Welcome to the LabCorp Annual Meeting of Shareholders. I would now like to turn the conference over to Dave King. Please go ahead.
Thank you. Good morning, ladies and gentlemen. I'm Dave King, Chief Executive Officer and Chairman of the Board of LabCorp and Chairman of this Annual Meeting. I'm pleased to welcome you to this Annual Meeting of Shareholders. The meeting will now come to order.
All votes will be delivered to the Inspector of Election. The Assistant Secretary will record the proceedings. I would like to introduce you to the Board members and officers who are present today. Directors present are Carrie B. Anderson, D.
Gary Gibelan, Garhang Khan, Robert E. Mittelstat, Jr, Peter M. Neupur, Rochelle P. Parham, Adam H. Schechter and R.
Sanders Williams. I would now like to recognize our senior officers present today. Glenn A. Eisenberg, Executive Vice President and Chief Financial Officer John D. Ratliff, Chief Executive Officer, Covance Drug Development Lance V.
Berberian, Senior Vice President and Chief Information Officer Peter Wilkinson, Senior Vice President and Chief Accounting Officer John Thredwill, Vice President and Assistant Secretary Doctor. Brian Caveney, Chief Medical Officer Lisa J. Uthganot, Chief Human Resources Officer and Mark Schroeder, Chief Supply Chain Officer. Also present are David Pickett and Chris Rezendes, representing PricewaterhouseCoopers LLP, independent accountants of the company. They will be available to answer appropriate questions during the general question and answer period after the formal business meeting.
After the formal meeting has been adjourned, we will also provide time for general questions. Only validated shareholders will be able to submit questions using the designated field on the web portal or through our Investor Relations email address at investorlabcorp.com. If you choose to submit a question by email, please include your control number in the email subject line in order for your question to be considered. Out of consideration for others, please limit yourself to one question. Consistent with our approach when the annual meetings were held in person, questions or comments that are not related to the proposals under discussion are about personal concerns not by shareholders generally or use blatantly offensive language may be ruled out of order.
We will, however, endeavor to respond to questions or comments that are not related to the proposals under discussion or are about personal concerns not shared by shareholders generally via email after the meeting. The Board of Directors set March 22, 2019 as a date of record for this shareholders meeting. We have here a record of shareholders as of that date. A duplicate record has been on file at the office of the company for the last 10 days, available for inspection by any shareholder at any time during usual business hours. I have been advised by the Inspector of Election that immediately prior to the commencement of the meeting, at least 89% of the company's shares of common stock issued and outstanding and entitled to vote are present or represented by proxy in today's meeting.
Because a majority of the company's shares is represented here today, a quarter is present and the business of the meeting may proceed. The Assistant Secretary has informed me that the notice for the meeting was duly and properly mailed. The Assistant Secretary will file affidavits of mailing of the notice of meeting proxy card and proxy statement with the records of the meeting. There are 3 items on the agenda to be voted on today. 1, the election of directors 2, the approval on a non binding advisory basis of executive compensation and 3, the ratification of the appointment PricewaterhouseCoopers LLP as Laboratory Corporation of America Holdings independent accountants for the year ended December 31, 2019.
There will be a discussion period relating to each item immediately after its introduction. If any shareholder would like to make a comment regarding any of the proposals at the indicated times, please submit your comment at that time using the designated field on the web portal or through our Investor Relations e mail address at investorlabcorp.com with your control number included in the email subject line. We will attempt to ensure that all shareholder comments are read aloud representatives of management will respond to questions. However, in the interest of time and because each of these items has been fully discussed in the proxy statement, discussion on each item will be limited to 5 minutes. If you send in your proxy, you do not need to take any further action unless you wish to change your vote.
At the end of the discussion period relating to the items to be voted on during today's meeting, the ballots will be collected and delivered to the Inspector of Election. The company has appointed Clarissa Willett to be the Inspector of Election. She is familiar with the duties and responsibilities of an Inspector of Election at a shareholders' meeting. She will report the results after all proxies and votes have been tabulated. We will now turn to item 1.
The first item is the election of directors. The nominees and their qualifications are described in the proxy statement dated March 29, 2019, which has been made available to all shareholders of record as of March 22, 2019. Mr. Eisenberg, will you please present the proposal to elect directors?
I move that the director nominees be elected pursuant to the following resolution. Resolve that each of David P. King, Gary B. Anderson, Jean Luc Bellegarde, D. Gary Gilliland, Garhine Kong, Peter M.
Neupert, Rochelle P. Parnham, Adam H. Schechter and R. Sanders Williams. Bea and hereby is elected as a Director of the Company to serve until the next Annual Meeting of Shareholders and until his or her successor is duly elected and qualified or until his or her earlier death, resignation or removal.
Thank you, Mr. Eisenberg. The meeting is open for discussion relating to the election of directors. If any shareholder would like to make a comment regarding this proposal, Seeing no comments regarding the election of directors, the second item is the non binding advisory vote to approve executive compensation. Mr.
