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PETA protesters cage themselves at the site of Amgen's annual shareholder meeting.
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Photos by Joseph A. Garcia / Star staff Charlotte Duncan of Oxnard joins a protest by the People for the Ethical Treatment of Animals. The protest was staged outside the Four Seasons Hotel in Westlake Village, where Amgen held its annual shareholders meeting Wednesday.

Amgen Inc. shareholders defied the company's board by calling for a change in how some important issues are passed, such as amending company bylaws, at an annual meeting Wednesday.

About 380 investors turned out at the Four Seasons Hotel in Westlake Village — some to hear how the company planned to move forward after a particularly difficult year and others to question why company leaders continue to be highly compensated even as shareholders suffered.

The shareholders' nonbinding resolution would allow a simple majority to pass certain key issues. While the Thousand Oaks-based biotech giant asserts it uses simple majority votes for most decisions, a two-thirds vote is required to approve some business combinations and stockholder amendments to the company bylaws.

Amgen's board of directors advised against an across-the-board simple majority vote, but more than 78 percent of shareholder votes supported the change.

Chief Executive Kevin Sharer said the board would consider the resolution at its next meeting, offering investors assurance that the board "will do the right thing."

Shareholders did re-elect all 11 members of the board.

Sharer acknowledged 2007 was an awful year for the company.

He said the company had to adapt quickly once anemia-fighting drugs, which make up a large part of Amgen's revenue, were called into question for safety reasons. Amgen had been poised for growth when it was instead hit by revenue losses that demanded restructuring and layoffs, Sharer said.

"We were planning for a future that didn't happen," he said.

Chief executive optimistic

This year, the company will have to be able to handle whatever happens with anemia medicines while continuing to work on its promising new drugs, such as one now in testing for treating bone loss.

Given the potential drugs in its pipeline, Amgen could once again achieve industry-leading performance in the next five years, Sharer said.

One shareholder criticized Sharer for raking in millions in compensation last year, including perks such as use of the corporate jet, even though the company's stock had dropped in value by about 35 percent. The Associated Press estimated Sharer's compensation was about $13.2 million for 2007.

Amgen stock, which closed at $42.20 Wednesday, was trading at $63.76 a year ago.

"We're owed a fiduciary and oversight duty to protect us," the shareholder said.

Other speakers questioned why the company doesn't offer a dividend.

Sharer noted his compensation was down from the year before. He also defended the company's leadership, saying the safety issue wasn't something the company caused or could have been expected to prevent.

Amgen should be judged instead on how it handled the situation, he said.

Some local shareholders took advantage of Amgen having its meeting close to home.

Bill Corkins and his wife, Diane Federle, of Ventura have been invested in Amgen for about 15 years. Wednesday marked the first time they attended a shareholder meeting.

Corkins said he saw it as a chance to hear directly from company leaders, lending more insight than what he would read in the annual report.

"It's more important to hear management's thinking and planning in these years than in years where everything is wonderful," he said.

Questions about the future

Mary and Cyril Bauer of Ventura know what a tough year it has been. The Ventura residents have held Amgen stock for about 20 years. Their son-in-law lost his job at the company as part of a major restructuring after he'd worked there more than 16 years. Thousands of positions were slashed at Amgen operations worldwide.

Mary Bauer said she wanted to hear about future plans.

"I think it's a good company," she said. "It certainly adds to the economy of Ventura County."

Another shareholder proposal Wednesday asked the company to report on animal welfare violations.

The proposal was presented by a member of the People for the Ethical Treatment of Animals during the meeting. As shareholders drove up to the hotel, they were greeted by the sight of four PETA volunteers in dog kennels on the corner of the public road. A sign above them read: "Amgen Tortures Animals in Labs."

"We would rather be sitting on the other side of a boardroom table than have our volunteers cramming themselves in cages to make a point," Kristie Phelps of PETA said while holding a sign at the protest.

Less than 5 percent of the votes cast were in favor of the resolution.

On the Net:

http://www.amgen.com