Ladies and gentlemen, thank you for standing by, and welcome to the 2020 Halliburton Company Annual Meeting of Shareholders. Jeff Miller, Chairman of the Board, President and Chief Executive Officer will conduct a meeting. I will now turn the call over to Mr. Miller.
Thank you. The meeting will now come to order. Good morning, ladies and gentlemen. Because of ongoing concerns regarding the COVID-nineteen pandemic and government guidelines, we made the decision to hold our annual meeting as a virtual meeting. We appreciate your attendance at this meeting and hope to be able to meet you with you in person at next year's Annual Meeting of Shareholders.
Rob Boyles, Executive Vice President, Secretary and Chief Legal Officer, will be assisting me in the conduct of the meeting, and will introduce the proposals to be voted on by shareholders during the meeting. All the members of our Board of Directors are in attendance at this meeting via the virtual meeting site. So that the meeting can proceed in an orderly fashion, we will follow the agenda that has been posted on the virtual meeting site considering only those items that are properly presented to the meeting. No notice required by the company's bylaws is received pertaining to additional nominations for election as directors or for other business. Accordingly, no nominations for directors other than those individuals listed in the proxy statement will be entertained, nor will any other items of business be conducted.
You can submit questions using the Ask A Question text box on the web portal. Only validated shareholders may ask questions. Questions and comments should be relevant to all shareholders. Personal matters will not be considered. I will address the questions after adjournment of the formal business of the Annual Meeting.
Out of consideration for others, please limit yourself to one question. I have adopted certain ground rules. We will find those ground rules in the meeting rules and agenda. We will appreciate your cooperation in observing them. Rob Voyles will record the proceedings.
Rob, please submit proper evidence that notice of this meeting was given to shareholders.
Notice was mailed commencing April 7, 2020. An affidavit to that effect will be filed with the records of the meeting.
The company has previously appointed Ms. Natalie Hairston and Ms. Jennifer Greener as election judges and inspectors of election to report whether a quorum is present, to conduct all votes of the shareholders at this meeting and to discharge such other duties as are required by Delaware law to be carried out by inspectors of elections. Are the judges ready to report whether a quorum is present? And if so, please report.
Mr. Chairman, a quorum is present. There are represented at this meeting in person or by proxy, shareholders holding 720,000,000,001,781 shares or approximately 83% of the issued and outstanding common stock of the company entitled to vote at the meeting.
I declare a quorum present and the meeting open for business. As noted on the agenda, the 4 items for consideration by the shareholders are 1, the election of directors 2, the ratification of the selection of principal independent public accountants 3, the advisory approval of executive compensation and 4, the amendment and restatement of the Halliburton Company Stock and Incentive Plan. For Proposal 1, in order to be elected as a director, a nominee must receive a majority of the votes cast. In order to carry, the other proposals require the affirmative vote of a majority of the shares represented at this meeting and entitled to vote on the matter. Any shareholder who has not voted or wishes to change their vote may do so by clicking on the Vote Here tab on the web portal and following the instructions there.
Shareholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. At the conclusion of the voting on the proposals, all votes will be collected and submitted to the judges. The Delaware Corporation law requires that I declare the date and time of the opening and closing of the polls for the matters upon which the shareholders will vote at the meeting. Accordingly, I declare the polls open at 2:0:4 p. M.
On May 19, 2020. The election of directors is now in order. Rob, would you please introduce the nominees for director?
On behalf of the Board of Directors of the company, the following persons are nominated to serve for the ensuing year as directors of the company and until their successors are duly elected and qualify. Mr. Abdulaziz Akayel, retired Senior Vice President of Industrial Relations, Saudi Arabian Oil Company Mr. William E. Albright, Non Executive Chairman of the Board, California Resources Corporation Doctor.
M. Catherine Banks, Vice Chancellor of Engineering and National Laboratories for the Texas A&M University System and Dean of the College of Engineering at Texas A&M University Mr. Alan M. Bennett, Retired President and Chief Executive Officer, H and R Block Mr. Milton Carroll, Executive Chairman of the Board, CenterPoint Energy, Inc.
Ms. Nancy K. Disiani, Non Executive Chair of the Board, AgroFresh Solutions, Inc. Mr. Murray S.
Gerber, Retired Executive Chairman of the Board, EQT Corporation Ms. Patricia Hemingway Hall, Retired President and Chief Executive Officer of Healthcare Services Corporation Mr. Robert A. Malone, Executive Chairman, President and Chief Executive Officer, First Sonora Bancshares Inc. Mr.
Jeffrey A. Miller, Chairman of the Board, President and Chief Executive Officer of the company.
Thank you, Rob. No other nominations having been received in accordance with the provisions of the company's bylaws, I hereby declare that nominations are closed. Considering the proposal to ratify the selection of KPMG LLP to examine the financial statements and books and records of the company for 2020 is now in order. The text of this resolution is set forth in the meeting rules and agenda and the proposal is described on page 20 of the proxy statement. Rob, will you present the motion with respect to ratification of the selection of KPMG?
