Starboard Value, the hedge fund that last week published a 294-slide presentation outlining waste and failures at Darden’s Olive Garden restaurant, has nominated a full slate of 12 directors to sit on Darden’s board.
These nominees will stand for election at Darden’s annual meeting, set for October 10.
But Darden isn’t so sure these are the best nominees to lead the company. In a statement, Darden said:
“The composition of our Board, including both its independence and diversity of talent and experience, is critical to Darden’s future success. Given the people facing nature of Darden’s business, we also believe continuity of knowledge and relationships is important to the engagement, retention and motivation of Darden’s management team and to the success of the operating strategies that we are implementing.”
Currently, Darden has agreed to add four Starboard nominees to its board, in addition to eight company nominees, which include four new independent nominees.
In a statement on Wednesday, Darden outlined a number of the concerns it has regarding Starboard’s nominees and what the company sees as a lack of important qualifications from some board nominees including:
- 5 nominees have NO experience as senior executives of large public companies
- 4 nominees have NO restaurant, retail or real estate executive experience
- 4 nominees have been nominated and added to at least one board through Starboard nomination
Additionally, Darden thinks Starboard’s directors might be stretched a little bit thin, or have a few too many overlapping conflicts.
In its announcement, Darden published two slides: one outlining Starboard’s tangled web of board nominees, and another questioning biased decision making from some nominees.