Eli Lilly 2004 Annual Report Download - page 81

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PROXY STATEMENT
7979
Principal Holders of Stock
To the best of the company’s knowledge, the only benefi cial owners of more than 5 percent of the outstanding
shares of the company’s common stock are Lilly Endowment, Inc. (the “Endowment”) and Capital Research and
Management Company. The following table sets forth information regarding this ownership:
Number of Shares Percent of
Name and Address Benefi cially Owned Class
Lilly Endowment, Inc. 151,180,804 13.35%
2801 North Meridian Street (as of February 4, 2005)
Indianapolis, Indiana 46208
Capital Research and Management Company 70,067,500 6.2%
333 South Hope Street (as of December 31, 2004)
Los Angeles, California 90071
The Endowment has sole voting and sole investment power with respect to its shares. The board of directors of the
Endowment is composed of Mr. Thomas M. Lofton, chairman; Mr. N. Clay Robbins, president; Mrs. Mary K. Lisher;
Drs. Otis R. Bowen and William G. Enright; and Messrs. Daniel P. Carmichael, Eli Lilly II, and Eugene F. Ratliff
(Emeritus Director). Each of the directors is a shareholder of the company.
Capital Research and Management Company acts as investment adviser to various registered investment
companies. It has no voting power and sole investment power with respect to its shares.
Items of Business To Be Acted Upon at the Meeting
Item 1. Election of Directors
Under the company’s articles of incorporation, the board is divided into three classes with approximately one-third
of the directors standing for election each year. The term for directors elected this year will expire at the annual
meeting of shareholders held in 2008. Each of the nominees listed below has agreed to serve that term. If any
director is unable to stand for election, the board may, by resolution, provide for a lesser number of directors or
designate a substitute. In the latter event, shares represented by proxies may be voted for a substitute director.
The board recommends that you vote FOR each of the following nominees:
• George M.C. Fisher
• Alfred G. Gilman, M.D., Ph.D.
• Karen N. Horn, Ph.D.
• Sir John Rose
Biographical information about these nominees can be found on pages 58–59 of this proxy statement.
Item 2. Proposal To Ratify the Appointment of Principal Independent Auditors
The audit committee has appointed the fi rm of Ernst & Young LLP as principal independent auditors for the com-
pany for the year 2005. In accordance with the bylaws, this appointment is being submitted to the shareholders for
ratifi cation. Ernst & Young served as the principal independent auditors for the company in 2004. Representatives
of Ernst & Young are expected to be present at the annual meeting and will be available to respond to appropriate
questions. Those representatives will have the opportunity to make a statement if they wish to do so.
The board recommends that you vote FOR ratifying the appointment of Ernst & Young LLP as principal indepen-
dent auditors for 2005.