New York investor still a factor at Southwest Gas

Kevin Rademacher

Wednesday, May 5, 2004 | 11:11 a.m.

If Southwest Gas Corp.'s annual shareholder meeting goes as planned Thursday, New York investor Mario Gabelli will maintain a presence on the company's board of directors.

Gabelli, through personal holdings and businesses under his control, is one of the company's largest shareholders. He also has been a frequent critic of the management tactics at the Las Vegas natural gas distribution company.

He has leveled particular criticism at Southwest Gas Chief Executive Michael Maffie for failing to maximize shareholder value. Maffie announced earlier this year that he would retire from the position in June.

In 2000, Gabelli successfully nominated Mark Feldman to the board of directors. Feldman was re-elected to a fourth term last year, but he declined to stand for re-election this year.

In February, Gabelli asked that Michael J. Melarkey and Joseph W. Brown be included as nominees for seats on the board. The company has recommended Melarkey for a seat on the board but not Brown.

Gabelli attempted to nominate Melarkey last year, but the company ruled that the nomination was received incomplete and late. A Gabelli associate at the 2003 shareholders meeting threatened court action over the rejection. Company officials said a legal challenge was never filed.

Recent Securities and Exchange Commission filings said Gabelli controls about 9.8 percent of Southwest Gas' outstanding shares.

Also at the shareholders meeting, votes will be cast to retain PricewaterhouseCoopers LLP as the company's auditor. The national auditing firm replaced Arthur Andersen LLP in 2002.

Shareholders also have been asked by the company to approve the continued implementation of the company's management incentive plan. The plan, originally adopted in 1993, sets standards for cash and stock bonuses for key executives and managers.