Equifax (EFX) Announces Several Steps Taken to Enhance Corporate Governance Practices

January 6, 2009 4:55 PM EST

Equifax Inc. (NYSE: EFX) today announced that its Board of Directors has taken several actions to enhance the Company's corporate governance practices.

First, subject to shareholder approval, the Company has decided to eliminate its current three-class structure in which each director is elected for a three-year term. As a result of the Board's declassification, all directors would become subject to annual election as their existing three-year terms expire. Equifax will include in its 2009 proxy statement a company-sponsored amendment to its Articles of Incorporation that would implement the Board's declassification, and will ask shareholders to approve the amendment and a related Bylaw amendment at Equifax's annual meeting of shareholders in May 2009. If the amendment is approved by the shareholders, the classes of directors standing for re-election at the annual meetings to be held in 2010, 2011 and 2012, respectively, and the full Board each year thereafter, will be elected for annual terms.

Second, the Company will seek shareholder approval at the 2009 annual meeting of an amendment to its Articles of Incorporation to adopt a majority voting standard for the election of directors. In an uncontested election of directors, a director nominee will be elected or re-elected only if the number of votes entitled to be cast "for" exceeds the number of votes cast "against" the nominee. In contested elections, where there are more nominees than Board seats to be filled, directors will continue to be elected by a plurality of the votes cast. The new voting standard will become effective if approved by the shareholders at the 2009 annual meeting and will apply to the 2010 annual meeting. To support the operation of the majority voting standard, the Board has also adopted a Director Resignation Policy, such that an incumbent director who fails to receive a majority vote when standing for re-election in an uncontested election must offer their resignation. The Board will determine within 90 days whether to accept the resignation and will publicly disclose its decision.

Equifax, Inc. provides information solutions for businesses and consumers worldwide.

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