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Hershey Media Report 7/29/16

    National Coverage

  1. Pennsylvania attorney general announces Hershey trust reform dealhey trust reform deal

    Jul 29, 2016 | Reuters

    By David DeKok

    The Pennsylvania Attorney General's office unveiled on Friday the terms of a reform agreement with the charitable trust that controls Hershey Co that includes a 10-year term limit for trustees and limits on their compensation to $110,000.
  2. Hershey Trust to Reform Rules as Mondelez Bid Increases Scrutiny

    Jul 29, 2016 | Bloomberg

    By Craig Giammona

    Hershey Trust Co., the $12 billion charity that controls the Hershey chocolate company, reached a deal with the Pennsylvania attorney general to reform its management practices, ending an investigation into the scandal-scarred nonprofit.
  3. State pact with Hershey Trust would limit member pay, terms

    Jul 29, 2016 | Associated Press

    By Marc Scolforo

    Pennsylvania's attorney general says her office has a new agreement on the governance and operations of Milton Hershey's multibillion-dollar charitable trust that controls the candy maker that bears his name.
  4. Five Hershey Trust Directors to Retire in Settlement With Pennsylvania Attorney General

    Jul 29, 2016 | Wall Street Journal

    By Maria Armental

    Five directors at a charitable trust that controls Hershey Co. will leave the board as part of a settlement agreement with Pennsylvania’s top law-enforcement officer. The moves are the latest piece of overhaul for the trust’s board as the company has faced a buyout overture; four other members have resigned in the past several months.
  5. Hershey Trust agrees to tougher governance rules

    Jul 29, 2016 | Financial Times

    By Lindsay Whipp

    The Pennsylvania state attorney’s office has introduced stiffer rules governing pay and tenure at the $12bn Hershey Trust, ending its second investigation this decade into the organisation which controls the namesake candy company.
  6. Local Coverage

  7. Office of the Attorney General reaches agreement with Hershey Trust Company and Milton Hershey School

    Jul 29, 2016 | Fox 43

    Attorney General Kathleen G. Kane’s office today announced it has reached an agreement with the Hershey Trust Company and the Milton Hershey School that implements significant reforms to improve the operation and governance of both entities.
  8. Attorney General, Hershey Trust reach agreement

    Jul 29, 2016 | WGAL News 8

    The Pennsylvania Attorney General's Office has reached an agreement with the Hershey Trust Company and the Milton Hershey School. Attorney General Kathleen Kane made the announcement at a Friday afternoon news conference.
  9. Kane: Hershey Trust overhaul comes after seeing 'things that didn't look right'

    Jul 29, 2016 | Pennsylvania Live

    By Nick Malawskey

    Pennsylvania Attorney General Kathleen Kane said on Friday her office had struck a new agreement with the Hershey Trust board, which oversees Milton S. Hershey's $12 billion-plus endowment of the private Milton Hershey School in Derry Township.
  10. Pa. AG forces resignations, lowers pay at Hershey Trust

    Jul 29, 2016 | WITF

    By Ben Allen

    Five board members at the powerful charity that controls the Milton Hershey School are getting forced out, and an agreement with the state Attorney General's office also limits their compensation and spending, and adds more oversight.
  11. AG deal with Hershey Trust limits member pay, service

    Jul 29, 2016 | ABC27

    By Janel Knight

    An agreement with the state attorney general’s office limits service and compensation of board members at the Milton Hershey School and requires five to retire by the end of next year.
  12. Critics assail Kathleen Kane's latest attempt to reform the Hershey

    Jul 29, 2016 | Philadelphia Inquirer

    By Bob Fernandez

    Attorney General Kathleen Kane announced Friday that five of the longest-serving and highest-paid board members on the $12.3-billion Hershey Trust for poor children would resign over the next 18 months after a probe into the board's compensation, governance and travel expenses.
  13. Hershey Trust directors' pay

    Jul 29, 2016 | Philadelphia Inquirer

    By Bob Fernandez

    Name, Total pay over last four years, Year appointed
  14. Pact to limit Hershey Trust board pay, terms

    Jul 29, 2016 | Lebanon Daily News

    State regulators and a $12 billion trust established by the chocolate maker Milton S. Hershey to educate poor children have announced a deal to revamp the trust's board and change its operating rules following reports about its lavish spending.
  15. Trade Coverage

  16. Pact limits pay and tenure of Hershey Trust members

    Jul 29, 2016 | Central Penn Business Journal

    By Roger DuPuis

    The Hershey Trust Co. and the Milton Hershey School have agreed to new restrictions on their operations and governance in an accord reached with the Pennsylvania Office of Attorney General, which had been investigating the organizations.
  17. Hershey Trust and PA Attorney General work out deal

    Jul 29, 2016 | Seeking Alpha

    By Clark Schultz

    The Pennsylvania Attorney General's office struck a deal with the trust that controls Hershey (HSY -0.7%) over its board representation.
  18. Pennsylvania AG, Hershey Trust Reach Settlement (HSY)

    Jul 29, 2016 | Street Insider

    The Pennsylvania attorney general and the Hershey Trust reached a settlement. Hershey Trust board member tenure will now be limited to 10 years, compensation set at $110K year.
  19. Condition pact with Hershey Trust would limit member pay, terms

    Jul 29, 2016 | Archy Nety

    The Hershey Trust funds a college for disadvantaged children established by Milton Hershey and the wife. Additionally, it is the owner of Hershey Entertainment and Resorts.
  20. Broadcast Coverage

  21. Power Lunch

    Jul 29, 2016 | CNBC

    View clip here: http://beta.criticalmention.com/app/#clip/view/23620121?token=517fb533-e2ab-4ea3-8a61-b594646b71f2
  22. Bloomberg Markets

    Jul 29, 2016 | BLOOM

    View clip here: http://beta.criticalmention.com/app/#clip/view/23624410?token=517fb533-e2ab-4ea3-8a61-b594646b71f2
  23. Full Text of Stories Below

    National Coverage

  1. Pennsylvania attorney general announces Hershey trust reform dealhey trust reform deal

    Jul 29, 2016 | Reuters

    By David DeKok

    The Pennsylvania Attorney General's office on Friday unveiled the terms of a reform agreement with the charitable trust that controls Hershey Co that includes a 10-year term limit for trustees and limits on their compensation to $110,000.

     

    The trust has been in the spotlight since Hershey rejected a $23 billion cash-and-stock offer for the candy maker by Mondelez International Inc, the maker of Oreo cookies and Cadbury chocolate, last month.

     

    The agreement, which comes after an investigation of several months by the Attorney General's office over the trust's governance, compensation and expenses, could offer the clarity needed for Mondelez to make a new bid to acquire Hershey.

