Rayovac 2004 Annual Report Download - page 26

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automatic cleaning device on Remington’s Titanium Smart System shaving product infringes United States
patent numbers 5,711,328 and 5,649,556 allegedly held by Braun (The Gillette Company and Braun GmbH
v. Remington Consumer Products Company, LLC., Case No. 03 CV 12428 WGY). The complaint, which seeks
injunctive relief and monetary damages, was served on Remington in March 2004. We have answered the
complaint denying all material allegations and we are vigorously defending ourselves in this matter. Trial is
tentatively scheduled for November 2005.
We are also involved in proceedings with Norelco Consumer Products Company, a subsidiary of Philips,
relating to alleged false and misleading statements used in a Remington television advertisement referred to as
“Slice” or “A Close Shave” that aired in the United States in 2003. However, the proceeding is not, in the opinion
of management, material to our business or financial condition.
Environmental
We are subject to various federal, state and local environmental laws and regulations. We believe we are in
substantial compliance with all such environmental laws which are applicable to our operations. See also the
discussion captioned “Governmental Regulation and Environmental Matters” under Item 1 above.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Our Annual Meeting of Shareholders was held on July 21, 2004. The directors standing for election were
elected in an uncontested election. The directors elected were John S. Lupo and Thomas R. Shepherd. Mr. Lupo
received 29,648,901 votes in favor of his election and 2,159,091 votes were withheld. Mr. Shepherd received
29,126,233 votes in favor of his election and 2,681,759 votes were withheld. The terms of office as directors of
the following directors continued after the meeting: John D. Bowlin, William P. Carmichael, Neil P. DeFeo, Kent
J. Hussey, David A. Jones and Barbara S. Thomas. In addition to the election of directors, we submitted each of
the 2004 Rayovac Incentive Plan and the ratification of the appointment of KPMG LLP as our independent
auditors to a vote of the shareholders. The vote in favor of the 2004 Rayovac Incentive Plan was 18,475,163 in
favor, 9,634,597 against (including broker non-votes) and 61,587 abstained. The vote in favor of ratification of
KPMG LLP as our independent auditors was 31,082,648 in favor, 696,660 against and 28,684 abstained.
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