Armada Hoffler Properties Announces Further Corporate Governance Enhancements
February 27 2020 - 6:00AM
Armada Hoffler Properties, Inc. (NYSE: AHH) today announced
additional corporate governance changes adopted by its Board of
Directors and management, as described below.
Sustainability Committee
The Company established a Sustainability Committee,
a new a cross-functional management committee formed to support the
Company’s ongoing commitment to environmental, workplace health and
safety, corporate social responsibility, corporate governance, and
other sustainability matters. Members of the Sustainability
Committee are appointed by the Company’s Chief Executive Officer
and are required to report quarterly to the CEO and annually to the
Nominating and Corporate Governance Committee of the Board of
Directors.
The Sustainability Committee’s 2019 Report has been
published and can be accessed through the Sustainability page of
the Company’s website, ArmadaHoffler.com/Sustainability.
New Corporate Governance
Policies
The Board adopted the following corporate
governance policies:
- Environmental Policy – emphasizes the
Company’s commitment to incorporating leading environmental
practices into its business strategy and operations and fostering
environmental awareness and responsibility among the Company’s
employees, vendors, suppliers, and other interested parties. The
Environmental Policy memorializes the Company’s commitment to
conserving natural resources, minimizing waste, recycling, and
ensuring compliance with environmental laws and regulations.
- Human Rights Policy – provides direction and
guidance to the Company’s employees to ensure that all practices
and processes support the fundamental principles of basic human
rights, and are developed and implemented in a manner that complies
with the Company’s core values around human rights and respects the
inherent value of each individual. Among other things, the human
rights policy:
- prohibits the use of forced or compulsory labor or child
labor;
- expressly acknowledges the Company’s employees’ rights to
lawfully associate or not to associate with groups of their
choosing without fear of retaliation; and
- reinforces the Company’s commitment to maintaining a healthy
and safe work environment that is free from violence, harassment,
discrimination, and other unsafe or disruptive conditions.
- Vendor Code of Business Conduct – sets forth
the basic requirements expected of the Company’s vendors,
suppliers, and trade contractors with whom the Company directly
does business, with respect to, among other topics, conflicts of
interest, environmental stewardship, anti-corruption, the use of
conflict minerals, the conservation of assets, and the protection
of whistleblowers.
- Incentive Compensation Clawback Policy –
provides that the Compensation Committee of the Board of Directors
may require that an executive officer reimburse or forfeit any
incentive compensation awards paid or granted in circumstances
where the payment, grant, or vesting of the award was based on the
achievement of financial results that were subsequently the subject
of an accounting restatement of the Company’s financial statements
resulting from any material non-compliance with any financial
reporting requirements under applicable securities laws.
- Anti-Hedging Policy – prohibits the Company’s
directors, officers, or employees from entering into any
transactions that are designed to hedge (i.e., eliminate or reduce)
the risks of ownership of Company securities. The Company’s
Anti-Hedging Policy specifically prohibits the purchase or sale of
puts, calls, options, or other derivative securities based on the
Company’s securities and also prohibits hedging or monetization
transactions, such as forward sale contracts, in which the
stockholder owns the underlying Company security without all the
risks of ownership.
The full text of the foregoing policies is available through the
Investors page of the Company’s website found here.
Louis Haddad, President & CEO, said, “Together with the
Board’s recent decision to opt out of MUTA, the actions taken by
the Board demonstrate our ongoing commitment to enhanced
transparency and accountability. We believe that regularly
reviewing our policies relating to environmental, social, and
governance practices supports our efforts to drive long-term value.
We also recognize the importance of sustainability to our
investors, employees, tenants, and the communities in which we live
and work. Throughout our 40-year history, our focus has always been
long-term durability when it comes to environmental, social, and
governance practices. We are pleased to announce the establishment
of our Sustainability Committee and encourage all of our
stakeholders to review the Sustainability Committee’s 2019 Report
now available on our website.”
About Armada Hoffler Properties, Inc.
Armada Hoffler Properties, Inc. (NYSE: AHH) is a
vertically-integrated, self-managed real estate investment trust
("REIT") with four decades of experience developing, building,
acquiring, and managing high-quality, institutional-grade office,
retail, and multifamily properties located primarily in the
Mid-Atlantic and Southeastern United States. In addition to
developing and building properties for its own account, the Company
also provides development and general contracting construction
services to third-party clients. Founded in 1979 by Daniel A.
Hoffler, the Company has elected to be taxed as a REIT for U.S.
federal income tax purposes. For more information, visit
ArmadaHoffler.com.
Contact: Michael P. O’Hara Armada Hoffler
Properties, Inc. Chief Financial Officer, Treasurer, and Secretary
Email: MOHara@ArmadaHoffler.com Phone: (757) 366-6684
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