Relational vs. Home Depot

Updated from 8 a.m.

Activist fund Relational Investors is taking on Home Depot (HD Quote).

The San Diego-based investment firm, best known for its efforts to bring down the well-compensated CEO Jay Sidhu at Philadelphia's Sovereign Bank (SOV Quote), is proposing that Home Depot's board evaluate the company's direction, management's performance and the prospect of strategic alternatives. Relational wants Home Depot's board to create a special committee to consider a corporate restructuring, recapitalization or a partial or complete sale of the company.

It will wage a proxy fight to push the proposal through so it can be considered at next year's annual meeting.

Relational's founder Ralph Whitworth sent a letter to Home Depot CEO Bob Nardelli on Dec. 13 saying the company's board is reponsible for its poor stock performance the past six years. "We attribute this performance to deficient strategy, operations, capital allocation, and governance,'' says Whitworth, in the letter, copy of which was disclosed in a Home Depot filing on Monday.

Home Depot, meanwhile, says it will oppose the Relational proposal. The Atlanta-based company said its board just finished a strategic review.

Relational, which owns just 0.6% of Home Depot, also asked for a meeting with Nardelli. Home Depot said it "advised Relational that it will arrange a meeting shortly after the first of the year to discuss its concerns, consistent with the Home Depot's policy of engaging in an open and direct dialogue with shareholders."