


WOONSOCKET, R.I. -- CVS (1) (Concurrent Versions System) A version control system for Unix that was initially developed as a series of shell scripts in the mid-1980s. CVS maintains the changes between one source code version and another and stores all the changes in one file.  Corporation announced today that its Board of Directors has amended the company's by-laws to adopt a majority vote standard for the election of directors. The new standard became effective on February 2nd and will apply to all future elections of directors by stockholders. This new standard, which requires each director to receive a majority of the votes cast with respect to that director's election, further underscores CVS' focus on corporate governance Corporate Governance

The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law.
 and provides for a greater level of accountability of directors to stockholders.

Previously, directors were elected under a plurality vote standard, meaning that candidates receiving the most votes would win without regard to whether those votes constituted a majority of the shares voting at the meeting. Plurality voting still will apply in contested elections, where the number of nominees for any election of directors exceeds the number of directors to be elected.

In the event a candidate for director does not receive a majority vote, the company's by-laws require that person to submit his or her resignation to the board, who must decide no later than its next regularly scheduled meeting whether to accept it.

Under Delaware law, this by-law provision cannot be repealed or amended without the approval of shareholders.

"Adopting a majority vote standard demonstrates our commitment to sound corporate governance," said Tom Ryan
This article refers to the United States gamer. For other persons named Tom Ryan, see the disambiguation page..


Tom Ryan (born August 3 1986), who plays under the pseudonym Ogre 2, is a professional gamer from Pickerington, Ohio, USA.
, Chairman, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  of CVS. "The decision to institute this new standard places CVS firmly among the leaders in corporate governance principles, a position which we believe is fundamental to creating long-term value for our shareholders."

Additional information on CVS Corporation's board of directors and corporate governance guidelines are available within the Corporate Governance section of the Company's Investor Relations Investor relations

The process by which the corporation communicates with its investors.
 website at http://investor.cvs.com.

CVS is America's largest retail pharmacy, operating approximately 6,200 retail and specialty pharmacy stores in 43 states and the District of Columbia District of Columbia, federal district (2000 pop. 572,059, a 5.7% decrease in population since the 1990 census), 69 sq mi (179 sq km), on the east bank of the Potomac River, coextensive with the city of Washington, D.C. (the capital of the United States). . With more than 40 years of dynamic growth in the retail pharmacy industry, CVS is committed to being the easiest pharmacy retailer for customers to use. CVS innovatively serves the healthcare needs of all customers through its CVS/pharmacy stores; its online pharmacy This article or section may deal primarily with the U.S. and may not present a worldwide view. , CVS.com; its retail-based health clinic subsidiary, MinuteClinic; and its pharmacy benefit management A Pharmacy Benefit Manager (PBM) is a third party administrator of prescription drug programs. They are primarily responsible for processing and paying prescription drug claims. , mail order and specialty pharmacy subsidiary, PharmaCare. General information about CVS is available through the Investor Relations portion of the Company's website, at http://investor.cvs.com, as well as through the pressroom portion of the Company's website, at www.cvs.com/pressroom.
COPYRIGHT 2007 Business Wire
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Copyright 2007, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Feb 5, 2007
Words:410
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