     

    The Attorney General's office had accused the trust of breaking the terms of a 2013 reform agreement. Created by Hershey Co founder Milton Hershey and his wife Catherine over a century ago, the trust runs a school for underprivileged children in Hershey, Pennsylvania.

     

    "All the efforts that led to this agreement were made to ensure that the vision of Milton and Catherine Hershey remains intact," Attorney General Kathleen Kane said in a statement.

     

    Kane also said that making a recommendation on the sale of Hershey would be outside the authority of her office, and that it is up to the company's board to decide on such a matter.

     

    The new reform agreement with the Attorney General's office, as first reported by Reuters last week, requires three trustees, Joseph Senser, Robert Cavanaugh and James Nevels, to step down by the end of the year.

     

    Senser and Cavanaugh have been trustees since 2001, while Nevels has been a trustee since 2007.

     

    Hershey Trust Chairwoman Velma Redmond, who joined the trust in 2003, will step down by the end of 2017, along with James Mead, a trustee since 2007.

    Cavanaugh, Senser and Mead are also on the board of Hershey Co.

     

    The Hershey Trust may continue to elect trust board members to serve on the board of Hershey Co, though no more than three individuals are allowed to be on both boards at the same time. Neither the president of Hershey school nor the CEO of Hershey Trust is allowed to be on the board of Hershey Co.

     

    The trust board, which now has nine members, should use their "best effort" to have thirteen members, according to the agreement. The trust should seek to hire directors with training and experience that includes childhood education and financial management, the agreement states.

     

    The Pennsylvania Attorney General's office will be given a 30-day window to review new board members and must be notified of any relationship to incumbent board members.

     

    Trustee compensation will be capped at $110,000. Trust board members who serve on other Hershey company boards, Hershey Co and Hershey Entertainment and Resorts, will have their salary capped at $80,000. Additional compensation for board chairs is capped at $30,000, and additional compensation for committee chairs is capped at $10,000.

     

    The agreement was filed on Friday in the Orphan's Court Division of the Dauphin County Court.

     

    The new deal with the Attorney General's office follows a period of internal dissent and turmoil at the trust. Trustee Joan Steel resigned earlier this month, following the departures of Richard Zilmer, John Fry and Stephanie Bell-Rose over the past year.

     

    The Attorney General's office, the trust's sole overseer, had threatened legal action to remove trustees unless a settlement over its governance was reached by the end of July.

     

    (Reporting by David DeKok in Harrisburg, Pennsylvania; Additional reporting by Lauren Hirsch in New York and Lisa Baertlein in Los Angeles; Editing by Phil Berlowitz and Jonathan Oatis)

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  2. Hershey Trust to Reform Rules as Mondelez Bid Increases Scrutiny

    Jul 29, 2016 | Bloomberg

    By Craig Giammona

    Hershey Trust Co., the $12 billion charity that controls the Hershey chocolate company, reached a deal with the Pennsylvania attorney general to reform its management practices, ending an investigation into the scandal-scarred nonprofit group.

    The trust, which has faced allegations of lavish spending by board members in recent years, agreed to various governance changes, including term limits and a cap on compensation for board members. The deal also calls for three members of the trust’s board to resign by the end of the year, according to a statement Friday from Kathleen Kane, the attorney general of Pennsylvania.

    The Hershey Trust, established in the early 1900s by Milton Hershey, has been back in the spotlight after Mondelez International Inc. made a $23 billion bid to buy the chocolate company last month. The trust controls the candy maker through voting shares and has been seen as an obstacle to takeover attempts. That’s made the turmoil at the nonprofit -- and the push to change its management practices -- of strong interest to Hershey investors.

    “All of our efforts that led to this agreement were made to ensure that the vision of Milton and Catherine Hershey remains intact,” Kane said in the statement.

    Retirements Planned

    In addition to the three directors who must leave the board by the end of the year, two more must retire by the end of 2017, according to the statement. The agreement limits terms on the roughly 10-member board to a decade and calls on the trust to find directors whose “education, training and experience” reflect the full range of the organization’s duties.

    The trust previously reached an agreement with the Pennsylvania Attorney General’s office in 2013, ending a probe into the controversial purchase of a golf course by the charity. The current investigation centered on the trust’s compliance with the previous agreement, according to Kane. The trust shares a board of directors with the Milton Hershey School.

    “We are satisfied with the outcome,” Velma Redmond, chairman of the trust’s board, said in a separate statement. The organization will “now move forward, working cohesively and collaboratively, as we direct, support and fulfill the ongoing mission of the Milton Hershey School.”

    ‘Period of Transition’

    Redmond noted that the trust board was “already in a period of transition,” with three members leaving for personal reasons in the past year. Joan Steel, a Hershey Trust board member since 2012, resigned earlier this month.

    The trust announced that two new directors, James W. Brown and M. Diane Koken, had joined the board.

    Adding to the upheaval, trust executive John Estey, a one-time aide to former Pennsylvania Governor Edward Rendell, was fired in April after pleading guilty to wire fraud associated with campaign contributions. The wrongdoing wasn’t related to his work at the charity, a spokesman for the trust said.

    Amid the ongoing controversy, Mondelez emerged with an offer for Hershey Co. that would have created the world’s largest candy maker. Hershey, struggling with an ill-fated expansion in China and sluggish U.S. sales, has long been seen as a takeover target -- with the trust serving as the main obstacle to a buyout.

    Future Bid?

    The Mondelez bid was rejected by the chocolate company, though analysts have speculated the suitor could raise its bid. Mondelez and Hershey haven’t commented on the matter beyond confirming the initial offer. The trust would ultimately have to approve a deal, and the Pennsylvania attorney general has the right to review it. It’s unclear if the shake-up at the trust changes its outlook on a potential acquisition.

    The trust runs Hershey Entertainment & Resorts Co. and operates a school for low-income students. At the event announcing the agreement, Kane said her office plans to continue monitoring the trust.

    “We hope in three years they say, ‘We’re happy to report there’s nothing to report,’” she said.

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  3. State pact with Hershey Trust would limit member pay, terms

    Jul 29, 2016 | Associated Press

    By Marc Scolforo

    State regulators and a $12 billion trust established by the founder of chocolate maker Hershey to educate poor children have announced a deal to revamp the trust's board and change its operating rules following reports about its lavish spending.

    The deal, announced Friday, requires five members of the 10-member Hershey Trust to retire by the end of next year, puts new limits on how much board members will be paid and imposes limits on their expenses.

    "The sole motivation is to make sure that trust does as well as it possibly can to educate these children who so desperately deserve it," Democratic Attorney General Kathleen Kane said.

    The agreement was filed in a courthouse 10 miles from the town, school and massive candy manufacturer named for company founder Milton S. Hershey, who died in 1945.

