The Handbook of Board Governance: A Comprehensive Guide for Public, Private, and Not-for-Profit Board Member is now in available. I contributed Chapter 21, The Individual’s Role in Driving Corporate Governance. I am currently focused on filing shareholder proposals at several companies that have adopted proxy access bylaws that don’t meet best practices standards as outlined by the Council of Institutional Investors. Continue Reading →
WEST SACRAMENTO, CA – The California State Teachers’ Retirement System is searching for public equity investment managers with an environmental, social and governance focus. There are up to six new ESG manager spots available for consideration.
This is a great opportunity for ESG focused PE Managers. You will be working with one of the most progressive funds in the entire world. CalSTRS even announces their proxy votes in advance of annual meetings so that others can follow their lead. See job opportunities. Continue Reading →
Tobacco Investments Update
Apparently, CalPERS sent invitations out on 9/27, 10/6 and 10/13 to about 400 people. Although I am on mailing lists for press and rulemaking, I wasn’t on the “stakeholders” mailing list. That has now been corrected going forward.
The webinar was brief. CalPERS Chief Operating Officer Wylie Tollette reviewed CalPERS’ prior tobacco divestment actions, CalPERS’ general investment considerations, the broader implications of divestment, and public policy considerations related to tobacco. View recording of webinar. Download the handout in pdf (review-of-tobacco-investments-restrictions-slide-deck). Continue Reading →
Severely Disappointed that CEO Chris Reed Has Stalled the Process Aimed at Reaching a Mutually Agreeable Slate of Board Candidates
The Committee Has Tried to Work Constructively and in Good-Faith with Mr. Reed for Many Weeks to Reach a Compromise Board and Avoid a Proxy Contest, but to No Avail
The Committee Is Left with No Choice But to Proceed with Next Steps for Seeking the Election of its Five Highly Qualified Director Candidates at Reed’s 2016 Annual Meeting
Remains Open to Working with Mr. Reed to Arrive at a Unified Director Slate as Proxy Deadlines Loom Continue Reading →
Shareholders of Wells Fargo $WFC and members of the Interfaith Center on Corporate Responsibility today announced that they have filed multiple resolutions as a result of fraudulent activities uncovered by the Consumer Financial Protection Bureau (CFPB).
Wells Fargo recently reported a $185 million settlement with the CFPB due to widespread and systemic illegal acts of consumer fraud, including setting up two million deposit and credit card accounts for customers without their permission. Continue Reading →
The SRI Service Award is one of the most prestigious awards given in the corporate governance industrial complex… and this one is for work in the field of Sustainable, Responsible, Impact investing. No one has to excuse themselves for working in SRI. Like motherhood and apple pie, SRI is inarguably good… although there are still a few who think the earth is flat and climate change is a hoax.
It doesn’t take much to nominate. No justification is required… but you can bet those with the most nominations will be widely discussed at the upcoming SRI Conference (see coverage of past conferences). I submitted the name of one of my heroes, Julie Goodridge, and since I’ll miss the Conference this year, I’ll tell you why after I tell you a little more about the Award. Continue Reading →
IRRCi Investor Research papers accepted in fifth annual competition. Two winners will receive $10,000 each and will have an opportunity to present their research findings at the 2016 Columbia University Millstein Center for Global Markets and Corporate Governance Forum. Practitioner and Academic submissions will be accepted until October 7, 2016. Continue Reading →
ProxyDemocracy.org had collected the votes of 3 fund families when I checked. Vote AGAINST pay, committee; FOR reports on political activity and how PG is addressing pro-discrimination laws. I voted with the Board’s recommendations 43% of the time. View Proxy Statement via iiWisdom. Continue Reading →
I continue my review of The Handbook of Board Governance: A Comprehensive Guide for Public, Private, and Not-for-Profit Board Member. With the current post, I provide comments on Part 7 of the book, Governance of Sustainability. This is why I got into the field as an NIMH Fellow in the late 1970s studying what forms of corporate governance would be best for corporations AND society. This part of the Handbook is worthy of a separate 100-page book by itself, probably with broader appeal to the general public. Continue Reading →
On September 29, 2016 Tim Smith, Walden Asset Management’s director of ESG Shareowner Engagement, will be honored at the annual event of the Interfaith Center for Corporate Responsibility (ICCR) for his decades-long, indefatigable leadership shaping the landscape of shareholder advocacy for more just and environmentally sound business policies and practices.
