After receiving pressure from Elliott Management, an activist investor, Crown Castle International plans to carry out a mandatory board retirement policy, refresh its board of directors, and to review its executive compensation program. But perhaps most importantly, the towerco promised increased visibility into its strategy,
In the past several weeks, Crown has engaged in a dialogue with its shareholders on how it could improve its corporate governance, according to Jay Brown, Crown Castle’s CEO.
“During these conversations, we heard two consistent points of investor feedback: they want more visibility into how our strategy and business are performing and they would like us to make certain improvements to our corporate governance practices,” Brown said. “To address this feedback, we will discuss some increased disclosure around our small cell and fiber strategy.”
Crown Castle’s Board has unanimously decided to institute a mandatory board retirement age for non-employees of 72 years old. As a result, five current directors will leave by May 2022. Crown Castle has engaged a search firm to search for independent directors who bring diversity as well as relevant skills and experience.
The board of Crown Castle has committed to reviewing the Company’s executive compensation program, and the compensation committee of the Board will review the compensation to hold management accountable to these performance metrics as well as at-risk qualifications, using an independent advisory firm, Meridian Compensation Partners.
“Following significant engagement and input from a broad section of our shareholders, the board is focused on continuing to implement best-in-class corporate governance practices that align with the execution of Crown Castle’s long-term strategy,” said J. Landis Martin, chairman of the board. “The board refreshment plan and governance enhancements will help support our objective of ensuring Crown Castle is well positioned to continue creating long-term shareholder value.”