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News Corp. shareholders approve company split

June 11, 2013|By Meg James
  • Rupert Murdoch, chief executive officer of News Corp., appeared at the annual Milken Institute Global Conference in Beverly Hills on April 29.
Rupert Murdoch, chief executive officer of News Corp., appeared at the… (Jonathan Alcorn / Bloomberg )

News Corp. shareholders overwhelmingly approved measures to carve Rupert Murdoch's sprawling media empire into two separate publicly traded media companies.

The corporate split is on track to occur June 28, Murdoch announced Tuesday morning during a 23-minute special meeting of shareholders in New York.

The television networks, television production and movie studio operations will form the newly named 21st Century Fox Inc. The publishing assets, including the Wall Street Journal, Times of London, New York Post, the Australian and the HarperCollins book publishing house, will take the name News Corp.

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"Both companies will be uniquely positioned to execute on their respective strategic objectives and to lead their industries forward," Murdoch said. "I am confident in their future prospects and the value each will create for its stockholders."

Murdoch opened the polls for voting at 10:06 a.m. Eastern time, six minutes after he called the meeting to order. The polls were open for about 15 minutes to allow shareholders attending the meeting to cast ballots. Most shareholders sent their ballots by mail. About a dozen shareholders attended the session, according to a person present.

Shortly after opening the polls, Murdoch announced that an "overwhelming majority" of shareholders had approved the split. 

"Thank you for your support," Murdoch said. The company plans to release vote totals later in a filing with the Securities & Exchange Commission.

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During the meeting, two corporate governance activists raised questions about the structure of the companies, including the two classes of stock, which allow Murdoch to control the company with nearly 40% of the voting stock. Most shareholders have non-voting stock.

Julie Tanner, assistant director of socially responsible investing for Christian Brothers Investment Services, challenged News Corp. executives over the decision to allow Murdoch to wear three hats in the two companies: Murdoch will serve as chairman and chief executive of 21st Century Fox and he will be chairman of the new News Corp.

Robert Thomson, former managing editor of the Wall Street Journal, will become CEO of the new News Corp. 

"It seemed like a good choice," said Gerson Zweifach, News Corp.'s group general counsel and chief compliance officer. He said there had been plenty of internal discussions about the best structure for the management teams.

At the end of the meeting, a third shareholder, Phillip Berman, approached the microphone to voice his support of the 82-year-old media baron.

"Let us all remember that Rupert Murdoch pushed the envelope when he built News Corp. and he went above and beyond the envelope," Berman said. "Nobody does it better than Rupert Murdoch."


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