Chesapeake Energy Corp. maintains there is no reason for a judge to delay next month's annual meeting at the request of a group of dissatisfied shareholders.
At least six shareholders who have filed breach of fiduciary duty lawsuits against Chesapeake's board last week asked a federal judge in Oklahoma City to postpone the June 8 meeting.
They contend Chesapeake has not given shareholders enough information to decide on three compensation issues and the re-election bids of two board members.
Attorneys for Chesapeake's board countered that the company has provided a “superabundance” of information, according to a filing late Wednesday.
“The suggestion that shareholders have not been provided sufficient information cannot withstand even superficial scrutiny,” attorneys wrote. “Conversely, disrupting Chesapeake's corporate processes would inflict needless damage on the company and its shareholders.”
The filing also disputed allegations that Chesapeake's board did not do its job in representing shareholders.
“Although plaintiffs do a good job of parroting media criticisms, their assertions that defendants breached legal duties lack any semblance of merit,” according to the filing.
U.S. District Judge Vicki Miles-LaGrange will rule on the shareholders' request next week.
An Oklahoma County judge is supposed to hear arguments today in another shareholder lawsuit against the Chesapeake board.
Shareholders Al Lutzker and Jeanne Calamore want Oklahoma County District Judge Bryan C. Dixon to block Chesapeake from negotiating any asset sales without an independent valuation.
They also asked the judge to keep CEO Aubrey McClendon from participating in the Founder Well Participation Program, which allows him to buy a 2.5 percent stake in every well drilled by Chesapeake. That program will be discontinued in June 2013.
Attorneys for the board have argued “there is no legal or factual basis for barring Chesapeake from entering into negotiations, asset sales and financing transactions, or setting preconditions to undertaking those vital functions.”