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UNH » Topics » SHAREHOLDER PROPOSAL - DIRECTOR ELECTION MAJORITY VOTE STANDARD

This excerpt taken from the UNH DEF 14A filed Apr 7, 2006.

SHAREHOLDER PROPOSAL — DIRECTOR ELECTION MAJORITY VOTE STANDARD

We have been informed that the United Brotherhood of Carpenters Pension Fund (the “United Brotherhood of Carpenters”), 101 Constitution Avenue, N.W., Washington, D.C. 20001, a beneficial holder of 10,700 shares of common stock, intends to introduce at the Annual Meeting the following resolution. In accordance with SEC rules, the text of the proposed shareholder resolution and supporting statement is printed verbatim from its submission.

“RESOLVED, that the shareholders of UnitedHealth Group Incorporated (“Company”) hereby request that the Board of Directors initiate the appropriate process to amend the Company’s articles of incorporation to provide that director nominees shall be elected by the affirmative vote of the majority of votes cast an annual meeting of shareholders.”

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