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DALLAS (Feb. 17, 2006) – The Board of Directors of Texas Instruments
Incorporated (TI) (NYSE: TXN) has amended the company’s bylaws to
require directors to receive a majority of votes cast in order to be elected
to the Board. The new standard goes into effect immediately and will be
used at TI’s 2006 Annual Meeting of Stockholders on April 20.
The new standard provides for greater accountability of directors to shareowners.
“We believe our stockholders should have a stronger voice in the
election of their directors,” said TI Chairman Tom Engibous. “This
change reflects the Board’s commitment to continually strengthen
the corporate governance principles that guide Texas Instruments.”
The prior plurality standard provided that directors with the most votes
cast for them be elected, even if the total votes cast were less than
a majority. In the company’s history, no director of TI has ever
received less than a majority of the votes cast.
TI’s bylaws and corporate governance guidelines are available at www.ti.com/corporategovernance.
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Texas Instruments
Incorporated provides innovative DSP and analog technologies to meet our
customers’ real world signal processing requirements. In addition
to Semiconductor, the company’s businesses include Sensors &
Controls and Education Technology. TI is headquartered
in Dallas, Texas, and has manufacturing, design or sales operations in
more than 25 countries.
Texas Instruments is traded on the New York Stock Exchange under the symbol
TXN. More information is located on the World Wide Web at www.ti.com.
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