    Board members Robert Cavanaugh, Joseph Senser and James Nevels will be off the board by January, followed a year later by the departures of James Mead and chairwoman Velma Redmond. Terms will be capped at 10 years, and board members must retire after age 75.

    Redmond said the board was satisfied with the deal and the departures already were in the works under "a previously adopted succession plan with age and tenure limits," which the board didn't have before.

    The Hershey Trust is overseen by the attorney general's office as a charity because it manages assets that fund the 2,000-student school for disadvantaged children that Hershey and his wife established in 1909. It holds a controlling interest in The Hershey Co., whose products include Reese's Peanut Butter Cups and Kisses, and owns Hershey Entertainment and Resorts Co., the operator of Hersheypark and the Hotel Hershey.

    The agreement developed from an investigation into the Hershey Trust's compliance with a 2013 agreement and should not affect or influence the company, Kane said.

    A 2013 report that followed a two-year investigation by the attorney general's office found no wrongdoing by board members, but it concluded that Milton Hershey School assets had paid excessive compensation to members of the trust's board.

    It determined that fair market value was paid when the board spent $12 million in 2006 for a financially troubled golf course near the school, a transaction that drew criticism.

    At that time, Kane said an agreement to change operating rules would make the board run better and was more appropriate for an entity that aims to help and educate disadvantaged children.

    Those changes included notifying Kane's agency of any significant real estate transactions, cutting board members' pay and limiting their ability to serve on multiple boards at the same time.

    The new board eventually will be expanded to 13 members, and the attorney general's office will get a month's notice whenever a new member is being added. Board annual salaries will be capped at $110,000, indexed for inflation, with the chair getting $140,000 and committee chairs another $10,000.

    Members are no longer allowed to bill the board for first-class airfares, and perks such as spa treatments and entertainment are prohibited. The trust must stop paying travel expenses for family members.

    The Philadelphia Inquirer reported last month that a weekend meeting last year at a New York hotel cost $18,000, part of some $362,000 in travel, meals and lodging over the past 2 1/2 years. Payments to the board were $6.9 million in the past three years, the newspaper reported.

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  4. Five Hershey Trust Directors to Retire in Settlement With Pennsylvania Attorney General

    Jul 29, 2016 | Wall Street Journal

    By Maria Armental

    Five directors at a charitable trust that controls Hershey Co. will leave the board as part of a settlement agreement with Pennsylvania’s top law-enforcement officer.

    The moves are the latest piece of overhaul for the trust’s board as the company has faced a buyout overture; four other members have resigned in the past several months.

    Under the terms of the agreement, which also includes term and compensation limits,Robert F. Cavanaugh, Vice Chairman Joseph M. Senser and James E. Nevels are to retire by the end of the year; and Chairwoman Velma A. Redmond and James M. Mead, the trust’s nonexecutive director, are to retire by the end of next year.

    The Wall Street Journal had reported preliminary terms of the settlement last week citing people familiar with the matter.

    Messrs. Cavanaugh, Mead and Nevels also sit on Hershey’s corporate board.

    The Hershey Trust Co., which oversees billions of dollars for a local, nonprofit school, controls 81% of the company’s voting power and is under pressure from the community to keep Hershey independent.

    In June, Mondelez International Inc. bid $107 a share for Hershey, though that bid was rebuffed by the candy maker. The trust has opposed efforts to sell the company in the past, including rejecting an offer by Wm. Wrigley Jr. Co. in 2002.

    The trust’s board has a legal obligation to act in the best interest of the Milton Hershey School for underprivileged children. Proceeds from the trust’s investments provide the revenue to run the school, which has about 2,000 students, many of whom get jobs and internships within the Hershey empire, including the chocolate factory in town, the Hershey resort and the local theme park.

    The Pennsylvania Attorney General’s Office, which has oversight powers over the trust, was looking into the trust’s compliance with a 2013 agreement, which put in place stricter conflict-of-interest standards. The latest agreement, which takes effect Aug. 1, goes further, by imposing additional limits on board members and family members along with prohibiting reimbursement of luxury accommodations and “frivolous expenses,” and puts in place term and age limits.

    In addition, it requires the trust to give the attorney general at least 30 days’ advance notice before electing a new manager or director and disclose personal relationships and setting caps on compensation. Under the latest agreement, the board is also to expand to 13 members, from the current nine.

    Milton and Catherine Hershey set up the trust in 1909, using their fortune to benefit an orphanage for boys. Today, the Milton Hershey School is a private, coed prekindergarten through 12th grade school. Admission is based on income.

     

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  5. Hershey Trust agrees to tougher governance rules

    Jul 29, 2016 | Financial Times

    By Lindsay Whipp

    The Pennsylvania state attorney’s office has introduced stiffer rules governing pay and tenure at the $12bn Hershey Trust, ending its second investigation this decade into the organisation which controls the namesake candy company.

    The move will renew debate over the Trust’s controlling stake in the Hershey Company, which rebuffed a $23bn bid by rival Mondelez International late last month. The Trust controls 80 per cent of the votes at the maker of Hershey bars and Reese’s Peanut Butter Cups.

    Some analysts have argued that the upheaval at the Trust, combined with flagging sales at Hershey, provided an opening for bidders. Kathleen Kane, the attorney-general, said on Friday that the agreement “should not impact or influence the Hershey Company, which remains strong and economically viable”.

    The agreement with the attorney-general’s office limits Trust board members to a maximum 10-year tenure, which will force out three members by the end of this year. As three had already left this year for “personal” reasons, the make-up of the Trust’s board will be significantly different by January.

    The Pennsylvania attorney’s office would still have to ratify any takeover of Hershey, even if a new board was more amenable to a sale because, for example, it wanted to diversify its funding from its current dependence on $150m in annual dividends from the candy company.

    “We still maintain the right to review any potential acquisition under the law and will closely review how it would impact the viability of the company and the community,” said a spokesman for the state attorney’s office on Friday.

    In an open letter, the Trust board said it was satisfied with the outcome and was still confident it could attract qualified candidates although the agreement meant total compensation would be reduced. The settlement capped directors’ compensation at $110,000, with a further $30,000 for the board chair.

    The state attorney’s office opened the most recent investigation over alleged overpayment of directors, conflicts of interest and expenses, and the length of board members’ tenure. Critics have also raised concerns over board members’ qualifications to sit on a board of a school for at-risk children.

    The Trust was established more than a century ago for the purpose of founding and endowing in perpetuity the Milton Hershey School for disadvantaged children.

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  6. Local Coverage

  7. Office of the Attorney General reaches agreement with Hershey Trust Company and Milton Hershey School

    Jul 29, 2016 | Fox 43

    HARRISBURG — Attorney General Kathleen G. Kane’s office today announced it has reached an agreement with the Hershey Trust Company and the Milton Hershey School that implements significant reforms to improve the operation and governance of both entities.

