President’s message: Please vote to change the quorum requirement

Published April 2019

michelle andersonDear fellow shareholder,

This issue includes a tribute to beloved Elder, leader and first President of Ahtna, Inc., Robert Marshall. Everything he did was for the good of our people and we appreciate the vital role he played in the formation of Ahtna. We honor his legacy and mourn his loss alongside his family, the Ahtna people and the many he influenced. Our condolences to the Marshall family and to all the families who have suffered the loss of a loved one. Our thoughts and prayers are with you.

Important business at the upcoming Annual Meeting

We are just weeks away from one of the most important annual meetings in years. Recently, you should have received a letter from Chairman of the Board Ken Johns informing you that this year we will be voting on an amendment to our Articles of Incorporation to reduce our quorum requirement.

This is a very important change. Currently, our quorum requirement is more than 50 percent of eligible voting shares. As you now should know, we discovered that we did not meet this threshold in 2016, 2017 or 2018 and, therefore, failed to make quorum. This has required the Corporation to reseat the Board members elected at those meetings and incur unnecessary costs.

To avoid this problem in the future, we hope to reduce our quorum requirement to one-third of eligible voting shares. This reduction is important because, if we continue to fail to make quorum, we cannot conduct official business or elect new Board members.

We may also be forced to postpone the meeting and reconvene later at a considerable cost. This is not good for the Corporation or our shareholders.

We need your help

Changes to the Articles of Incorporation must be approved by a two-thirds “yes” vote of voted shares. That is a very high threshold, which makes shareholder participation in this year’s vote critical.
You can vote in person at the June 1 meeting or by proxy. Your proxy materials include information on how to vote your proxy, with the easiest voting method being online using the eProxy website.
To encourage your vote, we are offering new, special, proxy prize drawings.

What’s next?

If we do not reach a quorum by the Annual Meeting, the meeting must be postponed until a quorum is achieved. That means Board elections could not take place. It is also very costly to postpone the Annual Meeting. Rescheduling requires another round of mailings and promotions and rebooking of the meeting space. Rescheduling is a costly undertaking.

Thank you to everyone who attended our shareholder informational meetings and the staff who helped to organize them. We wanted to make sure there was an opportunity to answer all your questions before asking you to vote. These meetings would not have been possible without our Senior Vice President Kathryn Martin, our Managing Counsel Nicholas Ostrovsky and our Shareholder Records Manager Eileen Ewan. We were joined by our Board members holding village seats when we met in the villages, as well as our At-Large Board members when they were able to join us. .

Hunting and fishing rights upheld

Ahtna filed an amicus curiae, which is a Latin phrase meaning “friend of the court,” brief to the U.S. Supreme Court last year urging the justices to protect the Katie John line of cases when making its ruling in the Sturgeon hovercraft case. We are very happy to report that our brief was cited by the court during the recent ruling in which it upheld the Katie John decision. You can read more about the Sturgeon case and its impact on traditional hunting and fishing rights on page 24.

Looking for a new headquarters

In 1977, our current headquarters building was originally trucked to its present location from Utah as modular units, which were set up and became the Ahtna Lodge. In the late 1980s, after the Lodge had closed, the building was remodeled and became our corporate headquarters, the courthouse and jail. Today it still serves as our office building and courthouse, and other tenants have space, including the Ahtna Heritage Foundation and other local businesses.

The building has served us well, and we have done everything we can to make it energy-efficient, but it has reached the end of its useful life. There are also a few things we’ve learned while rehabilitating the space. It’s a much larger space than we need, and there are quirks to it, such as not being quite handicap-accessible (because of the age of the building, we were grandfathered in when state law changed building codes in Alaska), we don’t have hot water in our restrooms, we truck our potable water in, and it’s not configured to be office space.

We are currently performing our due diligence to price a new building on a new site. We are looking at factors like access to power, access to utility lines and potable water. We also want to construct a larger tribal hall that can host our shareholder gatherings and events. We welcome shareholder feedback and suggestions regarding location.

The land the current building sits on is prime real estate, and we want to bring the focus of the land back to this original economic-development purpose.

2019 initiatives

We have two other special initiatives this year. One is to complete the due diligence on the Denali resort development. Due diligence is the careful research and analysis we undertake before making any major investment.

The other is a REAL shareholder workforce-enrichment program. As our businesses and business lines continue to grow, they open more employment opportunities for our shareholders. Our career fields now go well beyond construction and include union and non-union jobs, careers in technology, human resources, finance and accounting, risk management, executive management, contract management, contract compliance, project management and much more. We’ll be talking in more depth about this in later issues of the Kanas.

I am looking forward to seeing you at the 46th Annual Meeting June 1 at the Glennallen High School. I encourage you to please cast that very important yes vote on the amendment to the Articles of Incorporation.

Tsin’aen,

MAnderson Signature

Michelle Anderson, President

Ahtna, Incorporated

Ahtna, Inc. President Michelle Anderson speaks to the Glennallen High School boys’ basketball team at the Ahtna offices in Anchorage via video conference from Glennallen. Michelle, a former Panther basketball player herself, hosted the team to honor them for their terrific season and show them that their community supported them.