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May 13, 2004
SACRAMENTO – The California State Teachers’ Retirement
System announced today that Institutional Shareholder Services
has released a report recommending that its clients vote in
favor of the CalSTRS shareholder proposal calling for the
separation of the CEO and board chair positions at Qwest Communications
International Inc. The vote will be announced at the Qwest
annual meeting on May 25, 2004. Last month, another influential
proxy advisor, Glass Lewis & Co., also advised its clients
to vote for the CalSTRS proposal.
“We are encouraged and pleased that the nation’s
leading proxy advisors are speaking out in support of this
proposal,” said Jack Ehnes, chief executive officer
of CalSTRS. “This bolsters our conviction that shareholders
will move to protect their interests and not turn a blind
eye to companies that fail to adopt important governance safeguards.
Qwest needs to hear and act on this message, and take clear
steps to improve its corporate accountability.”
In its report, ISS specifically recognized that representation
of the shareholder’s interests should be a primary responsibility
of the Board, and that the Board is responsible for both overseeing
management and instilling accountability. The report also
concurs with CalSTRS’ assertion that conflicts of interest
arise when one person holds both the chairman and CEO positions.
With a $116 billion investment portfolio, CalSTRS is the
third-largest public pension fund in the United States. It
provides retirement, disability and survivor benefits to California’s
public school teachers from kindergarten through community
college, serving more than 735,000 members and their families.
CalSTRS currently is involved in litigation against Qwest,
certain present and former officers and directors of Qwest,
and other unrelated entities, involving claims of fraud, breach
of fiduciary duties and violations of state and federal securities
statutes. The claims asserted in that litigation do not directly
relate to the proposal explained above.
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