     

    The agreement was the result of an investigation conducted by the Office of Attorney General’s Charitable Trusts and Organizations Section, which works to protect the public’s interest by ensuring that charitable assets are used appropriately.

     

    “All of our efforts that led to this agreement were made to ensure that the vision of Milton and Catherine Hershey remains intact,” Attorney General Kane said. “They had the foresight to establish a Deed of Trust to provide a superb education for generations of disadvantaged children. The reforms in this agreement will help ensure that continues.”

     

    The agreement was filed today in the Orphans’ Court Division of the Dauphin County Court of Common Pleas to update the Court’s docket and public record. The terms agreed upon by the Office of Attorney General, the Hershey Trust Company (HTC) and the Milton Hershey School (MHS) represent a variety of important new terms while continuing a number of past reforms.

    Summarizing the terms of the agreement:

    Board service for Managers/Directors is now limited to a maximum of 10 years. The tenure limit for a certain Manager or Director may be extended for up to one year, at the discretion of the applicable board, to assure continuity of leadership or to respond to other exceptional circumstances. Meanwhile, each Manager and Director shall be subject to an annual performance evaluation.

    Managers/Directors Robert F. Cavanaugh, Joseph M. Senser and James E. Nevels must retire from the MHS Board of Managers and the HTC Board of Directors effective no later than Dec. 31, 2016; and James M. Mead and Velma A. Redmond must retire from the MHS Board of Managers and the HTC Board of Directors effective no later than Dec. 31, 2017.

    Prior to the election of any new Manager/Director, the MHS and the HTC must now give the Office of Attorney General 30 days written notice, including a resume of the candidate’s education, experience and relationship, if any, to incumbent Managers/Directors.

    A Manager/Director may not be elected to serve as a compensated Director of the Hershey Entertainment and Resorts Company without providing 30 days written notice to the Office of Attorney General.

    The compensation of the Directors of the Trust Company is now set at $110,000 per year, with annual cost of living adjustments limited to those set by the federal Social Security Administration. Any Director of the Trust Company who also serves as a Director of The Hershey Company or Hershey Entertainment and Resorts Company may not receive more than $80,000 for their Trust Board service. The Board Chair may receive additional compensation of no more than $30,000 and may not receive any additional compensation for serving as the Chair of any Board Committee; Board Committee Chairs may receive additional compensation of no more than $10,000 regardless of how many committees they may chair. No compensation is permitted for an employee of the School or Trust Company who serves as Manager/Director or as a Director of the Hershey Entertainment and Resorts Company.

    The Managers of the MHS and the Directors of the HTC must continue to “use their best efforts to identify for election to their boards individuals whose education, training and experience reflect the full range of the boards’ responsibilities, including, but not limited to: at risk/dependent children; residential childhood education; financial and business investment; and real estate management.”

    The Hershey School Trust may continue to elect Managers/Directors to the Board of Directors of The Hershey Company, provided that no more than three Managers/Directors may at the same time be Directors of The Hershey Company, and provided further that neither the President of the School nor the Chief Executive Officer of the HTC shall be eligible to serve as a Director of The Hershey Company.

    The Managers of the MHS and the Directors of the HTC continue to be prohibited from electing to their boards any person who is a director or executive officer of the Milton S. Hershey Medical Center, which now includes The Pennsylvania State University; Managers/Directors also remain prohibited from serving contemporaneously on all three related Hershey entity boards.

    Nothing in the agreement affects the School Trust’s right to continue to vote all of its stock in the manner set forth in the bylaws of The Hershey Company in all matters coming before its stockholders, including, without limitation, the election of the Directors of The Hershey Company.

     

    The agreement provides clarification to the MHS and HTC existing conflict of interest policy and continues the requirement that the MHS and HTC provide written notice to the Office of Attorney General of at least 30 days prior to all real estate transactions involving more than $250,000, or a lease of more than three years.

     

    The agreement continues prior reforms addressing auditors, legal counsel, school admissions, academic standards, the MHS year-round program and student safety. The agreement also calls for the school to continue providing annual written reports to the Office of Attorney General describing economic and academic characteristics of students admitted to MHS, year-round programs, policies on student safety and other matters of importance.

     

    Attorney General Kane stressed the agreement announced today should not impact or influence The Hershey Company, which remains strong and economically viable. The Office of Attorney General’s investigation of this matter was not related to The Hershey Company, but focused on the Trust’s compliance with the 2013 agreement it reached with the Office of Attorney General.

     

    Attorney General Kane further explained the Hersheys established the Deed of Trust in 1909 for the purpose of founding and endowing in perpetuity an institution to be known as the Milton Hershey School, located in Derry Township, Dauphin County.

     

    The school was designed for disadvantaged children, and now provides year-round living and education to students from across the country.

     

    Attorney General Kane further stressed that her office would continue to provide oversight of the MHS and HTC to ensure that the school continues to fulfill its mission.

     

    “I have seen firsthand the benefits of this institution and the incredible educational programs that prepare Milton Hershey School students for bright futures,” Attorney General Kane said. “It is imperative for us to continue working to keep the school functioning efficiently, and as Mr. and Mrs. Hershey intended.”

     

    This matter was handled on behalf of the Commonwealth by Chief Deputy Attorney General Mark A. Pacella and Senior Deputy Attorney General Heather J. Vance-Rittman of the Charitable Trusts and Organizations Section, along with Executive Deputy Attorney General James A. Donahue, III and First Deputy Attorney General Bruce L. Castor, Jr

     

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  8. Attorney General, Hershey Trust reach agreement

    Jul 29, 2016 | WGAL News 8

    HARRISBURG, Pa. —The Pennsylvania Attorney General's Office has reached an agreement with the Hershey Trust Company and the Milton Hershey School.

     

    Attorney General Kathleen Kane made the announcement at a Friday afternoon  news conference.

     

    "The agreement was the result of an investigation conducted by the Office of Attorney General's Charitable Trusts and Organizations Section, which works to protect the public's interest by ensuring that charitable assets are used appropriately," reads a statement from the AG's office.

     

    "All of our efforts that led to this agreement were made to ensure that the vision of Milton and Catherine Hershey remains intact," Kane said. "They had the foresight to establish a Deed of Trust to provide a superb education for generations of disadvantaged children. The reforms in this agreement will help ensure that continues."

     

    The agreement was filed in court on Friday.

     

    The AG's office supplied the following summary of the agreement:

     

    - Board service for Managers/Directors is now limited to a maximum of 10 years. The tenure limit for a certain Manager or Director may be extended for up to one year, at the discretion of the applicable board, to assure continuity of leadership or to respond to other exceptional circumstances. Meanwhile, each Manager and Director shall be subject to an annual performance evaluation.

