Those of us involved in corporate governance issues for a living enjoy talking shop with others in the field. One reason, I suspect, it that it’s so damned difficult to explain corporate governance norms to people on the outside. “You mean CEOs pretty well select the very board members who set those CEOs’ pay and performance standards? How can I get a job like that?”…and so on. Continue Reading →
Following publication of two out of three planed posts on recent research (part 1 and part 2), the following was received from Bernard S. Sharfman concerning his availability as a speaker, complete with a PowerPoint Presentation of his most recent paper. Since I believe his article and ideas deserve wide circulation, I reproduce his note below. I would love to hear from other authors as well and would welcome guest posts from all. Continue Reading →
Each year, the Millstein Center for Global Markets and Corporate Ownership at Columbia Law School presents the annual Rising Star of Corporate Governance Awards.
The 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 →
Whole Foods Market (WFM) has informed me, without any attempt to negotiate terms over my submitted proposal, their board went ahead in adopting proxy access bylaws. See 8-K and amended bylaws. They have asked if I now want to withdraw my proposal. As I did for H&R Block, below I attempt to weigh the pros and cons of withdrawing my proposal. Continue Reading →
The key provisions included in the Company’s proxy access bylaw provision are substantially consistent with the Proposal. Given that the purpose of the Proposal has been fulfilled, we request that you promptly withdraw the Proposal.
Should I withdrawal my proposal and declare victory? Let’s examine. Continue Reading →
Now that proxy season is finally winding down, I had a few minutes to take a quick glance at recent research on corporate governance and shareholders reported on SSRN. This is part 2 of 3. (Part 1) Below I am simply including a few citations and abstracts of studies useful to shareholder advocates in the US. I would welcome guest posts on such research from authors, critics or other interested parties. Please contact me via e-mail or by leaving comments below. Continue Reading →
Now that proxy season is finally winding down, I had a few minutes to take a quick glance at recent research reported on SSRN. Below I am simply including a few citations and abstracts of studies that might be useful for shareholder advocates in the U.S. I’m sure I included some that are strictly academic and missed many more that would be useful. I would welcome guest posts on such research from authors, critics or other interested parties. Please contact me via e-mail or by leaving comments below. Continue Reading →
Last year it was a judge telling me he didn’t think I should have the right to submit a proxy proposal even though I owned 3-4 times the required threshold.
Generally, I take the hassles of being a shareowner advocate with a grain of salt. I’m able to ignore it and forget it but here’s a short list of things that stuck in my craw. Continue Reading →
The Deal Professor, Steven Davidoff Solomon, recently discussed voting rules aimed at fostering “long-termism” in his post, France Answers Hostile Bids With the Two-Vote Share. While less damaging than dual-class shares issued at the IPO stage that continue ad infinitum, importing such a scheme to the United States would reinforce the behavior of idiots. Continue Reading →
Watch Dr. Richard Leblanc talk about Proxy Access for boards and how it could be a corporate governance game-changer.
CCGC has endorsed proxy access. Dr. Richard LeBlanc discusses democracy in corporate governance. Proxy access is the corporate governance game changer. Business organizations have pushed back but some companies have voluntarily adopted it. “This is the right thing to do as far as corporate governance.” Continue Reading →
Yahoo! Inc. (YHOO), one of the stocks in my portfolio, is engaged in providing Internet search, communication and digital content. Their annual meeting is coming up on 6/24/2015. ProxyDemocracy.org had the vote of three funds when I checked and voted on 6/15/2015. I voted with the board 46% of the time and assigned YHOO a proxy score of 46. Continue Reading →
The Habit Restaurants, Inc. (HABT), one of the stocks in my portfolio, operates fast casual restaurants under The Habit Burger Grill name in California, Arizona, Utah, and New Jersey, offers charbroiled hamburgers, specialty sandwiches, fresh salads, and shakes and malts. Their annual meeting is coming up on 6/23/2015. ProxyDemocracy.org had the vote of one fund when I checked and voted on 6/15/2015. I also located the vote of CalSTRS. I voted with the board 33% of the time and assigned Premiere Global Services a proxy score of 33. Continue Reading →
Florida SBA recently completed a study of the impact of its proxy voting in proxy contests. See Valuing the Vote: The Impact of Proxy Voting on SBA Portfolio Holdings.
I’d love to see more such analysis at other funds. Continue Reading →
Premiere Global Services, Inc. (NYSE:PGI), one of the stocks in my portfolio, offers virtual meeting solutions. Its cloud-based solutions provides multi-point, real-time virtual collaboration using video, voice, mobile, web streaming and file sharing technologies. Their annual meeting is coming up on 6/17/2015. ProxyDemocracy.org had the vote of one fund when I checked and voted on 6/14/2015. I also located the vote of CalSTRS. I voted with the board 67% of the time and assigned Premiere Global Services a proxy score of 67. Continue Reading →
Ellie Mae Inc (NYSE:ELLI), one of the stocks in my portfolio, is a provider of on-demand software solutions and services for the residential mortgage industry in the United States. Their annual meeting is coming up on 6/17/2015. ProxyDemocracy.org had the vote of one fund when I checked and voted on 6/11/2015. I also located the vote of CalSTRS. I voted with the board 50% of the time and assigned Ellie Mae a proxy score of 50. Continue Reading →