The two former directors of the Walt Disney Company never much liked Robert A. Iger, Michael D. Eisner’s choice as his successor, and now they are going after the company and members of the board of directors for choosing Mr. Iger as the next chief executive.
Robert A. Iger will assume the duties of chief at Disney in September. He was selected in March.
Mr. Disney and Mr. Gold filed a lawsuit Monday asking that the results of the 2005 board election be voided. They contend Disney made false statements regarding the search for a new chief executive to replace Mr. Eisner.
Mr. Disney, the nephew of Walt Disney, and Mr. Gold, his financial adviser, led an investor revolt more than a year ago to oust Mr. Eisner. In a statement, the two said the board’s announcement last September that it would conduct an open and thorough search to replace Mr. Eisner induced them not to offer an alternative slate of directors at the most recent annual meeting in February.
Several weeks after the February meeting, the board announced that Mr. Eisner would be succeeded this fall by Mr. Iger, Disney’s president. “In short, the defendants did not have ‘open minds,’ and Iger was their choice,” the complaint said.
Mr. Disney and Mr. Gold are asking in the lawsuit filed in Delaware Chancery Court that another board election be held after the board fully discloses the details of the search, including the number of external candidates interviewed and how serious those talks were.
Disney executives declined to discuss the lawsuit. In a statement, a Disney spokeswoman said: “The record of strong performance of the Walt Disney Company speaks for itself, and this frivolous and baseless lawsuit reflects the mean-spirited, self-serving interest of two ex-board members.”
George Mitchell, the former United States senator from Maine and Disney’s chairman, has said in the past that the board spoke to potential candidates, though he has declined to say who, how many and what that process entailed. Among the candidates was Meg Whitman, the chief executive of Ebay, who said she had interviewed with the board while Mr. Eisner was present.
In other cases, potential candidates did not pursue interviews after an initial meeting with a board member, with some of those concerned that Mr. Eisner would be present, Disney executives said. Others had long-term contracts that would be expensive for Disney to buy out.