     

    - Managers/Directors Robert F. Cavanaugh, Joseph M. Senser and James E. Nevels must retire from the MHS Board of Managers and the HTC Board of Directors effective no later than Dec. 31, 2016; and James M. Mead and Velma A. Redmond must retire from the MHS Board of Managers and the HTC Board of Directors effective no later than Dec. 31, 2017.

     

    - Prior to the election of any new Manager/Director, the MHS and the HTC must now give the Office of Attorney General 30 days written notice, including a resume of the candidate's education, experience and relationship, if any, to incumbent Managers/Directors.

     

    - A Manager/Director may not be elected to serve as a compensated Director of the Hershey Entertainment and Resorts Company without providing 30 days written notice to the Office of Attorney General.

     

    - The compensation of the Directors of the Trust Company is now set at $110,000 per year, with annual cost of living adjustments limited to those set by the federal Social Security Administration. Any Director of the Trust Company who also serves as a Director of The Hershey Company or Hershey Entertainment and Resorts Company may not receive more than $80,000 for their Trust Board service. The Board Chair may receive additional compensation of no more than $30,000 and may not receive any additional compensation for serving as the Chair of any Board Committee; Board Committee Chairs may receive additional compensation of no more than $10,000 regardless of how many committees they may chair. No compensation is permitted for an employee of the School or Trust Company who serves as Manager/Director or as a Director of the Hershey Entertainment and Resorts Company.

     

    - The Managers of the MHS and the Directors of the HTC must continue to “use their best efforts to identify for election to their boards individuals whose education, training and experience reflect the full range of the boards' responsibilities, including, but not limited to: at risk/dependent children; residential childhood education; financial and business investment; and real estate management."

     

    - The Hershey School Trust may continue to elect Managers/Directors to the Board of Directors of The Hershey Company, provided that no more than three Managers/Directors may at the same time be Directors of The Hershey Company, and provided further that neither the President of the School nor the Chief Executive Officer of the HTC shall be eligible to serve as a Director of The Hershey Company.


    The Managers of the MHS and the Directors of the HTC continue to be prohibited from electing to their boards any person who is a director or executive officer of the Milton S. Hershey Medical Center, which now includes The Pennsylvania State University; Managers/Directors also remain prohibited from serving contemporaneously on all three related Hershey entity boards.

     

    - Nothing in the agreement affects the School Trust’s right to continue to vote all of its stock in the manner set forth in the bylaws of The Hershey Company in all matters coming before its stockholders, including, without limitation, the election of the Directors of The Hershey Company.

     

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  9. Kane: Hershey Trust overhaul comes after seeing 'things that didn't look right'

    Jul 29, 2016 | Pennsylvania Live

    By Nick Malawskey

    Pennsylvania Attorney General Kathleen Kane said on Friday her office had struck a new agreement with the Hershey Trust board that oversees Milton S. Hershey's $12 billion-plus endowment of the private Milton Hershey School in Derry Township.

    Kane said the new agreement came following an investigation into the trust as part of her office's ongoing monitoring efforts. 

    "When we were going through that compliance we saw some things that didn't look right," Kane said at a press conference Friday.

    That check led to a letter from her office to the board in February 2016 which, among other things, called for the resignation of board members who had served more than a decade on the board. 

    Kane announced Friday during an afternoon press conference that five of the nine existing board members will resign over the next two years. Three – Robert Cavanaugh, Joseph Senser and James Nevels – will resign by the end of this year, while two others – James Mead and Velma Redmond – will resign by the end of 2017.

    Kane said the resignations were stretched out over a two-year period to allow the board to provide for continuity through the election of additional board members. One key provision of the new agreement will change how those elections are carried out, however. Under the new agreement the trust board will have to provide the AG's office with 30 days notice prior to the election of a new member, and must also submit the board member's resume to the AG, and whether or not they have an existing relationship with any other member sitting on the board.

    The agreement also imposes a 10-year term limit for trust board members and expands the board to 13 members. Kane said the agreement will also limit trust board members' base compensation to $110,000 per year. Board members can be paid an additional $10,000 for special committee work, with the board president earning a $30,000 premium. All board members, Kane said, will be subject to annual performance evaluations.

    "Years ago the board never turned over," Kane said. "I think we have come a long way ... I think we are evolving to a future that is much brighter for the Milton Hershey School."

    The Hershey Trust board oversees the Hershey Trust Co., which manages the $12 billion-plus endowment left by Milton S. Hershey to fund the private Milton Hershey School in Derry Township. It includes a controlling stake in the Hershey Co. and outright ownership of Hershey Entertainment & Resorts company.

    It operates through a series of interlocking boards — the school board, the trust company board, the board of the chocolate company and the board of the entertainment company. Both the school and the trust company share the same board members, while some members also sit on the boards of the two for-profit companies.

    In the past, trust board members reaped huge pay checks by sitting on the boards of the chocolate-making Hershey Co. in addition to Hershey Entertainment & Resorts — a practice that likely will be limited under the rules of the new agreement. Kane said no more than three trust board members will be permitted to sit on the board of the chocolate company, and no board member can simultaneously sit on both the boards of the chocolate and entertainment companies.

    In the midst of the attorney general's investigation has been reports of infighting among sitting board members. That infighting — with accusations flying between members of insider trading and conflict of interest violations — has cost the trust more than $4 million in internal legal fees. In its February letter, Kane's office raised the idea that board members might be required to reimburse the trust for those expenses. However, Kane said Friday that the trust would not be reimbursed since those costs were accrued as part of a self-policing action, which Kane's office had required the board to do in its 2013 agreement with the trust and thus were, in Kane's words, a "legitimate" cost.

    Nor, Kane said, did her office's latest investigation find that trust board members had violated the agreement's stipulations regarding travel expenses, although the new agreement sets stricter limits on reimbursement for travel and other ancillary expenses accrued by board members or their families. 

    Kane said negotiations between the trust and her office over the new agreement had taken place over several months. While she declined to discuss the nature of the negotiations, Kane said "there was some back and forth, but I think everyone is happy with the outcome today."

    In an open letter to the community following Kane's announcement, trust board Chairwoman Velma Redmond said the negotiations were "constructive" and the board was "pleased with the outcome."

    In her letter Redmond said the board is already in a period of transition, noting three members have left the board over the last year while two new members have been elected.

    "As we make this transition, I would be remiss if I didn't point out that both the Trust Company and the School are performing at exceedingly high levels," Redmond wrote. "At the School, we are moving through our summer program and preparing for the new school year to begin in August. We are proud that we continue to grow our enrollment towards 2,300 students with construction already under way on our North Campus expansion site."

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  10. Pa. AG forces resignations, lowers pay at Hershey Trust

    Jul 29, 2016 | WITF

    By Ben Allen

    (Harrisburg) -- Five board members at the powerful charity that controls the Milton Hershey School are getting forced out, and an agreement with the state Attorney General's office also limits their compensation and spending, and adds more oversight.

