NiSource shareholders endorse execs' pay

2014-05-13T14:30:00Z 2014-05-13T15:59:16Z NiSource shareholders endorse execs' payBy Keith Benman, (219) 933-3326

ROSEMONT, Ill. | A swift NiSource Inc. annual meeting Tuesday featured a resounding shareholder endorsement of 2013 executive pay packages and the defeat of a shareholder proposal calling for more extensive reporting of corporate political contributions.

More than 96 percent of shares voting approved executive pay packages that were led by CEO Robert Skaggs Jr.'s $5.18 million in total compensation in 2013. That was a 10.6 percent increase from his pay of $4.68 million in 2012, according to the company's proxy statement.

Shareholders appeared to be reacting to an industry-leading total return of 36 percent on NiSource stock last year, which included a 4 percent increase in the dividend. Earnings growth for the Merrillville-headquartered company met company guidance for the seventh straight year.

Tuesday's annual meeting was held at the Crowne Plaza Chicago O'Hare, in Rosemont, Ill. Later in the day, the board of directors approved hiking the quarterly stock dividend to 26 cents per share, which represents a 4 percent increase.

The shareholder proposal on corporate political contributions was the only truly contested vote of the day at the annual meeting.

In that vote, 31.2 percent of shares voting were in favor of requiring more extensive reporting on NiSource political contributions, which is far short of the 50 percent threshold needed to win approval.

Greg Kinczewski spoke in favor of the resolution on behalf of the New York State Comptroller before any votes were taken. The comptroller is the sole trustee of the New York State Common Retirement Fund, which has investments in NiSource stock.

“What this is all about is transparency and accountability,” Kinczewski said. “It doesn't say you aren't suppose to make contributions.”

Under the proposal, NiSource would have to name the recipient as well as the amount any time it uses corporate funds or assets to back one side or the other in an election or referendum.

NiSource's board of directors was opposed to the proposal, stating in the proxy it was unnecessary. NiSource noted its political action committee, funded by voluntary employee contributions, already files reports with the Federal Election Commission and various state and local commissions.

It also noted NiSource corporate does not currently make contributions to the wide array of independent political action committees and other groups that have sprung up in response to the U.S. Supreme Court's Citizens United decision. That decision has unleashed a torrent of outside money into political campaigns across the nation.

However, NiSource has reacted to the proposal, putting all corporate political activities under the oversight of its board of directors' corporate governance committee this year, according to its proxy statement. Also beginning this year, it will subject all political spending, whether direct or indirect, to review by its corporate affairs group.

Shareholders voting Tuesday also returned all 11 members of the board of directors to office for another year and ratified Deloitte & Touche, of Chicago, as the company's public accountants.

CEO Skaggs only offered brief comments during the business update portion of the meeting. The entire meeting lasted less than 15 minutes in total.

First, Skaggs noted the multi-state utility company, which owns NIPSCO in Indiana, was challenged across its footprint by the most severe winter weather since the 1970s.

“At every point across the board, our team stepped up,” he said.

He also affirmed the company plans to spend $1.8 billion on capital projects and investment this year to develop “21st century infrastructure.”

Some of that investment will be at NIPSCO, which this year has won the go-head from state regulators for a seven-year revamp of both its electric system serving 457,000 customers and its natural gas system serving 786,000.

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