Archive | October, 2010

UK Looks at Short-termism

UK’s Secretary of State for Business, Vince Cable, launched a consultation into corporate governance and whether failures in that process are stoking a trend for short-termism in investment that damages the long term interests of companies and many of their investors. The consultation will examine allegations that publicly quote companies are being run in order […]

Continue Reading ·

Diehr Elected: Another Candidate Forum Planned

George Diehr has been officially re-elected to the board of administration of CalPERS, as the state elected member. Diehr received 77.5% of the votes; Inderjit Kallirai received 22.4%. Only 28,373 votes were cast by state and Cal State University employees out of about 340,000 eligible voters. We tried to boost interest and voting by holding […]

Continue Reading ·

CalPERS Bonuses

The AP’s Cathy Bussewitz has done a very good job on a topic that I warned needed more attention. (AP Investigation: Calif. pension bonuses examined, 10/21/2010) CalPERS’ plunging value came as stock values tumbled around the world, the state’s economy suffered its worst decline in decades and basic state services faced severe budget cuts. Virtually […]

Continue Reading ·

Video Friday: Pattanik on India, Chevron's "We Agree" Campaign

Devdutt Pattanaik takes an eye-opening look at the myths of India and of the West — and shows how these two fundamentally different sets of beliefs about God, death and heaven help us consistently misunderstand one another. Chevron’s “We Agree” Ad Campaign Environmental and human rights activists have revealed the various leaks that permitted them […]

Continue Reading ·

Bainbridge Guide to Dodd-Frank

In his paper, The Corporate Governance Provisions of Dodd-Frank, Stephen M. Bainbridge  provides a brief overview of the seven principal corporate governance provisions of The Wall Street Reform and Consumer Protection Act of 2010 (better known as “The Dodd-Frank Act”). Section 951 creates a so-called “say on pay” mandate, requiring periodic shareholder advisory votes on […]

Continue Reading ·

Diehr Wins in Low Turnout CaPERS Election

George Diehr has been officially re-elected to the board of administration of CalPERS, as the state elected member. Diehr received 77.5% of the votes cast; Inderjit Kallirai received 22.4% of the eligible vote. Only 28,373 votes cast by eligible state and California State University employees out of about 340,000 eligible voters. I did my part […]

Continue Reading ·

Shareowner Response to Virtual Annual Meetings

For almost a year, the United States Proxy Exchange (USPX) has spearheaded a shareowners response to the threat (and opportunity!) of virtual annual meetings. The immediate concern has been corporations hosting virtual-only annual meetings without shareowner-approved guidelines or safeguards to ensure all participants’ rights are upheld. When intel announced plans to hold a virtual-only meeting, […]

Continue Reading ·

Change in USPX Memberships

The United States Proxy Exchange (USPX) is a young, rapidly growing grassroots organization. We are experimenting, trying new things and learning. Just in August, we launched memberships for our supporters. This has been an enormous success, but based on early feedback, we are making a change. We had planned on accepting corporations or other organizations […]

Continue Reading ·

LexisNexis Top 25 Business Law Blogs of 2010

Quite frankly, I didn’t think of CorpGov.net as a “business law blog” until being nominated. It seems like a reasonable category, as long as I don’t have to go to law school! Of course, now I’d love readers to vote CorpGov.net to top honors. First, you must register. That’s free and doesn’t result in sales […]

Continue Reading ·

Corporate Governance Does Not Belong in the Home!

The increasing concerns of institutional investors and their advisors around reimbursement of new executive hires for losses on home sales necessitated by relocations, summarized in an excellent article by Joann Lublin of the WSJ of October 25, 2010, entitled “Shareholders Hit the Roof Over Home-Loss Subsidies” is confusing, to say the least. It’s certainly desirable that […]

Continue Reading ·

End to Forum Shopping?

The always creative Joe Grundfest, a Stanford Law School professor and former SEC commissioner, proposes that public companies adopt charter provisions to select in advance the forum where shareholder litigation would occur… Delaware, in most cases. He argues: Forum selection clauses are common in commercial agreements. They are also broadly respected and readily enforced, even […]

Continue Reading ·

Help With Say on Pay

Towers Watson launched an online survey tool to help companies better understand their shareholders’ views and perceptions on their executive compensation programs. Dodd-Frank requires publicly traded companies to conduct periodic shareholder votes on their executive pay programs, including how often to conduct say-on-pay votes. In preparation for the say-on-pay era, many companies are trying to […]

Continue Reading ·

New Direction for Corporate Secretaries?