    The latest agreement comes after concerns the Hershey Trust failed to follow a previous deal reached in 2013.

    The Trust has long faced criticism that it's mishandled its endowment and strayed from its mission of educating underprivileged children.

    The deal with the state Attorney General's office will require three members of the board resign by the end of this year, and two more leave by the end of 2017.

    Board pay is also getting set at $110,000, board members will only get reimbursed for coach airplane tickets.

    It will also have to provide 30 days notice to the AG's office of a candidate for a seat on the board, with their resume and qualifications.

    Kane says the advance notice is key because it will have to include a resume and a list of any personal relationships with current board members.

    "That's a major change and what that does is that discourages the people going out from appointing their friends, who have no expertise. And we now have oversight of that before it happens, where we never had that oversight," she says, adding, "I think that there's no question that we're making progress and the board is a part of that because they did enter into the agreement. We did not have to go into court and sue them to make the changes that everybody felt was necessary."

    The Hershey Trust Board Chairman Velma Redmond - who must resign by the end of next year - said in an open letter that she's satisfied with the outcome, and is confident that with the reduced compensation, the board will still be able to attract qualified candidates.

    The Hershey Trust - one of the largest children's charities in the county with $12 billion in assets - runs the Milton Hershey School.

    It also controls the majority of shares in the Hershey Company and owns the Hershey Entertainment and Resorts Company.

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  11. AG deal with Hershey Trust limits member pay, service

    Jul 29, 2016 | ABC27

    By Janel Knight

    HARRISBURG, Pa. (WHTM) – An agreement with the state attorney general’s office limits service and compensation of board members at the Milton Hershey School and requires five to retire by the end of next year.

    The agreement announced Friday additionally requires the Hershey Trust Company and Milton Hershey School boards to give the state attorney general’s office at least 30 days written notice of all real estate deals of more than $250,000.

    Attorney General Kathleen Kane’s office in 2013 began an investigation following the $12 million purchase of a golf course in 2006 to serve as both a buffer zone and new student housing at the private boarding school.

    The agreement limits board member service to 10 years and sets compensation at $110,000 per year. Members may not receive more than $80,000 if they also serve on the board of The Hershey Company or Hershey Entertainment and Resorts.

    Members Robert Cavanaugh, Joseph Senser and James Nevels must retire by the end of the year. Current chairman Velma Redmond and James Mead must retire by the end of 2017.

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  12. Critics assail Kathleen Kane's latest attempt to reform the Hershey

    Jul 29, 2016 | Philadelphia Inquirer

    By Bob Fernandez

    Attorney General Kathleen Kane announced Friday that five of the longest-serving and highest-paid board members on the $12.3-billion Hershey Trust for poor children would resign over the next 18 months after a probe into the board's compensation, governance and travel expenses.

    Friday's settlement would create a new board majority for the nine-member board. It also marks the second attempt by Kane in four years - and the third effort since 1994 - to fix the scandal-plagued charity.

    Hershey board members, while overseeing a school for poor children, have earned millions of dollars in compensation and spent more than $4 million on outside law firms since mid-2015 to investigate one another as they bickered over conflicts of interest and possible insider trading involving Hershey chocolate company stock.

    In a 30-minute press conference, Kane said she did not require that Hershey Trust board members reimburse the legal fees to the trust for poor children because the attorney general's office considered those payments part of a "legitimate dispute."

    Kane said she believed that "we are evolving to a brighter future" for the trust. She saw it as a good sign that "we did not have to go into court and sue them to force changes."

    Because Kane's law license has been suspended as she awaits a criminal trial next month, First Deputy Attorney General Bruce L. Castor Jr. signed the agreement.

    Trust chairwoman Velma Redmond said in a statement that the talks with the attorney general's office were "productive. We are satisfied with the outcome."

    Critics lost no time attacking the agreement which they said wouldn't force the charity to correct its ways and may be weaker than past ones.

    Ric Fouad, a school alum who is President of Protect The Hersheys' Children, an adovocacy group, said "Pennsylvania officials have again taken pains to preserve the Hershey child welfare charity as a patronage slush fund.

    "This agreement does nothing for needy kids and everything for those profiteering at kids' expense. Attorney General Kane has again disgraced her office and thrown needy kids under a bus."

    "It's riddled with loopholes," Joseph Berning, a school alum who has been advocating for reforms since the mid-1990s, citing language in the agreement such as "best efforts" to maintain a 13-member board. "I'm so frustrated I can't see straight."

    Because the attorney general's office did not force the board members to reimburse the millions of dollars in legal fees, "they can do whatever they want with the trust money as long as they [collectively] agree to it. The attorney general has given them carte blanche."

    The Hershey Trust is considered the nation's largest child charity because it finances and oversees the 2,000-student Milton Hershey School. Buoyed by decades of dividends from Hershey Co. stock, the trust has amassed $12.3 billion in asssets compared to $1.3 billion for Phillips Exeter Academy, a bellweather prep school.

    The agreement, which will be filed with the Dauphin County Orphan's Court, says that the attorney general's office has to be given a 30-day notice when Hershey Trust is about to appoint new board members and that members will serve maximum 10-year terms, which could be extended by one year.

    The agreement sets $110,000 as annual board compensation, plus additional $10,000 to chair a board committee. Trust board members can still sit on the board's of for-profit companies owned or controlled by the charity, which can boost their compensation significantly.

    The agreement calls for the Hershey Trust boards - one to manage the charity's finances and a second to oversee the school, but comprised of the same individuals - to expand to 13 members from the current nine.

    Former chairman Robert Cavanaugh, Joseph Senser and James Nevels will resign by Dec. 31, the agreement says.

    Both sit on the Hershey Trust Co. and the Hershey Co. chocolate giant boards.

    Cavanaugh, an alum who was appointed to the trust in 2001, is a former trust board chairman. Last year, Cavanaugh was embroiled in a conflicts of interest scandal when his college-age son was hired into a lucrative summer internship, earning about $13,000 over 10 weeks from one of the Hershey Trust's outside money managers.

    The Hershey Trust board paid a New York law firm $650,000 to see if Cavanaugh violated the trust's conflict of interest policies. The report - which ended up costing about $38,000 a page - cleared Cavanaugh.

    The current chairwoman of the trust, Velma Redmond, and board member James Mead will have to resign by Dec. 31, 2017.

    Redmond joined the board in 2001 and is well past the 10-year limit. But Kane said it was important for Redmond stay for continuity with so many board departures.

    While Kane called Friday's reforms "wonderful," they seem to be barely different from ones the trust voluntarily agreed to more than 20 years ago.

