Business Context and Reporting Period
This Form 8-K Current Report from Southern Copper Corporation (SCC) covers events occurring on April 28, 2016, with the report filed on April 29, 2016. The filing details the election of new executive officers and directors, the appointment of key financial and legal personnel, and the results of the 2016 Annual Meeting of Stockholders.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance, personnel changes, and shareholder voting results.
Material Changes and Personnel Appointments
Effective April 28, 2016, the Board of Directors elected the following executive officers:
- German Larrea Mota-Velasco: Chairman
- Oscar Gonzalez Rocha: President and Chief Executive Officer
- Daniel Muñiz Quintanilla: Executive Vice President (previously a Director since 2008 and CFO of Grupo Mexico)
- Raul Jacob: Vice President, Finance, Treasurer, and Chief Financial Officer (added Treasurer role)
- Edgard Corrales Aguilar: Vice President, Exploration
- Julián Jorge Lazalde: Secretary (replacing Hans A. Flury)
- Andrés Carlos Ferrero: General Counsel
- Lina Vingerhoets: Comptroller (replacing Agustin Avila Martinez)
- Rafael Fernando Lopez Abad: General Auditor
Mr. Hans A. Flury, the former Secretary, received $288,052 as compensation for his separation. The filing states there were no disagreements between the departing officers and the Company.
Shareholder Voting Results
At the 2016 Annual Meeting, 745,598,863 shares (approximately 96.37% of eligible voting securities) were present. The results for the four proposals were as follows:
- Election of Directors: All 11 nominees were elected. Votes "For" ranged from approximately 678 million to 698 million shares per nominee.
- Extension of Directors' Stock Award Plan: Approved with 698,600,716 votes in favor versus 1,184,778 against.
- Ratification of Independent Accountants: Galaz, Yamazaki, Ruiz Urquiza S.C. (Deloitte Touche Tohmatsu Limited) was ratified with 744,642,328 votes in favor versus 691,301 against.
- Executive Compensation (Say-on-Pay): Approved by non-binding advisory vote with 698,312,095 votes in favor versus 1,532,374 against.
Investor Verification Checklist
- Verify the specific compensation packages and employment agreements for the newly appointed Executive Vice President, Daniel Muñiz Quintanilla, and other new officers.
- Confirm the details of the separation agreement and the $288,052 payment to former Secretary Hans A. Flury.
- Review the terms of the extended Directors' Stock Award Plan approved by shareholders.
- Monitor future filings for the first financial report under the new executive leadership team.