- Associated Press - Thursday, March 5, 2015

LAS VEGAS (AP) - Admonishing the Wynn Resorts board for attempting to oust its only female director and defending her role with the company, Elaine Wynn implored shareholders in a proxy statement Thursday to re-elect her to the board after other directors voted not to re-nominate her.

The shake-up prompted the ex-wife of company chairman and CEO Steve Wynn to ask shareholders directly for their votes ahead of the annual shareholders meeting on April 24.

Elaine Wynn pointed to her longtime role at Wynn Resorts as its co-founder and as a director since the start.

She said attempts to remove her as the only woman among the eight directors was a “symbolic misstep” and bad business.

“This appalling lack of diversity would be highly inappropriate at any public company, and would be especially unacceptable at Wynn Resorts,” she said.

The board’s nominating committee had determined Elaine Wynn’s presence posed a potential conflict of interest stemming from pending legal wrangling with ex-husband Steve Wynn over a 2010 shareholder agreement.

The board also pointed to her lack of independence as a significant holder of company stock.

She owns a 9.4 percent stake in the company making her its third-largest stockholder.

In a statement, the company repeated its reasons as well as its intention to add one or two additional independent directors in place of Elaine Wynn and to account for diversity as they evaluate candidates.

Elaine Wynn said the reasons for her removal were confusing and misleading.

The shake-up has become a bit of a family affair.

In the materials she supplied to shareholders, Elaine Wynn said the company fired her brother Michael Pascal on the same day it announced she would not be re-nominated.

Pascal had been a longtime executive host for the resorts, a role that involves catering to the needs of the resort’s VIPs. Pascal’s wife, Mary Ann Pascal, is still employed as company vice president of player development, according to Wynn’s statement.

Company spokesman Michael Weaver has said there is no connection between the two events.

Weaver has also said Steve Wynn supported his ex-wife’s re-nomination to the board.

The shareholder agreement says Steve Wynn is legally obligated to support her re-election.

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