AGL Resources Inc Annual Shareholder Meeting (Transcript)

AGL Resources Inc. (GAS)

AGL Resources Inc Annual Shareholder Meeting

May 01, 2012 10:00 am ET


John Somerhalder - Chairman, President and Chief Executive Officer

Myra Bierria - Vice President and Corporate Secretary AGL Resources

Sandra Bane - Retired Audit Partner, KPMG, LLP



John Somerhalder

Good morning, ladies and gentlemen. I am John Somerhalder and welcome to the 2012 Annual Meeting of our shareholders. As Chairman, President and Chief Executive Officer of the company, I will preside at the meeting and Myra Bierria, our Corporate Secretary will serve as a secretary for this meeting.

I now call meeting to order. Our first order business is to determine whether a quorum is present and recognize the inspector of election.

Myra Bierria

A quorum exists when a majority of the shares entitled to vote are represented either a person or by proxy as of the record date of February 22, 2012, the total number of outstanding shares of common stock of the company entitled to vote was 117,199,306.

The total of 101,078,989 shares of common stock constituting approximately 86.25% of the outstanding shares of common stock of the company entitled to vote are represented at this meeting.

Each holder of common stock is entitled to one vote for each share of common stock held as of record, as of February 22, 2012.

John Somerhalder

Quorum of the outstanding shares of common stock is present or represented by proxy, and therefore I declare the polls open for voting and the meeting open for business to be considered a set forth in the notice of the 2012 annual meeting of shareholders and a proxy statement.

Ms. Belinda Massafra, a representative of Broadridge Financial Solutions Inc. has been appointed as the Inspector of Election for this meeting to resolve any issues related to the shares to be voted or the proxy cards, to count the votes and to certify the vote on the proposals.

I am pleased today to introduce the directors of your company, and I have asked the directors to stand as I introduce you. All of our directors, as you know, are nominees for election this year.

First, Sandra Bane, former Audit Partner with KPMG, and Sandra could not be here unfortunately because of some circumstances, but she is participating via phone. Sandy?

Sandra Bane

Yes. Good morning.

John Somerhalder

Thank you for joining us.

Sandra Bane

You are welcome.

John Somerhalder

Tom Bell, Chairman of Mesa Capital Partners, LLC and Secure America, LLC, Norman Bobins, President and CEO of Norman Bobins Consulting, LLC and Chairman of the PrivateBank, Chicago, Charles Crisp, Former President and Chief Executive Officer of Coral Energy, LLC, subsidiary of Shell Oil Company, Brenda Gaines, former CEO of Diners Club North America, a division of Citigroup, Arthur Johnson, our Lead Director and former Senior Vice President, Corporate Strategic Development of Lockheed Martin Corporation. Wyck Knox, a retired partner and former Chairman of the Executive Committee of the law firm of Kilpatrick, Townsend & Stockton, Dennis Love, President and CEO of Printpack, Inc. Charles Pete McTier, former President of the Robert W. Woodruff Foundation, Dean O'Hare, former Chairman and CEO of Chubb Corporation, Armando Olivera, President and CEO of Florida Power & Light Company, John Rau, President and CEO of Miami Corporation in Chicago, Jim Rubright, Chairman of the Board and CEO of RockTenn Company, Bettina Whyte, Managing Director and Senior Advisor, Alvarez & Marsal Holdings, LLC, Hank Wolf, former Vice Chairman and CFO of Norfolk Southern Corporation, and I am also a director and a nominee.

I am pleased also to announce a number of our officers. Again, I would ask you to stand as I introduce you. Drew Evans, Executive Vice President and Chief Financial Officer, Hank Linginfelter, Executive Vice President of the Distribution Operations, Ralph Cleveland, Executive Vice President and President of Nicor Gas, Melanie Platt, Executive Vice President and Chief People Officer, Paul Shlanta, Executive Vice President, General Counsel and Chief Ethics and Compliance Officer, Pete Tumminello, Executive Vice President, Wholesale Services, and President of Sequent Energy Management, Bryan Batson, Senior Vice President, of Commercial Operations, Mike Braswell, President of Retail Energy and President and CEO of SouthStar Energy Services, Jeff Brown, Senior Vice President and Deputy General Counsel, Steve Cittadine, President, Storage and Fuels, Jodi Gidley, Senior Vice President, Mid-Atlantic Operations and President of Elizabethtown Gas, Elkton Gas and Virginia Gas, Marshall Lang, Senior Vice President, Marketing, Sequent Energy, Ron Lepionka, Senior Vice President and Chief Audit Executive, Steve Lindsey, Senior Vice President, Southern Operations and President of Chattanooga Gas and Atlanta Gas Light and Florida City Gas, Brian Little, our Senior Vice President and CFO of Sequent Energy Management, Mike Pellicci, President, Tropical Shipping, Beth Reese, Senior Vice President and President, Retail Services, Bryan Seas, Senior Vice President and Chief Accounting Officer, Dave Smith, Senior Vice President, Human Resources, Joe Surber, Senior Vice President and Chief Information Officer, Jay Sutton, Senior Vice President, Operations Services, and Melvin Williams, Senior Vice President, Planning and Business Services, and there are a number of other officers in the room. I would now ask you to stand as a group. Thank you.

As our guest this morning, we have from PricewaterhouseCoopers, Allen Crawford. PricewaterhouseCoopers audited our 2011 financial statements and has been selected by our audit committee to conduct the audit of the company for 2012. Mr. Crawford, an accountant with PricewaterhouseCoopers will be available to answer questions about the financial statement and the audit during that portion of the meeting set aside later for general discussion. Mr. Crawford also will have the opportunity to make a statement on behalf of PricewaterhouseCoopers if he desires to do so.

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