Financier Carl C. Icahn firmed up his proposal to wrest control of Phillips Petroleum Co. from its current management yesterday by filing with the Securities and Exchange Commission details of his plan to remove the company's board.
Icahn, who owns slightly less than 5 percent of Phillips, said he hoped to replace Phillips' board with five directors of his own choosing. He also proposed a change in the company's bylaws to allow removal of any director by the vote of a majority of Phillips shares. Icahn's proposals are subject to approval of Phillips shareholders, and he has said he will wage a proxy fight to push his plan through.
The proposal is part of a broader attempt by Icahn to take over the company. He has also offered $60 a share for half Phillips' stock as the first step of a takeover that would be worth $8.5 billion. He is also battling a Phillips proposal to increase its debt to buy back a large number of its own shares in a recapitalization of the company that Phillips officials say would increase the price of the firm's stock. Phillips shareholders are to vote Friday on that plan.