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Roy Disney and Stanley Gold Sue The Walt Disney Company

Roy E. Disney and Stanley P. Gold today filed suit in Delaware Chancery Court against The Walt Disney Company and certain members of the company’s Board of Directors. The Disney dissidents are alleging that Disney’s Board made false statements to the company’s shareholders about its CEO search in order to induce shareholders to vote for the incumbent Board at the 2005 meeting and to persuade Roy Disney and Stanley Gold not to run an alternate slate of directors at that meeting.

The two former Disney Directors also sued Robert A. Iger, Michael D. Eisner, Judith L. Estrin, John S. Chen, Aylwin B. Lewis, Monica C. Lozano, George J. Mitchell, and Leo J. O’Donovan, S.J., for fraud and breach of the duty of disclosure in connection with the Board’s public statements about the search for a replacement for outgoing CEO Michael Eisner.

In their lawsuits, Roy Disney and Stanley Gold asked the court to void the 2005 election of directors, to compel The Walt Disney Company to hold another election of directors after full disclosure of the CEO selection process, and to enjoin the company and Board from changing Eisner’s or Iger’s compensation or employment contracts.

[Source: PR Newswire]

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