Boardroom Insider: Aren’t Boards Supposed to Work That Way?

Boards od Directors

A meeting of a board of directors of the Leipzig–Dresden Railway Company in 1852 (Wikipedia)

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 →

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Bernard S. Sharfman: Speaking Availability

Bernard S. Sharfman

Bernard S. Sharfman

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 →

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Nominate a Rising Star of Corporate Governance

millstein Rising Stars 2013

Ira Millstein and the 2013 Rising Star of Corporate Governance Award winners. Heath Tarbert, Mike McCoy, Craig Ferrere, Muhammad Asif Paryani, Tahmina Nurova, Ira Millstein, and Steven Haas

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 →

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H&R Block Adopts Proxy Access; Should I Withdraw?

H&R Block logoH&R Block Inc. (HRB) has informed me, without any attempt to negotiate terms over my submitted proposal, that their board has gone ahead and adopted proxy access bylaws. In their words:

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 →

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Recent Research for Shareholders in Corporate Governance: Part 2

Recent Research in Corporate Governance Part 2 2015Now 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 →

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Recent Research in Corporate Governance: Part 1

Recent Corporate Governance Research Part 1 2015Now 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 →

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Ticked Off at Proxy Season

Ticked Off

Ticked Off

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 →

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Video Friday: Richard Leblanc on Proxy Access & CIRI 2015

Dr. Richard LeBlanc

Dr. Richard LeBlanc

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 →

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The Habit Restaurants: Proxy Score 33

The Habit RestaurantsThe 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 →

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Premiere Global Services: Proxy Score 67

Premiere Global ServicesPremiere 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 →

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Ellie Mae: Proxy Score 50

Ellie MaeEllie 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 →

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