Dart Group Corp. yesterday reelected Claudine B. Malone to its board of directors, just seven months after she was forced to resign because of a takeover bid launched by Dart.
Malone, a marketing professor who had been a Dart director since 1979, stepped down in February shortly after Dart made an unfriendly bid to buy Supermarkets General Corp., where Malone also served as a director.
"I clearly had a conflict," said Malone, who also runs a consulting business in McLean and serves on several other corporate boards, including The Limited Inc., Scott Paper Co., Houghton Mifflin Co., Campbell Soup Co. and The Boston Co./Boston Safe Deposit & Trust Co.
"Under the circumstances, I felt I had to go off the Dart board because if I stayed, there would have been at least the perception that I could have used any inside information I had on Supermarkets General to help Dart in its bid.
"In that case, I preferred to stick with Supermarkets General, showing the flag against any particular contender."
However, Malone came under fire from some corporate executives who said her previous post at Dart posed a conflict of interest while she remained at Supermarkets General.
At the time she resigned, Malone said, she realized she risked losing both the Dart and Supermarkets General posts because, to thwart the Hafts, the New Jersey supermarket chain was considering a leveraged buyout, in which management uses a company's assets to finance a buyback of all its publicly held stock and go private. In that case, Malone's role as an outside director no longer would be needed. Ultimately, Supermarkets General took that route.
With Malone's directorship at Supermarkets General over, Dart decided to rename her to its board, as well as to the boards of two of Dart's subsidiaries: Dart Group Financial Corp., which is 100 percent owned by Dart, and Trak Auto Corp., which is 66 percent owned by Dart.
"She's been a good director for seven years, and we're glad to have her back," said Dart President Robert Haft.
"It feels terrific," said Malone. "I've been close to the Hafts for many, many years."
Malone has had a long relationship with Robert Haft and his father, Herbert, who is Dart's chairman. While Malone was a professor at Harvard Business School in the 1970s, Herbert Haft attended one of her seminars.
Robert Haft met her while taking one of her courses while completing his MBA