Tim is the first secular recipient of the ICCR Legacy Award, a recognition of his nearly quarter-century history at the helm of ICCR as well as 16 years at Walden where he continues to demonstrate daily how shareholder leverage can be an effective vehicle for positive change.
ICCR describes Tim as having had a profound impact on the field of sustainable and responsible investing, noting:
Tim plays a valuable role in virtually every ICCR program area but has been an especially effective leader of investor engagements on climate change and on governance topics including lobbying and political spending, executive compensation and separate Chair/CEO, as well as board diversity.
I’ve already provided my suggested votes at FedEx ($FDX) at FedEx (FDX): Proxy Score 44. September 25th is the last day to vote online.
However, the following came in today from my friend of NorthStar Asset Management, Inc. concerning their proposal #7 Report Application of Company Non-Discrimination Policies in States With Pro-Discrimination Laws. Of course, I would vote for it 100 times over if I could, so I thought her words worth repeating. State-promoted discrimination is akin to state-sponsored terrorism, as far as I’m concerned. We have to fight it on every front. Continue Reading →
FedEx Corporation (NYSE:FDX) provides transportation, e-commerce, and business services in the United States and internationally. Their annual meeting is coming up on September 26, 2016. Last day to vote is the 25th, unless you attend the meeting.
ProxyDemocracy.org had collected the votes of two fund families when I checked. Vote AGAINST pay, compensation committee; FOR all shareholder proposals. I voted with the Board’s recommendations 44% of the time. View Proxy Statement via iiWisdom. I’m on vacation, so sorry for the late and somewhat abbreviated post. Continue Reading →
Torres-Spelliscy’s Corporate Citizen? An Argument for the Separation of Corporation and State, analyzes the trail of legal cases that led to the 2010 Supreme Court decision in Citizens United, as corporations won rights originally reserved for citizens. Not only are they winning the rights of real persons, but they are avoiding the responsibilities of citizenship… like paying taxes.
Before reading the book, I vaguely knew one of the first key decisions stemmed from the Fourteenth Amendment to the U.S. Constitution, which says,
[n]o state shall… deprive any person of life, liberty or property without due process of law, not deny to any person… the equal protection of the laws.
I continue my review of The Handbook of Board Governance: A Comprehensive Guide for Public, Private, and Not-for-Profit Board Member. With the current post, I provide comments on Part 6 of the book, Governance of Information Technology. See prior introductory comments and those on Part 1, Part 2, Part 3, Part 4 and Part 5. As I have indicated before, The Handbook of Board Governance will soon be the most popular collection of articles of current interest in the field of corporate governance, if it isn’t already. Rank 8 at Amazon within the entire field (fluctuates daily). Continue Reading →
Rising Stars of Corporate Governance Award – Each year, the Millstein Center for Global Markets and Corporate Ownership at Columbia Law School presents the annual Rising Stars of Corporate Governance Awards.
This award recognizes people who, while young and possibly new to the field of corporate governance, are making their marks as outstanding analysts, experts, activists, or managers. Recipients may represent any of the many bodies that comprise the world of corporate governance: corporations, academic bodies, institutional investors, auditors, advisory firms, rating agencies, proxy services, professional associations, and others. Continue Reading →
Lawndale Calls for Improved Governance at Willbros Group
Willbros Group – In a filing with the SEC on September 12, 2016, Mill Valley, California-based Lawndale Capital Management, LLC and its affiliates (“Lawndale”) filed a form 13D in Willbros Group (NYSE: WG), reflecting 5% ownership and calling for improvements in the company’s corporate governance policies and board composition.
Included in this 13D filing (linked below) is Item 4 “Purpose of Transaction,” describing Lawndale’s request that the Willbros’ Articles and By-laws be amended as follows: Continue Reading →