WATSONVILLE, Calif., March 10 /PRNewswire-FirstCall/ -- The Board of Directors of Granite Construction Incorporated announced plans to further enhance its corporate governance policies by committing today to adopt a majority vote standard for the election of directors in uncontested elections. The new standard will be implemented at Granite's 2008 Annual Meeting of Shareholders. In addition to strengthening accountability of directors to shareholders, the Board's decision underscores Granite's commitment to continually improve and review its corporate governance best practices.
Granite is a Delaware corporation and, under Delaware law, the plurality vote is the default standard in the election of the board of directors. In uncontested elections, under the plurality vote system, a director nominee receiving an affirmative vote is elected, without regard to the number of "withhold" votes received. In contested elections, where there are more nominees than directors to be elected, Granite will continue to apply the plurality standard.
Under the majority vote standard, a director nominee would have to receive support from holders of a majority of the votes cast in order to be elected or re-elected to the board. The failure of a nominee to receive majority support would necessitate the nominee to tender a resignation and may require further action by the board.
Granite's plan to adopt the majority vote standard includes a Board sponsored proposal, developed during the ensuing year, to amend its bylaws and board governance guidelines and presentation of that proposal in the proxy statement for the 2007 Annual Meeting. Upon approval of the amendment at the 2007 Annual Meeting, the majority vote standard will be implemented at the 2008 Annual Meeting.
Additional information on Granite's board of directors and corporate governance guidelines are available at http://www.graniteconstruction.com/about-us/boardofdirectors.cfm.
Granite, a member of the S&P 400 Midcap Index, the Domini 400 Social Index and the Russell 2000, is one of the nation's largest diversified heavy civil contractors and construction materials producers. Granite Construction serves public and private sector clients through its offices nationwide. For more information about the company, please visit their website at http://www.graniteconstruction.com/.
