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Walmart investors voice discontent

Votes at meeting follow report on bribery inquiry

Shareholders voting at last week’s annual meeting registered significantly higher dissatisfaction with Walmart compared to last year, according to the company’s vote tally released Monday.

H. Lee Scott Jr., the former chief executive, received 15.6 percent ‘‘no’’ votes this year, while three others — including Michael T. Duke, the chief executive, and the chairman, S. Robson Walton — received about 13 percent ‘‘no’’ votes.

Last year, no director received more than 2 percent ‘‘no’’ votes. Every director comes up for reelection each year.

The founding Walton family controls almost half of the shares in the company, and the stock ownership of executives and board members pushes the inside control to slightly over 50 percent. So there is no way for outside investors to get a majority on their own.

Still, the share of negative votes was particularly loud for Walmart. It means that almost one-third of Walmart’s public investors — those that do not work at the company or sit on its board — did not support the chief executive and some other board members.

Last year, on average, each director was elected with only about 0.7 percent opposition votes; this year, each director received, on average, more than 5 percent ‘‘no’’ votes.

In April, The New York Times reported that executives at the company’s Bentonville, Ark., headquarters received credible evidence about bribery allegations in 2005 and 2006 at its Mexican subsidiary but shut down an investigation into it.

Scott was then the chief executive of the company, Walton was chairman, and Duke was the head of international operations. The Times reported that Duke and Scott both knew about the bribery allegations. The Department of Justice and the Securities and Exchange Commission are looking into the matter, and Walmart is conducting its own internal investigation.

The fourth board member to receive 13 percent ‘‘no’’ votes was Christopher J. Williams. He was on the audit committee, which is charged with overseeing the firm’s legal and regulatory compliance, when executives in Bentonville shut down the inquiry into the bribery charges, the Times reported.

Institutional Shareholder Services, a proxy-advisory firm, in a note recommending a vote against Williams before the shareholder meeting, said, ‘‘Christopher Williams was on the Audit Committee during the period under investigation, when it should have intervened to prevent the Mexico team from conducting the bribery investigation, and he remains on the committee today, as its chair, while it is overseeing the internal investigation into the company’s actions.’’

Shareholders’ proposals requiring more disclosure on executive compensation and political contributions received the support of 9.3 percent of shareholders and 15.8 percent of shareholders, respectively. That was not a significant change from what some shareholders’ proposals drew last year. A third proposal, asking that the board nominate a director with health care experience each year, got 2 percent of the investor votes.

David Tovar, Walmart spokesman, said in an e-mail that an independent board committee nominated the directors and that ‘‘obviously a substantial majority of our shareholders supported their election.’’