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Shareholder's by-law amendment proposal receives overwhelming support at Harrah's annual meeting.


WASHINGTON--(BUSINESS WIRE)--April 25, 1997--A shareholder proposal to amend the by-laws of Harrah's Entertainment Harrah's Entertainment, Inc. (NYSE: HET) is a gaming corporation that owns and operates casinos, hotels, and six golf courses under several brands. The company, based in Las Vegas, Nevada, is the largest gaming company in the world, with yearly revenues around $7.11 billion.  (HET) to redeem the company's poison pill A defensive strategy based on issuing special stock that is used to deter aggressors in corporate takeover attempts.

The poison pill is a defensive strategy used against corporate takeovers.
 and require prior approval by a majority shareholder vote for adoption of any such poison pill in the future received overwhelming shareholder support today according to according to
prep.
1. As stated or indicated by; on the authority of: according to historians.

2. In keeping with: according to instructions.

3.
 preliminary results.

The early results indicate that the shareholder proposal received a substantial majority of the votes.

The unusual resolution, introduced by the Hotel Employees and Restaurant Employees International Union, goes beyond the typical recommendations of shareholders to Boards of Directors and would require a by-law amendment. Management vigorously opposed the binding resolution.

"The overwhelming support that this proposal received speaks to shareholders impatience with poison pills at companies that are underperforming and in industries that are consolidating. In this case, management also has plenty of additional protections in place to guard against coercive `low-ball' bids," said Matthew Walker, director of research and education, for the Hotel Employees and Restaurant Employees International Union.

The Harrah's certificate of incorporation certificate of incorporation n. some states issue a certificate to prove a corporation's existence upon the filing of Articles of Incorporation. In most states the Articles are sufficient proof.  purports to require a 75% supermajority Supermajority

A corporate amendment in a company's charter requiring a large majority (anywhere from 67%-90%) of shareholders to approve important changes, such as a merger.
 vote for shareholders to amend the bylaws The rules and regulations enacted by an association or a corporation to provide a framework for its operation and management.

Bylaws may specify the qualifications, rights, and liabilities of membership, and the powers, duties, and grounds for the dissolution of an
. "We feel that the 75% vote requirement is an illegal restriction on shareholders' statutory powers to amend the bylaws," said Walker.

CONTACT: Hotel Employees & Restaurant Employees International Union

Matthew Walker, 202/531-9104 or

Marty Leary, 202/393-4373
COPYRIGHT 1997 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1997, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Apr 25, 1997
Words:216
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