I don’t normally write about people switching jobs in the world of corporate governance but Kenneth A. Bertsch joining the Society of Corporate Secretaries and Governance Professionals as their new President and Chief Executive Officer may be one of those more noteworthy moves. Over the course of my 15 year involvement in corporate governance, I […]

Continue Reading ·

Enhancing Shareholder Value: What's Hot in M&A and IP

It had been months since I’d attended an SVNACD breakfast meetings. Top talent was on hand, both among the panelists and in the audience. The facility at Wilson, Sonsini, Goodrich & Rosati was great. Sorry about photo quality… first time working with a new camera that I may not keep. As usual, my notes are […]

Continue Reading ·

Video Friday: Economic Outlook & TARP Hearing

Watch, as BNY Mellon’s Chief Economist Richard Hoey presents a summary of his October update. We continue to expect a broad sustained global economic expansion over the next several years with the fastest growth in those countries in the strongest financial position (largely in the developing world) and the slowest growth likely in those countries […]

Continue Reading ·

CalPERS Boosts Transparency: Will Post Travel Expense Claims

Taking another step to increase transparency, the CalPERS Board has approved publishing on the CalPERS website all travel expense claims and statements of economic interests submitted by Board Members and key staff personnel. The travel information will be posted online within one month of the date of reimbursement. The statements of economic interest – known […]

Continue Reading ·

CorpGov WayBack Machine: Political Power, Dilution, 1st Virtual Fight, Fiduciary Capitalism

Five years ago we discussed Political Power and Corporate Control: The New Global Politics of Corporate Governance by Gourevitch and Shinn. Here are just a few of their observations: Blockholding and minority shareholder protections are negatively correlated. Minority shareholder protections and share price are positively correlated. Blockholding dips after increased minority shareholder protections are likely […]

Continue Reading ·

Proxy Access Update

As previously reported, after being sued by the Business Roundtable and the Chamber of Commerce, the SEC stayed new Rule 14a-11 and amendments to Rule 14a-8 regarding “proxy access.” According to an October 15 client alert from Reed Smith: On October 8, 2010, the petitioners and the Commission jointly filed a Motion for Expedited Consideration […]

Continue Reading ·

Kachingle: Pennies in Support

Want to help keep blogs like CorpGov.net afloat? You can effortlessly contribute a few cents on each visit to the sites you choose by join Kachingle and automatically paying $5 a month via PayPal. Then, whenever you see a Kachingle Medallion on a blog, just mouseover the Medallion until it expands and click “Start Kachingling.” Each day you […]

Continue Reading ·

Rating the Raters

I applaud CalPERS for proposing that credit rating agencies (CRAs) should be hired by investors instead of by corporate management. This proposal was in CalPERS’ October 4, 2010 comment letter to the SEC: “Current legislation through the Dodd-Frank Act … appoints the Comptroller General through Section 939D, to study an alternative means to compensate the […]

Continue Reading ·

Income Inequality & Distress

In Expenditure Cascades, based on census data for the 100 most populous counties in the United States, Adam Seth Levine, Oege Dijk and Robert Frank found that counties where income inequality grew fastest also showed the biggest increases in symptoms of financial distress, such as commute times, divorce rates and bankruptcy filings. There is no […]

Continue Reading ·

Financial Sustainability: Restoring Market Stability, Corporate Value & Public Trust (ICGN Mid-Year 2010)

Disclaimer: Given Dodd-Frank, proxy plumbing and all those comments I want to provide the SEC, the report below doesn’t do the ICGN Mid-Year Conference justice.  I wrote this up more than a week later with poor notes and memory. Comments, corrections and substitute photos are solicited. Sharing Perspectives Across the Atlantic. Phil Angelides, Lord McFall […]

Continue Reading ·

Reputation and the Board: Bridging the Gap

18 November at Henley Business School, University of Reading (UK) The John Madejski Centre for Reputation Conference 2010 Conference exames the relationship between governance and corporate reputation, specifically in the recent financial crisis, with key speakers from the Royal Mail, Unilever, UK Pension Protection Fund, Chartered Institute of Securities and Investments, Financial Reporting Council, and […]

Continue Reading ·

Disclosure & Board Oversight of Political Spending Weak: Contributions Negatively Correlated with Firm Value

A new study finds that while nearly 80 percent of S&P 500 companies have disclosed direct political campaign spending policies, 86 percent have no disclosed policies regarding indirect political expenditures. Additionally, only 20 percent of corporations disclose how much is actually spent and which organizations or causes receive the funds. Key research findings include: Nearly […]

Continue Reading ·

The Pension Research Council

Registered users (free) can download full working papers in PDF format. The Pension Research Council has several new reports in their Working Paper Library: 2010 Series, including Implications of the Financial Crisis for Long Run Retirement Security, Ricardian Equivalence Under Asymmetric Information. and many more. Also of general interest are presentations from their 2010 Symposium: […]

Continue Reading ·

Powered by WordPress. Designed by WooThemes