Tag Archives | Corporate Governance

Will Corporate Elites Attack Public Opinion Next?

WallGreed

Public Opinion

Entrenched corporate elites may need to up their public opinion game. Robert Monks and Nell Minow are near the top of their attack list. (Shareholder crusaders Monks and Minow speak out) Having been sued several times for having the audacity to make recommendations to boards via shareowner proposals, I’m on there too. (see EMC v. John Chevedden and James McRitchie: Case Dismissed, as well as Deal Professor Equates Filing Proxy Proposals with Terrorism) Of course, proxy advisors, such as ISS and Glass Lewis are at the top for frequently advising clients to vote in favor of shareowner proposals and against those of management. Research now indicates, public opinion may be next. Continue Reading →

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The iTTi Manifesto: Improving Accountability for Information Technology

itti-manifestoWe are living a time of sad celebration: just a few weeks ago, we were honoring the one hundredth anniversary of the start of the First Great War. For sure, lots of people remember the many unfortunate consequences – both personal and social, including corporate – it provoked; but, maybe, only a few remember the savvy musings of Georges B. Clemenceau.

A former journalist, Clemenceau was Prime Minister of France during World War I. At that time he stated “La guerre! C’est une chose trop grave pour la confier à des militaires” (“War! Something too serious a matter to be entrusted to the military”); a statement one could assume that was not well received, even misunderstood, by those directly concerned (especially within the militia). But a statement of which we could, nowadays, take advantage in our corporate world.

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Corporate Political Spending Disclosure: Strategic Communications Plan

Corporate Political Spending PollIn the absence of mandatory disclosure, companies are increasingly, voluntarily adopting disclosure policies for their corporate political spending – largely in response to pressure from shareholders, investor advocates, the media, political groups and others. In this articleChuck Nathan suggests that voluntary disclosure may or likely will become the norm – at least among larger companies – within the next few years. Given that potential, he provides some timely, seasoned advice – namely, that companies undertaking or considering such disclosure do so only in the context of a strategic communication plan that includes these critical elements: Continue Reading →

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FedEx: Proxy Vote Score 42

fedex-logoFedEx $FDX, which provides transportation, e-commerce, and business services in the United States and internationally, is one of the stocks in my portfolio. Their annual meeting is coming up on 9/29/2014. ProxyDemocracy.org had collected the votes of three funds when I checked on 9/20/2014.  I voted with management 42% of the time and assigned them a proxy score of 42.  View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the FedEx 2014 proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Organize for Corporate Accountability

CorporateState_MEI think it was Dina Medland who got many of us in the #corpgov Twitter world, tweeting cartoons on Sunday (#cartoonsunday). These tweets and retweets get ‘read’ far more than most of our actual work-related efforts, certainly more than mine.

Thankfully, they offer a quick distraction and usually a hint of insight on the weekend when most have a little more time for reflection and sorting through priorities. Continue Reading →

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H&R Block (HRB): Proxy Vote Score 54

hrb-logoH&R Block $HRB, which provides tax preparation and related services to the general publicis one of the stocks in my portfolio. Their next annual meeting is September 11, 2014. ProxyDemocracy.org had collected the votes of two funds when I checked and voted on 9/7/2014. I also checked the votes of OTPP and CalSTRS. All advance disclosers that I know of except CBIS voted in favor of all items. I voted with the Board’s recommendations 54% of the time and assigned them a proxy score of 54. View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the H&R Block proxy in order to enhance corporate governance and long-term value.

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Medtronic, Inc. (MDT): Proxy Vote Score 59

medtronicMedtronic $MDT, which manufactures and sells device-based medical therapies worldwideis one of the stocks in my portfolio. Their next annual meeting is August 21, 2014. ProxyDemocracy.org had collected the votes of three funds when I checked and voted on 8/17/2014. I voted with the Board’s recommendations 59% of the time and assigned them a proxy score of 59. View Proxy Statement. Read Warnings below. What follows are my recommendations on how to vote the Medtronic proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Rise of Pseudo-Rights: Proxy Season Review

Paul Marsland photo

Paul Marsland

Guest Proxy Season Review:  Paul Marsland is a regular panelist and contributor to publications on corporate governance issues and has served in a number of senior roles at PIRC Ltd the UK based corporate governance consultancy most recently as Head of Policy.

Time to take stock of the proxy season. The proxy season means February in Seoul, October in Sydney, June in Tokyo and April in Paris so August seems as good a month as any for a review. Continue Reading →

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MSc Management and Corporate Governance at U of Ulster: Video Friday

University of Ulster MSc Management and Corporate GovernanceThe Associate of Chartered Institute of Secretaries (ACIS) and the University of Ulster offer this course involving leading to an MSc Management and Corporate Governance through a face-to-face program to help you achieve a demanding professional and academic qualifications. Students work towards an academic qualification and Graduate Member of the Institute of Chartered Secretaries and Administrators (GRAD ICSA) leading to professional membership. Continue Reading →

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What is Corporate Governance?

Niamh Brennan

Niamh Brennan

In this guest post, first published by Business and Leadership on July 28Niamh Brennan of the University College Dublin (UCD)  explains what the term corporate governance means. I’ve added a few links to her original. We have a host of other definitions for corporate governance in our Library but I like Professor Brennan’s reference to etymology and her point about the centrality of limited liability.

The word governance comes from a Latin word – gubernare – which means to steer. Cicero wrote “he that governs sits quietly at the stern and scarce is seen to stir”. Thus my colleague, Dr Collette Kirwan, has conceptualised the board as being the navigator of the company. Continue Reading →

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SSRN Research on Corporate Governance

SSRN logoSSRN, the Social Science Research Network, is one of the best sources for academic research on corporate governance. What follows are brief highlights from four recent papers in corporate governance related topics. You may find SSRN research on corporate governance of interest.

Does Corporate Governance Quality Affect Analyst Coverage? Evidence from the Institutional Shareholder Services (ISS)

Chintrakarn, Pandej and Jiraporn, Pornsit and Kim, Young Sang and Kim, Jang-Chul, Does Corporate Governance Quality Affect Analyst Coverage? Evidence from the Institutional Shareholder Services (ISS) (June 25, 2014). Available at SSRN Continue Reading →

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Bess Joffe Takes Corporate Governance Post at TIAA-CREF

Bess Joffe photo

Bess Joffe

tiaa-cref

TIAA-CREF

TIAA-CREF, the $569 billion financial services provider, appointed Bess Joffe as managing director of corporate governance, effective August 4. She will report to Jonathan Feigelson, senior managing director, general counsel and head of corporate governance, and will be based in London. Joffe will help lead TIAA-Cref’s corporate governance program and policies, including active ownership, public advocacy, thought leadership and proxy voting. Continue Reading →

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Video Friday: Richard LeBlanc on How to Create Effective Boards

Dr. Richard LeBlanc

Richard LeBlanc

Dr. Richard LeBlanc, author of Inside the Boardroom: How Boards Really Work and the Coming Revolution in Corporate Governancediscusses how to create effective boards.

In light of corporate malfeasance in recent years, the governance of corporations has been receiving great attention from regulators, researchers, shareholders, and directors themselves. Based on Richard Leblanc’s in-depth five-year study of 39 boards of directors of both for- and not-for-profit organizations, Building a Better Board goes behind the scenes to reveal the inner workings of boards of directors, including how they make decisions. Continue Reading →

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