Eisenberg, will you please present the proposal to approve executive compensation?
I move that the company's executive compensation be approved pursuant to the non binding advisory vote and the following resolution. Resolve that the compensation paid to the company's named executive officers as disclosed pursuant to the rules of the Securities and Exchange Commission, including in the compensation discussion and analysis, compensation tables and narrative discussion of the company's 2019 proxy statement is hereby approved.
Thank you, Mr. Heisenberg. The meeting is open for discussion relating to the approval of the company's executive compensation. If any shareholder would like to make a comment regarding this proposal, please submit your comments through the web portal or by email now. Seeing no comments relating to the proposal, the 3rd item is the ratification of the appointment of independent accountants for 2019.
Mr. Eisenberg, will you please present the proposal to ratify the selection of accountants?
I move that the appointment of the independent accountants for 2019 be ratified pursuant to the following resolution. Resolve that the appointment of PricewaterhouseCoopers LLP as independent accountants of Laboratory Corporation of America Holdings for the fiscal year ending December 31, 2019 be ratified.
Thank you, Mr. Eisenberg. The meeting is open for discussion relating to the selection of independent accountants. If any shareholder would like to make a comment regarding this proposal, please submit your comments through the web portal or by email now. Seeing no comments, I declare the polls shall now be open for voting.
Any shareholders who have not yet voted or wish to change their votes may do so by pushing on the voting button on the web portal and following the instructions. Shareholders who have sent in proxies or voted via telephone or Internet do not want to change their votes, do not need to take any further action. We will pause for a moment while the Inspector of Election tabulates the results of the votes. Thank you. The poll shall now be closed for voting.
We will pause while the Inspector of Election tabulates the results of the votes. I am informed that the Inspector of Election has completed the count of the votes and is ready to report the preliminary results to the Assistant Secretary. Mr. Treadwell, will you please present the preliminary report of the Inspector of Election?
The Inspector of Election has reported to me that the shares of LabCorp common stock outstanding on the record date and represented at the meeting, at least 70% of the shares voted have voted for the election of each of the nominated directors. At least 92% of the shares represented and entitled to vote have voted to approve the company's executive compensation. And at least 95% of the shares represented and entitled to vote have voted for the ratification of the appointment of independent accountants for 2019. Accordingly, the motions for the election of the nominated directors, the approval of the company's effective compensation and the ratification of the appointment of independent accountants for 2019 have passed.
Thank you, Mr. Treadwell. The Assistant Secretary will file the final report of the Inspector of Election, including the final and complete tally of the votes with the records of the meeting in the record book of the company. This concludes the formal business of the meeting. Prior to adjournment, I would like to make a comment about Bob Mittelstach.
Bob is retiring from the Board as a result of reaching age 75 when he is not eligible to stand for reelection. Bob became a Director of LabCorp in 1996, chaired Board Executive Sessions beginning in 2006, served as Lead Independent Director beginning in 2,009. He has also served on various committees, including as Chair of the Nominating and Corporate Governance Committee, Chair of the Compensation Committee and a member of the Audit Committee. As I commented in July at the time we announced Bob's retirement, he has served with distinction as a Board member, the Committee Chair and our Lead Independent Director. He has also helped me to become a better leader.
On behalf of the board and LabCorp and a grateful management team, I wish to express gratitude for Bob's invaluable leadership and years of dedicated service to our company and we wish him well. There being no further business before the meeting, I hereby declare the meeting to be adjourned. Thank you for participating and for supporting the company. At this time, we would be happy to answer any questions you may have. As a reminder, only validated shareholders will be able to ask questions using the designated field in the web portal or through our Investor Relations email address at investorlabcorp.com.
If you choose to submit a question by email, please include your control number in the email subject line in order for your question to be considered. We will attempt to ensure that everyone that has a question will have a chance to be heard and representatives of management will endeavor to respond to questions. However, in the interest of time, we ask that each individual limit themselves to one question at a time and discussion on each question will be limited to 5 minutes. In addition, as I indicated at the beginning of the meeting, questions or comments that are about personal concerns not shared by shareholders generally or use blatantly offensive language may be ruled out of order. We will, however, endeavor to respond to questions or comments that are about personal concerns not shared by shareholders generally via email after the meeting.
As a reminder, this Q and A session is being webcast live this morning. At this time, we will await any questions that you may wish to ask. Our first question reads, With extreme price volatility, when do we expect dividends? The management team and the Board continually discuss the appropriate deployment of Lamkor's capital. As shareholders and investors are aware, we have consistently returned capital to our shareholders in 3 ways.
One is the investment in our own business. 2 is the acquisition of assets that will return value to shareholders over time and the third is direct return of capital through share repurchase. At this time, the Board and the management team do not believe that the initiation of a dividend is appropriate, but this is an item that is subject to continual communication and discussion. And if at any time, the Board and the management team were to conclude that initiation of a dividend were an appropriate course for capital deployment, we would do so.