EMC sues to prevent plan to separate top exec roles

Hopkinton-based EMC Corp. has filed suit against two men who want to separate the roles of chairman and CEO at the company.

EMC has asked a federal judge in Boston to prevent the proposal from becoming part of the company’s 2014 proxy materials for its annual shareholders meeting in April.

Filed in November, the proposal seeks the independence of the two positions from one another, but says that could go into effect when current contracts have ended. EMC’s president and CEO, Joseph Tucci, has said he will remain at the company at least through early 2015, relinquishing some duties before that.

According to an attachment to the company’s court filing, the proposal states, “When our CEO is also our board chairman, this arrangement can hinder our board’s ability to monitor our CEO’s performance.”

In its filing, EMC argues that one of the two men – John Chevedden – is not a shareholder and that he and the other man, James McRitchie, are “inflicting an undue waste of resources on EMC, and causing harm to EMC and its shareholders by demanding inclusion” of what the company calls a “vague” and misleading proposal.

EMC also contends that the two men have filed several shareholder proxy proposals with other companies that have been denied. There have been three lawsuits filed against them since December alone, from Omnicom Group, Chipotle Mexican Grill and and Express Scripts Holding, according to the filing.

EMC has asked for a court decision by March 11, in time for proxy materials to be sent to shareholders ahead of the company’s April 30 meeting.

EMC exceeds expectations in Q4, restructuring ahead