News / Publications » Press Room

For Immediate Release

Tuesday, August 03, 2010

AFL-CIO, AFSCME Urge Dell Inc. Shareholders to Withhold Their Vote From Chairman Michael Dell, Cite SEC Allegations and Excessive Pay As Concerns

Washington, DC — 

The AFL-CIO and AFSCME sent a letter to Dell Inc. (Nasdaq: DELL) shareholders today urging a withhold vote from Chairman and CEO Michael Dell at the company’s August 12, 2010 annual shareholder meeting. Last month, Dell Inc. postponed its annual meeting to give shareholders time to consider a proposed settlement of a complaint filed by the Securities and Exchange Commission.

The letter from AFL-CIO and AFSCME states:
Based on the allegations in the SEC’s complaint against our Company and Michael Dell, we believe that shareholders would be better served by the removal of Michael Dell as the Chairman of our Company’s Board of Directors. By voting to “WITHHOLD” from Michael Dell, you can encourage the Board of Directors to appoint a new Chairman.

On July 22, 2010, Dell Inc. and Michael Dell agreed to settle the SEC’s complaint without admitting or denying the allegations. The SEC’s complaint alleged that payments from Intel were improperly disclosed to shareholders and that “cookie jar” reserve accounts had been manipulated. Under the proposed settlement, Dell Inc. agreed to pay a $100 million penalty and Michael Dell agreed to pay a $4 million penalty.

“As reported by The Wall Street Journal, Michael Dell realized $453.8 million in total compensation including stock option exercises between 2000 and 2009; meanwhile shareholders lost 66 percent of the value of their stock,” the letter explains. ”In our opinion, shareholders should withhold their vote from Michael Dell’s election as director of our Company.”

Dell shareholders will also vote on a proposal by the AFL-CIO Reserve Fund that urges an annual advisory vote on executive compensation. The AFSCME Employees Retirement Fund has filed a shareholder proposal to amend the company’s bylaws to provide for the reimbursement of proxy expenses.