Malone, Zeglis Likely Off AT&T Board

(Telephony) In the outline for its annual shareholders meeting filed with the SEC, AT&T said five individuals likely will leave the board of directors in the coming months, including John Malone and John Zeglis.

Malone, chairman of Liberty Media, is expected to leave the company once Liberty is spun off from AT&T.

Zeglis, chairman and CEO of AT&T Wireless Group, is expected to leave the board once the spin-off of the wireless group is completed.

Three others are also expected to leave at that time: Walter Elisha, retired chairman and CEO of textile manufacturer Springs Industries; Donald Fites, retired chairman and CEO of Caterpillar; and Masaki Yoshikawa, president and CEO of NTT DoCoMo USA, which purchased the equivalent of a 16% stake in AT&T Wireless last November.

“At the time of the split-off of AT&T Wireless Services, Inc., it is contemplated that Elisha, Fites, Yoshikawa, and Zeglis will leave the AT&T Board of Directors,” said the SEC filing. “It is expected that Dr. Malone will leave the AT&T Board of Directors at the time of the Liberty Media Corporation split-off.”

Also on the agenda for the scheduled May meeting is a proposal to lower the percentage of shareholders needed to pass the proposed breakup of AT&T. Currently, two-thirds of the company’s voting power must approve the plan. AT&T is asking that the number be reduced to a simple majority. To make such a change requires approval from two-thirds of AT&T’s voting power.

“The Board believes this amendment is advisable, because it would give the Company greater flexibility in approving [mergers, consolidations, dissolutions], would limit the ability of a minority of the shareholders to block a transaction approved by the majority, and would make it easier to solicit the required positive votes to approve any of these transactions,” said the filing.