On behalf of the audit committee, I move that the following resolution be adopted. Resolved that the appointment by the Board of Directors of KPMG LLP, Independent Public Accountants to examine the financial statements and books and records of the company for the year 2020 be and hereby is ratified and approved.
Thank you, Rob. A motion has been made that the selection by the Board of Directors of KPMG LLP to examine the financial statements and books and records of the company for 2020 be ratified and approved. Representatives of KPMG are attending the meeting and available to respond to questions following our formal meeting. The next item of business to come before the meeting is a management resolution regarding advisory approval of executive compensation. The text of this resolution is set forth in the meeting rules and agenda and on Page 23 of the proxy statement.
Rob, will you present the motion with respect to the advisory approval of executive compensation?
On behalf of the compensation committee, I move that the following resolution be adopted. Resolved that the compensation paid to Halliburton's named executive officers as disclosed in the proxy statement pursuant to Item 402 of Regulation SK, including the compensation discussion and analysis, compensation tables and narrative discussion is hereby approved.
Thank you, Rob. You've heard the motion and statement in support thereof. The next item of business is the proposal to amend and restate the Stockton Incentive Plan. You will find information on this proposal starting on Page 54 of the proxy statement. The full text of the proposed plan is set out in Appendix A to the proxy statement.
Rob, will you present the motion with respect to the stock and incentive
plan? I move that the following resolution be adopted. Resolved that the proposal to amend and restate the stock and incentive plan, the text of which is set forth in Appendix A of the proxy statement be approved.
Thank you, Rob. A motion has been made that the stock and incentive plan be amended and restated as set forth in Appendix A to the proxy statement. Will the inspectors please collect and tabulate the vote? Now that all shareholders have voted on the election of directors and on the proposals, I declare the polls closed at 2:10 p. M.
On May 19, 2020. Are the judges prepared to announce the preliminary results of the voting?
Yes, Mr. Chairman. Ten persons who are named in the proxy statement have been duly elected to serve as directors for the ensuing year and until their successors are duly elected and qualified. Their proposal to ratify the selection of KPMG LLP as the principal independent public accountant to examine the financial statements and books and records for 2020 have carried. The management proposal for advisory approval of compensation has carried.
And the proposal to amend and restate the Halliburton Company stock and incentive plans have carried.
Thank you. The voting results will be disclosed in the company's Form 8 ks within 4 business days of this annual meeting. All business properly brought before this meeting in accordance with the company's bylaws is now concluded. There being no further business to be brought before the meeting, I hereby declare the 2020 Annual Meeting of Shareholders of Halliburton Company adjourned. I will now address questions that have been submitted if there are any.
Jeff, I'll read the questions that we've received so that you can answer them. The first question that we've received is the following. What is Halliburton Executive Management's timeline and plan to profitability?
Well, thank you. We're taking a number of steps now to manage our cost over the near term. But clearly, we've seen demand shrink again over the near term as supply and demand imbalance for oil and gas has impacted our customers and that demand. But the business is in very good shape and technically, we are well positioned. And as that market returns, along with the steps that we're taking now, we are confident that we return to profitable business and continue to outperform in the market with respect to returns.
Thank you, Jeff. We've received a couple of questions that cover the same ground, which relates to diversification. Given the current status of the oil and gas industry, what plans, if any, does Halliburton have to diversify outside of the traditional energy services industry?
Yes. Look, we have a very strong franchise in the oil and gas business, and we've spent we focused strategically on those parts of the business where we believe the best returns are to be made. At the same time, technically, we have a very diverse portfolio of technologies and continue to pursue things such as electric frac and some of the things that allow our business to diversify, but within energy.
Thank you, Jeff. We received a question that I'll answer, which ask if there's a list of shares purchased and owned by our directors disclosed in the proxy and if so on what page. While I don't have the exact page in response to the question, if you'll look at the beneficial ownership table contained in the proxy, you can obtain that information. The last question we have, Jeff, relates to executive compensation. And the question generally speaking is with respect to the CEO's compensation, how are performance criteria established for the CEO and how does the Board establish and monitor your compensation?
Yes. So CEO compensation is set independently by the Board of Directors. The keys there are delivering on the strategic goals of the company. I clearly have objectives set each year that require achieving and delivering upon those strategic goals, market goals and the ability to deliver our business. And so I think that's the way the targets are set each year and so are those other criteria.
Thanks, Jeff. And I will just add to that that there's detailed disclosure within the proxy statement about the compensation process for the CEO, every step and every criteria that is used and how that criteria is evaluated. That concludes the questions that we've received, Jeff. Okay.
Thank you for your participation in this meeting. I'm going to conclude the meeting now.
Ladies and gentlemen, thank you for participating in today's conference. This concludes the program. You may now disconnect. Everyone, have a wonderful day.