Shareholders at CB Bancshares Inc. beat back a challenge by dissident investors who sought two seats on the company's 11-member board.
About 60 percent, or 1.9 million shares, of the 3.18 million shares represented in the board election favored management's candidates Caryn Morita, the company's general counsel, and Robert Taira, company vice chairman, over the challengers' nominees.
CB Bancshares, the parent company of City Bank and International Savings & Loan, announced the results from the Thursday vote at a shareholders' meeting on Tuesday morning.
"We accept the vote of confidence from our shareholders and will continue to work to improve the financial performance of our company," said James Morita, chief executive of CB Bancshares.
In March, a New York-based investment firm, M.A. Schapiro & Co., urged the company to elect two of its nominees to CB Bancshares' board, saying they would serve shareholders' interests better than management's nominees.
The investment firms' nominees were William Griffin, who heads a Hartford, Conn. investment advisory company, and H. Clifton Whiteman, a former vice president at Bank of Tokyo Trust Co.
A Schapiro spokesman said after the vote was announcement that the investment firm was considering its options but declined to specify what those options may be. "We are disappointed yet we did get a substantial vote," said Donald Andres, vice president at Schapiro.
Schapiro, which controls 6.2 percent of the company's outstanding shares and had served as CB Bancshares' financial adviser until December 1995, has criticized the company's recent performance, saying the bank's earnings have fallen while the industry has enjoyed record profits.
The outside investors also challenged recently approved change-
of-control agreements, or "golden parachutes," which they said favored senior management in case of a takeover.
Last week, CB Bancshares recorded a 73.9 percent drop in its first quarter 1996 earnings. The company said it earned $600,000 for the three months ending March 31, down from $2.3 million in the year-earlier period, after taking a $3.3 million one-time charge to pay for its voluntary retirement program.
CB Bancshares, meanwhile, had urged shareholders to examine the company's longer term performance and noted that CB Bancshares' has experienced tremendous growth during the past five years.
They also have said that the dissident group has no apparent knowledge of the local business and economic culture.
About 90 percent of CB Bancshares' 3.55 million common shares was represented in the Thursday vote.
The shareholders also overwhelmingly re-elected James Kamo, CB Bancshares' corporate secretary and Lionel Tokioka, who is vice chairman of International Savings subsidiary.