Elaine Wynn campaigns for board seat by touting independence

Elaine Wynn, the third-­largest shareholder of Wynn Resorts Ltd., urged investors to re-elect her to the board next month after the company declined to nominate her.
“No one at the company, other than our chairman and CEO, is more knowledgeable about its history, its operations, its customers or its award-winning staff,” she said in a letter to shareholders released yesterday.
Elaine, 72, has been fighting her ex-husband, Wynn Resorts’ Chairman and Chief Executive Officer Steve Wynn, in court over control of her 9.4 percent stake in the Las Vegas-based casino operator. The pair have an agreement dating back to their 2010 divorce that allows him to vote the shares.
The company’s board said last month it wouldn’t seek her re-­election at the April 24 annual meeting, citing her lack of independence under Nasdaq rules and the impact of her court fight on the “atmosphere in and effectiveness” of the board.
In her letter to investors, Wynn said she was the last woman on the board, “an appalling lack of diversity” for a global consumer-oriented company. Given her large stake, she said her interests and those of investors are aligned.
The company responded by saying 38 percent of the people in senior leadership roles are women, including General Counsel Kim Sinatra and Linda Chen, president of Wynn’s international marketing.
Wynn Resorts’ board will shrink to seven members, according to a regulatory filing this week. The company said it intends to search for new independent director candidates that will increase the board size and reflect a diversity of backgrounds.
Elaine Wynn has never had an operating role at the company with responsibility for lines of business or corporate functions, Wynn Resorts said. If she were to regain voting control of her shares, it could trigger a change of control provision that could force the company to make an offer to repurchase debt at a premium, according to Wynn Resorts. MDT/Bloomberg