Good morning. It's 10:00 A.M., and it's time to start the meeting. My name is Gary Coleman.
My name is Larry Hutchison. We're the co-chairmen of the board. We'd like to welcome you to Torchmark's 35th Annual shareholders meeting. For those of you who are listening via the internet, welcome.
Along with Larry, many members of the board of directors present this morning are Eddie Adair, Marilyn Alexander, David Boren, Jane Buchan, Rob Ingram, Lloyd Newton, Darren Rebelez, Lamar Smith, and Paul Zucconi. Will you all please stand? Thank you. Also with us today is C.B. Hudson, former Chairman and CEO of Torchmark. This meeting will be conducted in accordance with Torchmark's Shareholder Rights Policy and Robert's Rules of Order. We have provided in your seats a proxy statement and an annual report. I will now call upon Secretary Carol McCoy to present proof that the meeting is duly commenced.
Chairman Coleman and Chairman Hutchison, this meeting is held pursuant to a printed notice that was mailed on March 23rd, 2016, to each shareholder of record of the company at the close of business on March 14th, 2016. A list of the shareholders entitled to vote at this meeting has been available at the principal executive office of the company, as is required by Delaware law and is available here today at this meeting for examination by any shareholder who wishes to do so. All the documents concerning the call and notice of this meeting will be filed in the official records of the company at the conclusion of the meeting. The count of shares immediately preceding commencement of this meeting indicated that approximately 84.5% of the outstanding common stock of the company is represented today, either in person or by proxy.
Thank you, Carol. I declare that a quorum is present and that the meeting is open for business. The minutes of last year's meeting are available. If anyone would like a copy of these, please contact Carol. As stated in the proxy statement, we have three proposals subject to a shareholder vote. The first proposal is that the board recommends the election of Eddie Adair, Marilyn Alexander, David Boren, Jane Buchan, Larry Hutchison, Rob Ingram, Lloyd Newton, Darren Rebelez, Lamar Smith, Paul Zucconi, and myself to serve on the board for a term of one year. I will now call upon Carol to nominate the directors.
Chairman Coleman and Chairman Hutchison, I hereby nominate for election as directors of the company, Charles E. Adair, Marilyn A. Alexander, David L. Boren, Jane M. Buchan, Gary L. Coleman, Larry M. Hutchison, Robert W. Ingram, Lloyd W. Newton, Darren M. Rebelez, Lamar C. Smith, and Paul J. Zucconi to serve for terms expiring on the date of the annual meeting of the company in 2017, with all to serve until their respective successors are duly elected and qualified.
Is there a second?
Second.
We have a second. Are there any other nominations? Okay. Nominations are declared closed.
Next is a proposal for ratification of independent auditor for the fiscal year 2016. Deloitte & Touche has served as the company's independent auditor for the fiscal years 1999 to 2015. The audit committee has appointed Deloitte & Touche as the company's independent auditor for the year 2016 and recommends the stockholders approve this appointment. With us today from the firm are partners Mike Murphy and Chris Lewis. Would you please stand? If you have any questions to ask them, please contact them after the meeting. I will now call upon Carol to make a formal motion.
Chairman Coleman and Chairman Hutchison, I move the ratification and approval of the appointment of Deloitte & Touche LLP as the independent auditor of the company and its subsidiaries for the year 2016.
Is it so moved?
Is there a second?
Is there a second?
Okay. Thank you. The third proposal relates to an advisory and non-binding vote on the 2015 compensation of the company's named executive officers as set forth in the company's proxy statement for the 2016 annual meeting of the shareholders. I will now call upon Carol to make a formal motion.
Chairman Coleman and Chairman Hutchison, I move adoption. I move adoption of the following resolution. Resolved, that the company's stockholders hereby approve, on an advisory basis, the compensation of the named executive officers as disclosed in the proxy statement for the 2016 Annual Meeting of Shareholders, filed with the Securities and Exchange Commission, pursuant to the executive compensation disclosure rules of the Securities and Exchange Commission, which disclosure includes compensation discussion and analysis, the compensation table, and related compensation disclosures.
Okay.
Thank you. If there are any shareholders who have not voted and wish to vote at this time, please raise your hand, and you will receive a ballot. If there are no ballots to be collected, I declare voting closed and ask Nancy Peterson, the representative of our stock transfer agent, Wells Fargo, to please give us a tally.
Chairman Coleman and Chairman Hutchison, the ballots have been counted, more than a majority of the voting stock of the company represented in person or by proxy at this meeting has been voted for the election of each of the director nominees and for the ratification of the appointment of Deloitte & Touche LLP as the independent auditor for the company for the year 2016. On a non-binding advisory basis, a majority of stockholders voted to approve the 2015 compensation of the company's named executive officers in the proxy statement.
Thank you. You've heard the results of the balloting. Now it's time for the question and comment period, I recognize Carol McCoy.
Chairman Coleman and Chairman Hutchison, this year we received no questions from stockholders submitted in writing in accordance with the Shareholder Rights Policy. At this time, if any shareholder wishes to discuss issues reasonably related to management of the company's operations, please move to the microphone, state your name, whether you are a shareholder or the proxy of a shareholder, proceed with your comments. I want to remind you that pursuant to the Shareholder Rights Policy, any shareholder comment is limited to not more than three minutes. Are there any comments? Since there are none, I'm turning the meeting back over to the co-chairmen.
Thank you, Carol. If there's no other business today, I'll entertain a motion for adjournment.
Moved.
Second?
Second.
Thank you. That concludes our meeting. Thank you for attending, and have a good day.