first_imgMcKenzie Resignation Letter: Lisman Resignation Letter: “August 24, 2009Central Vermont Public Service Corporation77 Grove StreetRutland, VT  05701Attention:  President and Corporate SecretaryDear Sir/Madam:I hereby resign as (i) a Director of Central Vermont Public Service Corporation (the “Company”), (ii) Chairwoman of the Board of Directors of the Company, and (iii) a member of the Company’s Corporate Governance Committee, Compensation Committee and Executive Committee.  This resignation is effective as of the date hereof.   /s/ Mary Alice McKenzie                 Mary Alice McKenzie” Central Vermont Public Service Corp Chairwoman Mary Alice McKenzie and Director Bruce Lisman have resigned, effective last Monday, over a dispute involving the strategic direction of the company. CVPS, based in Rutland, is the state’s largest electric utility. Company CEO Robert Young will serve as interim chairman of the board until a successor is determined. The text of the Securities & Exchange filing is below. A company spokesman said the company could not further comment.McKenzie told Vermont Business Magazine, “I resigned effective Monday August 24th over a dispute with the board involving the strategic direction of the company as set by the board and the process by which the board chose to review the direction. I am secure in the knowledge that I did the right thing.” She said that would be the extent of her comments.Mary Alice McKenzie is the executive director of the Burlington Boys & Girls Club of America. An attorney, she was formerly president of McKenzie’s of Vermont. She has been chairman of the CVPS board since 2006.According to Forbes.com, Bruce Lisman retired as Managing Director at JPMorgan and Chairman of the Global Equity Division at JPMorgan Chase in February 2009 positions he held since June 2008. Prior to his current position he served as a Senior Managing Director at The Bear Stearns Companies, Inc. from 1984 to June 2008. He is also a director of National Life Group. He has been a director of CVPS since 2004.SEC Filing.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangement of Certain Officers.(a)  On August 24, 2009, Central Vermont Public Service Corporation (the “ Company ” ) received letters of resignation from Company directors Mary Alice McKenzie and Bruce M. Lisman.  At the time of her resignation, Ms. McKenzie was Chairwoman of the Board of Directors (the “Board”), Chairwoman of the Executive Committee, and served on the Corporate Governance Committee and the Compensation Committee of the Board.  At the time of his resignation, Mr. Lisman was Chairman of the Corporate Governance Committee and also served on the Compensation Committee of the Board.  The Company believes that each of Ms. McKenzie and Mr. Lisman resigned based on disagreements with the Company concerning the strategic direction of the Company, as determined by the Company’s Board of Directors, and the process used by the Company’s Board in evaluating such strategic direction.The Board will promptly undertake a process to review the composition and organization of the Board including the identification of two new directors to fill the vacancies created. Meanwhile, the Board has designated from its members Robert H. Young, the Company’s President and Chief Executive Officer, to serve as the Interim Chairman of the Board. In addition, William R. Sayre, who is a non-employee director, shall serve as the Interim lead director in the Board’s non-management executive sessions and as Interim Chairman of the Executive Committee.  Furthermore, Douglas J. Wacek, who is also a non-employee director, shall serve as Interim Chairman of the Corporate Governance Committee.  They will serve in these leadership positions until the review process is completed, or until the Company’s annual meeting in May of 2010, whichever is earlier.Both Ms. McKenzie and Mr. Lisman have been provided with a copy of this disclosure and have advised the Company that they agree with the statements made in the first paragraph hereof.  Copies of Ms. McKenzie’s and Mr. Lisman’s letters of resignation are attached hereto as Exhibits 17.1 and 17.2, respectively.The Company regrets Ms. McKenzie’s and Mr. Lisman’s decisions to leave the Board.  Throughout their respective terms of service on the Board, the Company has valued their views and their service.Item 9.01.Financial Statements and Exhibits.(d) Exhibits.Exhibit NumberDescription of Exhibit17.1Letter, dated August 24, 2009, from Mary Alice McKenzie to the President and Corporate Secretary of Central Vermont Public Service Corporation.17.2Letter, dated August 24, 2009, from Bruce Lisman to the President and Corporate Secretary of Central Vermont Public Service Corporation.SIGNATUREPursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.CENTRAL VERMONT PUBLIC SERVICE CORPORATIONBy  /s/ Dale A. Rocheleau               Dale A. RocheleauSenior Vice President, General Counsel and Corporate SecretaryAugust 24 , 2009 “August 24, 2009Central Vermont Public Service Corporation77 Grove StreetRutland, VT  05701Attention:  President and Corporate SecretaryDear Sir/Madam:I hereby resign as (i) a Director of Central Vermont Public Service Corporation (the “Company”) and (ii) a member of the Company’s Corporate Governance Committee and Compensation Committee.  This resignation is effective as of the date hereof.   /s/ Bruce Lisman                 Bruce Lisman”last_img

Chair, director resign from Central Vermont Public Service board

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