    In 1994, the Hershey Trust announced as part of its reforms package to settle an attorney general investigation that it would restrict board members to two five-year terms - or ten years total, according to an April 7 press release from that year.

    As part of those 1994 reforms, the trust also said that its "new criteria for board membership" included "school-related experience, such as education and child development."

    The Hershey Trust boards still lack experts and the new agreement says the trust has to use "best efforts" to appoint them to the boards.

    Kane said the attorney general's investigation did not involve the Hershey Co. chocolate company, which is controlled by the trust.

    Mondelez International Inc. offered to acquire Hershey Co. for $107 a share in June but the offer was rebuffed by the Hershey company's board. Many on Wall Street expect Mondelez to make a higher offer with the trust board weakened.

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  13. Hershey Trust directors' pay

    Jul 29, 2016 | Philadelphia Inquirer

    By Bob Fernandez

    Name, Total pay over last four years, Year appointed

    Robert F. Cavanaugh, $1.4 million, 2001

    James Mead, $1.2 million, 2007

    James Nevels, $2.4 million, 2007

    Velma Redmond, $453,829, 2003

    Joseph Senser, $759,299, 2001

    Robert C. Heist, $405,278, 2011

    David Saltzman, N.A., 2014

    M. Diane Koken, N.A., 2016

    James W. Brown, N.A., 2016

    Source: IRS tax returns

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  14. Pact to limit Hershey Trust board pay, terms

    Jul 29, 2016 | Lebanon Daily News

    HARRISBURG — State regulators and a $12 billion trust established by the chocolate maker Milton S. Hershey to educate poor children have announced a deal to revamp the trust's board and change its operating rules following reports about its lavish spending.

    The deal, announced Friday, requires five members of the 10-member Hershey Trust to retire by the end of next year, puts new limits on how much board members will be paid and imposes limits on their expenses.

    "The sole motivation is to make sure that trust does as well as it possibly can to educate these children who so desperately deserve it," Democratic Attorney General Kathleen Kane said.

    Board members Robert Cavanaugh, Joseph Senser and James Nevels will be off the board by January, followed a year later by the departures of James Mead and chairwoman Velma Redmond. Terms will be capped at 10 years, and board members must retire after age 75.

    Redmond said the board was satisfied with the deal and the departures already were in the works under "a previously adopted succession plan with age and tenure limits," which the board didn't have before.

    The Hershey Trust is overseen by the attorney general's office as a charity because it manages assets that fund the 2,000-student Milton Hershey School for disadvantaged children that Hershey and his wife established in 1909.

    It holds a controlling interest in The Hershey Co., whose products include Reese's Peanut Butter Cups and Kisses, and owns Hershey Entertainment and Resorts Co., the operator of Hersheypark and the Hotel Hershey.

    The Hershey Co.'s board recently rejected a $23 billion offer from Mondelez International Inc. to create the world's largest candy maker. Some analysts believe additional offers from Mondelez or its competitors could be forthcoming. Kane said the agreement with the Hershey Trust should not affect or influence the future of the chocolate-making Hershey Co., "which remains strong and economically viable."

    The agreement developed from an investigation into the Hershey Trust's compliance with a 2013 agreement.

    A 2013 report that followed a two-year investigation by the attorney general's office found no wrongdoing by board members, but it concluded that Milton Hershey School assets had paid excessive compensation to members of the trust's board.

    It determined that fair market value was paid when the board spent $12 million in 2006 for a financially troubled golf course near the school, a transaction that drew criticism.

    At that time, Kane said an agreement to change operating rules would make the board run better and was more appropriate for an entity that aims to help and educate disadvantaged children.

    Those changes included notifying Kane's agency of any significant real estate transactions, cutting board members' pay and limiting their ability to serve on multiple boards at the same time.

    The new board eventually will be expanded to 13 members, and the attorney general's office will get a month's notice whenever a new member is being added. Board annual salaries will be capped at $110,000, indexed for inflation, with the chair getting $140,000 and committee chairs another $10,000.

    Members are no longer allowed to bill the board for first-class airfares, and perks such as spa treatments and entertainment are prohibited. The trust must stop paying travel expenses for family members.

    The Philadelphia Inquirer reported last month that a weekend meeting last year at a New York hotel cost $18,000, part of some $362,000 in travel, meals and lodging over the past 2 1/2 years. Payments to the board were $6.9 million in the past three years, the newspaper reported.

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  15. Trade Coverage

  16. Pact limits pay and tenure of Hershey Trust members

    Jul 29, 2016 | Central Penn Business Journal

    By Roger DuPuis

    The Hershey Trust Co. and the Milton Hershey School have agreed to new restrictions on their operations and governance in an accord reached with the Pennsylvania Office of Attorney General, which had been investigating the organizations.

    Under the deal filed today in Dauphin County Orphans' Court, the trust's size will increase from an average of nine members to 13. The court oversees matters related to charitable organizations, including the trust.

    Attorney General Kathleen Kane said the move will help create a more diverse panel, particularly with respect to adding members who have expertise in areas such as large property transactions and the education of at-risk youth, which is the school's mission.

    Kane also praised the trust for its cooperation with her office's efforts, which were led by Chief Deputy Attorney General Mark A. Pacella.

    "I think that there is no question that we are making progress," said Kane, referring to years of investigations into the trust and the school, which has been under scrutiny by the AG's office over issues including how much its members are paid, how long they serve and questions about their expenses.

    "There is an agreement, and we did not have to go to court to sue them to make progress," Kane added.

    In an open letter released this afternoon, trust Board Chairwoman Velma Redmond, who also chairs the school's board of managers, said discussions with the AG's office in recent months had been productive.

    "We are satisfied with the outcome," Redmond said. "The boards now move forward, working cohesively and collaboratively, as we direct, support and fulfill the ongoing mission of the Milton Hershey School."

    News of a possible deal initially emerged last week, but the trust also has been in the headlines over its association The Hershey Co.

    The trust is Hershey's main stockholder, controlling more than 80 percent of the company's voting shares — which gives the body significant leverage over any possible sale of the Dauphin County candy company.

    Three members of the trust's board also sit on the Hershey Co. board, which on June 30 rejected a $23 billion purchase proposal from Illinois-based Mondelez International, a Kraft Foods spinoff whose brands include Oreo Cookies.

    Terms of the deal

    Here is what the deal includes:

    • Board members are limited to 10 years of service, with the possibility of one-year extensions. Board members also must submit to annual performance evaluations.

    • Board members Robert F. Cavanaugh, Joseph M. Senser and James E. Nevels must retire by the end of this year. James M. Mead and Redmond must retire by Dec. 31, 2017.

    • Prior to the election of any new manager or director, the board must provide the AG's office with a 30 days written notice of any candidate.

