Las Vegas Sun

December 18, 2014

Currently: 48° — Complete forecast | Log in | Create an account

gaming:

Judge won’t halt attempt to oust Wynn board member

Image

AP Photo/Nevada Appeal, Cathleen Allison

Las Vegas casino mogul Steve Wynn, right, talks with Kazuo Okada during a Gaming Commission hearing Thursday, June 17, 2004, in Carson City, where Okada received approval for a license for his Japanese Aruze Corporation to manufacture and sell slot machines in Nevada.

Updated Friday, Feb. 15, 2013 | 3:07 p.m.

LAS VEGAS — A Japanese billionaire lost his bid Friday to halt a move by Wynn Resorts Ltd. to oust him from its board.

U.S. District Judge James Mahan ruled in a Las Vegas court that Kazuo Okada had not shown that the company purposefully misled shareholders in a statement calling a special meeting to vote on his removal.

Okada had argued that the proxy calling the Feb. 22 meeting made false statements, violating Securities and Exchange Commission rules.

Mahan said the disputed material came down to subjective disagreements, not factual errors. He suggested Okada should have filed a counter-solicitation telling his side of the story instead of seeking an injunction.

The suit is part of an ongoing battle between former friends Okada and company CEO Steve Wynn.

Okada was once the largest shareholder in Wynn Resorts, which operates luxury hotels and resorts in Las Vegas and Macau, but the company forcibly bought back his 20 percent stake in the company.

Wynn Resorts said a lengthy investigation by former FBI Director Louis Freeh uncovered evidence that Okada had acted improperly in dealings with Philippine officials.

In seeking an injunction, Okada argued that an investigation commissioned by the company could not be called independent.

Mahan dismissed this argument and said that reports must always be paid for by someone. He noted that Freeh previously investigated Penn State's Jerry Sandusky child sex abuse scandal.

Okada says Wynn is seeking to push him out so he can increase his control of the publicly-traded company.

"This is another misguided and improper effort by Mr. Wynn and his allies to silence my independent voice as a director and consolidate power and control," Okada said in a statement supporting the injunction.

The two men have traded accusations of unethical or illegal conduct during an extended legal battle that has become increasingly personal and public.

In September, Okada filed an open letter to stockholders with the SEC in which he blamed a decline in the company's stock price on what he called lost shareholder confidence in company management.

On Friday, Wynn attorneys characterized Okada, 70, as a "dissident director" who would hinder the company's expansion plans. Wynn Resorts is seeking regulatory approval to open casinos in Pennsylvania and Massachusetts.

Okada attorney Marc Sonnenfeld declined to say whether the team would appeal the decision.

"We're disappointed, and it's one skirmish in a bigger battle," he said.

Wynn attorney Robert Shapiro said the company was gratified shareholders would have the opportunity to vote on who should be a director of the corporation.

Nevada gambling officials recently ended their investigation into allegations by Okada that Wynn Resorts made an improper donation to the University of Macau, and found no evidence of wrongdoing.

Wynn Resorts said earlier this year that it is reducing the overall size of its board and increasing the percentage of independent directors as it tries to expand into new jurisdictions. The company had a 12-member board and has reduced it to nine members. If Okada is removed, that will shrink to eight.

Join the Discussion:

Check this out for a full explanation of our conversion to the LiveFyre commenting system and instructions on how to sign up for an account.

Full comments policy

Previous Discussion: comments so far…

Comments are moderated by Las Vegas Sun editors. Our goal is not to limit the discussion, but rather to elevate it. Comments should be relevant and contain no abusive language. Comments that are off-topic, vulgar, profane or include personal attacks will be removed. Full comments policy. Additionally, we now display comments from trusted commenters by default. Those wishing to become a trusted commenter need to verify their identity or sign in with Facebook Connect to tie their Facebook account to their Las Vegas Sun account. For more on this change, read our story about how it works and why we did it.

Only trusted comments are displayed on this page. Untrusted comments have expired from this story.

No trusted comments have been posted.