Sumner Shifts Seats On Viacom Board, Reups With Karmazin

Viacom's chairman/CEO Sumner Redstone has been juggling his board of directors, dropping it from 18 to 17 members to "enhance corporate governance," the media conglomerate said in its annual proxy filing. A power debate has been resolved beween Redstone and COO Mel Karmazin. Both have reupped with Viacom signing employment contracts that return significant powers to Redstone, 79, while maintaining Karmazin's authority to run Viacom on a daily basis. It was widely reported that issues had arisen between them when Viacom and CBS Corp., where Karmazin, 59, was CEO, merged. Company insiders have been asked not to stand for re-election, to make room for Wall Street and political figures. Redstone has also sacrificed his son's seat in the redesign of the board. In addition to Brent Redstone, CBS president/CEO Leslie Moonves, financial adviser and former vice chairman of Credit Suisse First Boston, Ken Miller, and George Conrades, CEO of Akami Technology are stepping down to make way for former defense secretary William Conrades, former health secretary Joe Califano and Alan Greenberg, chairman of the executive committee of Bear Stearns. The remaining current board members are up for re-election at the company's annual meeting on May 21, 2003. Shari Redstone, Redstone's daughter and head of movie theater chain National Amusements, will stand for re-election on the board. Redstone and Karmazin received a 2002 salary of $3.6M each, up 9% from $3.3M the previous year. Each executive got a bonus of $16.5M and were granted a package of 600,000 in new stock options, currently valued at $13.8M. In 2001 they each received 750,000 stock options. Redstone recently bought additional Viacom stock and now holds 9.26 million shares.