All Morgan Stanley Directors Re-Elected at 2008 Annual Meeting by Substantial Margins

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Morgan Stanley (NYSE: MS) today announced preliminary results from the Company's 2008 annual meeting of shareholders and said that all members of its Board of Directors were re-elected by a substantial margin.  The Company also said that its proposal to eliminate the remaining supermajority voting provisions was passed by shareholders, while a shareholder proposal for an executive compensation advisory vote was defeated.  The only other shareholder proposal, for a human rights report, was withdrawn by the proponent prior to the meeting after discussions with the Company.

John J. Mack, Chairman and CEO, said, “We appreciate the strong support that shareholders have shown for the Board today through the reelection of our directors by substantial margins.  Our entire Board is deeply engaged and intensely focused on building value for our shareholders through this unprecedented market environment.”

In his remarks at the annual meeting, held today in Purchase, New York, Mr. Mack said, “This past year has been an incredibly turbulent time in the financial markets.  We’ve seen market disruptions and illiquidity that have impacted every firm in our industry – market conditions that are unlike anything I’ve seen in my 40 years on Wall Street.  Morgan Stanley effectively navigated these difficult markets in the first quarter of this year.  In fact, we achieved the highest net income and ROE of any firm that has reported earnings to date.”

Mr. Mack discussed the aggressive actions the Firm has taken to address the market dislocations and position the Firm for future growth, including putting in place new members of the leadership team; strengthening the risk management function, including by appointing Ken deRegt as the new Chief Risk Officer; improving the Firm’s already strong capital base and liquidity position; and moving aggressively to resize some businesses while continuing to invest in high growth areas.  Mr. Mack also said that despite the mortgage-related writedowns Morgan Stanley took in the fourth quarter of 2007, the Firm delivered its second highest revenues ever in 2007, including achieving record or near-record performance in all of its other businesses. 

Mr. Mack concluded his remarks by saying, “We have begun the year with renewed momentum, increased discipline and an intense focus on performance.  As we push forward into 2008, we’ll continue building out our global franchise, executing our growth plans and delivering the whole firm to Morgan Stanley's clients in a way that other firms simply can't do.  That's what will create value in these markets – for our people, for our clients, and most importantly, for all of you – our shareholders.”

 

Following are preliminary proxy voting results; final results will be filed by the Company in a subsequent Current Report on Form 8-K.

Morgan Stanley Proposals:

  • Election of Directors (percentages reflect support of votes cast).
  1. Roy J. Bostock received approximately 90.1%.
  2. Erskine B. Bowles received approximately 96.9%.
  3. Howard J. Davies received approximately 90.5%.
  4. C. Robert Kidder received approximately 91.0%.
  5. John J. Mack received approximately 94.5%.
  6. Donald T. Nicolaisen received approximately 93.5%.
  7. Charles H. Noski received approximately 93.6%.
  8. Hutham S. Olayan received approximately 97.9%.
  9. Charles E. Phillips, Jr. received approximately 93.5%.
  10. O. Griffith Sexton received approximately 97.6%.
  11. Laura D. Tyson received approximately 96.7%.
  • Ratification of the Appointment of the Independent Auditor.  This proposal passed with the support of approximately 97.8% of the affirmative vote of the shares represented and voting at the meeting.
  • Elimination of Supermajority Voting.  This proposal passed with the support of approximately 85.4% of the affirmative vote of the outstanding shares entitled to vote.

Shareholder Proposal:

  • Executive Compensation Advisory Vote.  This proposal was defeated with approximately 63.2% of the shares represented and voting at the meeting voting against or abstaining.

Morgan Stanley is a leading global financial services firm providing a wide range of investment banking, securities, investment management and wealth management services.  The Firm's employees serve clients worldwide including corporations, governments, institutions and individuals from more than 600 offices in 33 countries.  For further information about Morgan Stanley, please visit www.morganstanley.com.