GENTEX CORPORATION – GNTX
Filed: May 8, 2012
Notice of Exempt Solicitation. Definitive Materials.
United States Securities and Exchange Commission
Washington, D.C. 20549
Notice of Exempt Solicitation
Pursuant to Rule 14a-103
1. Name of Registrant:
2. Name of person(s) relying on exemption:
a. Walden Asset Management, a division of Boston Trust & Investment Management Company
b. Calvert Social Index Fund, a series of Calvert Social Index Series, Inc., acting through Calvert Investment Management, Inc.
c. Calvert VP S&P MidCap 400 Index Portfolio, a series of Calvert Variable Products, Inc., acting through Calvert Investment Management, Inc.
3. Address of person(s) relying on Exemption:
a. One Beacon Street, 33rd Floor, Boston, MA 02108
b. 4550 Montgomery Avenue, Suite 1000N, Bethesda, MD 20814
c. 4550 Montgomery Avenue, Suite 1000N, Bethesda, MD 20814
4. Written Materials:
Attached are written materials, submitted pursuant to Rule 14a-6(g) promulgated under the Securities Exchange Act of 1934, in connection with a proxy proposal to be voted on at the Registrant’s 2012 Annual Meeting.
Shareholder Rebuttal to the Gentex Corporation
Opposition Statement Regarding Sustainability Reporting
Proposal on Sustainability Reporting
This proposal has been co-filed by Calvert Investment Management, Inc. and Walden Asset Management, a division of Boston Trust & Investment Management Company. It seeks to address the inadequacy of Gentex Corporation’s disclosure of environmental, social and governance (ESG) issues. We believe Gentex should join the increasing number of companies that demonstrate and report management of environmental, social and governance issues to their investors.
When requesting sustainability reporting, Calvert Investment Management, Inc. is asking companies to measure, evaluate and disclose environmental, social and governance factors that are material to long-term business success.
Gentex is a global and multi-billion dollar company, which has been recognized by its customers as a leader in the industry through numerous supplier awards. As sustainable and responsible investors, Calvert Investment Management, Inc. believes that innovative and sound management of resources is an indicator of good management. However, Gentex provides no data to its shareholders regarding improvement, plans for company operations, efficient use of resources or reduction of environmental impacts.
Gentex Corporation’s opposition statement argues that:
 KPMG International Survey of Corporate Social Responsibility Reporting 2011
 US SIF 2012 Report on Socially Responsible Investing Trends in the United States
Our Rebuttal and Rationale for a YES vote follows:
Although the Company reports it has had a “long history of dedication to good corporate citizenship”, there is no documented evidence demonstrating how Gentex is working to improve its record on governance, diversity or supply chain management.
Shareowners have not been informed as to how the Company plans to make improvements in its manufacturing processes, health and safety goals, employee relations, and use of resources, among other factors of performance.
Gentex investors have no data on which to base independent evaluations of performance.
Gentex Corporation asserts that investors are not interested in reporting on ESG issues. Yet in 2011, 38 percent of shares were voted in favor of Walden Asset Management’s proposal encouraging sustainability reporting.
Furthermore, the United Nations Principles for Responsible Investing (PRI), which represents the view that ESG issues can affect the performance of investment portfolios and provides a framework for incorporating ESG issues into investment decision-making processes, is endorsed by over 860 global investor signatories with a collective $30 trillion in assets under management.
We believe this should lay to rest the belief within Gentex that investors do not care about ESG performance reporting.
The proponent urges shareholders to vote FOR the second listed shareholder resolution.
THE FOREGOING INFORMATION MAY BE DISSEMINATED TO SHAREHOLDERS VIA TELEPHONE, U.S. MAIL, E-MAIL, CERTAIN WEBSITES AND CERTAIN SOCIAL MEDIA VENUES, AND SHOULD NOT BE CONSTRUED AS INVESTMENT ADVICE OR AS A SOLICITATION OF AUTHORITY TO VOTE YOUR PROXY. NO PROXY CARDS WILL BE ACCEPTED BY WALDEN ASSET MANAGEMENT, CALVERT INVESTMENT MANAGEMENT, INC. (“CIM”) OR ANY REGISTERED INVESTMENT COMPANY THAT HAS RETAINED CIM AS ITS INVESTMENT ADVISER (EACH A “CALVERT FUND”). PLEASE DO NOT SEND YOUR PROXY TO WALDEN ASSET MANAGEMENT, CIM OR ANY CALVERT FUND. TO VOTE YOUR PROXY, PLEASE FOLLOW THE INSTRUCTIONS ON YOUR PROXY CARD. THE COST OF DISSEMINATING THE FOREGOING INFORMATION TO SHAREHOLDERS IS BEING BORNE ENTIRELY BY WALDEN ASSET MANAGEMENT, CIM AND/OR CERTAIN CALVERT FUNDS.
For questions regarding the Gentex Corporation Proposal on Sustainability Reporting
please contact Mike Lombardo, Calvert Investment Management, Inc., 301-961-4756, Mike.Lombardo@calvert.com