ISS advises Norilsk shareholders to vote for existing independent board members
MOSCOW. Feb 21 (Interfax) - ISS Proxy Advisory Services (ISS) had informed MMC Norilsk Nickel that it has recommended that the mining company's shareholders vote in favor of the early termination of authorities of the current board of directors and to vote to re-elect independent board members Brad Mills and Gerard Holden, Norilsk Nickel said in a press release.
ISS analysts explained their position mostly by the fact that the new "board would more accurately reflect the company's ownership structure" and that "approving this resolution appears to be the shortest path toward reducing the hostilities that are currently hampering the board's, and the company's, operations". On this item of the EGM's agenda, ISS recommendations fully coincide with the recommendations of the board of Norilsk Nickel, the company said.
"While advocating the board re-election, ISS clearly notes that the results of investigations initiated by UC Rusal at various authorities in order to substantiate any wrongdoings at 2010 AGM showed the absence of any irregularities on the part of the Company, and that ISS does not support Rusal's claims," it said.
The recommendation of ISS to shareholders to accumulate votes for current incumbent independent non-executive directors Brad Mills and Gerard Holden was warranted, because if elected, the work of the Board and, importantly, the committees, would continue uninterrupted in the interests of all shareholders."
Moreover, these two incumbent nominees "have proven themselves as capable and independent directors," who are in a position to contribute to the development of MMC Norilsk Nickel. The management of the Company welcomes the opinion of ISS analysts, while noting that the Board of MMC Norilsk Nickel recommended to vote in favor of independent candidates.
Separately, ISS highlighted that the second request for EGM with the same agenda in half a year, initiated by UC Rusal, by itself "hampers the work of the Board and distract Company management from strategic and operational issues."