    • Annual board trust compensation is capped $110,000 per year. Lower caps are set for board members who sit on the boards of other Hershey entities, including The Hershey Co. and Hershey Entertainment and Resorts Co.

    • Managers of the school and the trust's directors must continue "to use their best efforts" to identify board candidates whose education, training and experience reflect the full range of the boards' responsibilities, including at-risk children, residential education, financial and business investment and real estate management.

    • The trust may continue to elect members to the Hershey Co. board, but no more than three may sit at a time, and neither the school's president nor the trust's CEO may serve with the chocolate company.

    • The deal also provides clarification to the school/trust conflict of interest policy, continuing the requirement that the trust and school must provide the AG's office with written notice of at least 30 days prior to all real estate transactions involving more than $250,000 or a lease of more than three years.


    Enforcement

    Reporters asked about several possible scenarios, including how investigators can prevent outgoing board members from simply replacing themselves with friends and acquaintances.

    Kane pointed out that the AG's office is entitled to 30 days notice before new candidates are elected. If the office does not feel an individual is suited to the service, the AG's office has the right to question the board further.

    "We can go to back to them and say we object," Kane said.

    In such a case, the board has "to prove to us" why they weren't able to find a candidate who demonstrates proper expertise, she added.

    If the board persists?

    "We always have the opportunity to take them to court," Pacella added.

    Why no immediate resignations? Kane said the departures that will follow the deal were staggered to maintain continuity — particularly given that Redmond, for example, is only in her first year — and not to deplete the board of its existing expertise.

    "Twenty-two years ago there were no experts on the board," she said, referencing a much earlier agreement. "Today there are experts on the board in certain areas."

    And the panel already has lost several members. Trustee Joan Steel resigned earlier this month, though no reason was given for her departure. Redmond said that three members have departed for personal reasons in the past year, while two new members were added.

    "This allows the board to transition," Kane said of the deal. "We think that is a reasonable amount of time."

    Hershey Co.'s future

    Kane declined to comment on the nature of negotiations, and also said the deal was in no way related to the chocolate company, being focused solely on the trust's compliance with a previous 2013 agreement with the AG's office.

    For more than a decade, internal and external debate has swirled around whether the trust would be better served by diversifying its holdings, so it is not so financially dependent on the candy company's fortunes.

    Milton Hershey, who founded the chocolate company that bears his name, established the trust more than a century ago. Its purview also includes the Milton Hershey School Trust, The M.S. Hershey Foundation Trust and the Hershey Cemetery Trust.

    Kane said her office is not making any recommendation about whether the trust should diversify, saying that matter is "outside our jurisdiction," and that matters related to any sale of The Hershey Co. are up to the company's board.

    "Because the deed of trust mandates 'in perpetuity,' we have to get it right in correctly managing assets," Redmond said.

    "The boards continue to review the diversification profile of the school trust assets with the assistance of expert outside advisers as well as the management of the trust company," she added. "We are satisfied that the asset portfolio is being managed by the trust company in a responsible manner, consistent with the 1909 Deed of Trust."

    Both Redmond and Kane said the changes will benefit students.

    "These really are wonderful reforms for children," Kane said.

    "As we make this transition, I would be remiss if I didn’t point out that both the trust company and the school are performing at exceedingly high levels," Redmond said of the facility, which she said has nearly 2,300 students and a student retention rate of 93.2 percent.

    "The school trust’s income has nearly doubled in the last ten years despite steep declines in interest rates and a volatile investment market," Redmond added. "The increased income is what has allowed us to serve so many more students over that time."

     

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  17. Hershey Trust and PA Attorney General work out deal

    Jul 29, 2016 | Seeking Alpha

    By Clark Schultz

    The Pennsylvania Attorney General's office struck a deal with the trust that controls Hershey (HSY -0.7%) over its board representation.

    Four board members will exit by the end of this year and two more by the end of 2017. Limits on service and compensation for board members are now in place.


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  18. Pennsylvania AG, Hershey Trust Reach Settlement (HSY)

    Jul 29, 2016 | Street Insider

    The Pennsylvania attorney general and the Hershey Trust reached a settlement. Hershey Trust board member tenure will now be limited to 10 years, compensation set at $110K year.

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  19. Condition pact with Hershey Trust would limit member pay, terms

    Jul 29, 2016 | Archy Nety

    The Hershey Trust funds a college for disadvantaged children established by Milton Hershey and the wife. Additionally, it is the owner of Hershey Entertainment and Resorts.

    The agreement involves five board people departing: Robert Cavanaugh, Frederick Senser and James Nevels through the finish of 2016 and James Mead and Velma Redmond through the finish of 2017.

    Pennsylvania’s attorney general states her office includes a new agreement around the governance and procedures of Milton Hershey’s multibillion-dollar charitable trust that controls the chocolate maker that bears his name.

    Additionally, it would put limits aboard member service and compensation.

    Attorney General Kathleen Kane introduced Friday the agreement was filed in Dauphin County’s orphans’ court.

    Kane states the agreement developed from an analysis in to the Hershey Trust’s compliance having a 2013 agreement and should not modify the chocolate maker. 

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  20. Broadcast Coverage

  21. Power Lunch

    Jul 29, 2016 | CNBC

    View clip here: http://beta.criticalmention.com/app/#clip/view/23620121?token=517fb533-e2ab-4ea3-8a61-b594646b71f2

     

    Rough transcript: all right. dominic chu, breaking news on hershey. >> so what we have now is a settlement between the attorney general's office in the state of pennsylvania with the hershey trust company and the milton hershey school board of directors there. in this particular settlement as alluded to in prior reports over the last couple of weeks, the attorney general's office agrees now with the trust and the board of the school to at least have three members of the current board resign by the end of this year. those include james meade velma redman also looking at what else is happening here, those particular two are going to retire at the end of 2017. however, robert cavanaugh, joseph and james nevels must resign at the end of this year. so five will resign between this year and next year opening the door to new governance. this all coming, guys, because there were some allegations of perhaps excessive compensation for board members also possible conflicts of interest. this is a big deal especially when it comes to a possible mondelez bid for hershey company. >>

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  22. Bloomberg Markets

    Jul 29, 2016 | BLOOM

    View clip here: http://beta.criticalmention.com/app/#clip/view/23624410?token=517fb533-e2ab-4ea3-8a61-b594646b71f2

     

    Rough transcript: It’s time for our Bloomberg business flash, a look at some of the biggest business stories in the news right now. Hershey Trust, a $12bn dollar charity that controls the Hershey chocolate company is reforming its business practices. That’s part of the deal reached with Pennsylvania’s attorney general and that ends a probe into the scandal scarred non-profit group. The trust which has faced allegations of lavish spending by board members agreed to term limits and to a cap on compensation for board members. The deal also calls for three members of the trusts board to resign by the end of the year. 

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