Tomorrow’s Corporation that We Need Today: Getting there from here. David Langstaff, president and CEO of TASC Inc., discusses why understanding the purpose of the corporation is so important and suggests next steps. March 7, 2013. (more…)
Archive | March, 2013
Agency Capitalism: Corrective Measures (Part 3)
James McRitchie, 03/28/2013 ,
This is Part 3 of a post which started out reviewing the important thesis outlined in The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights by Ronald J. Gilson and Jeffrey N. Gordon (January 1, 2013) in Agency Capitalism: Corrective Measures (Part 1). In this post and in Agency Capitalism: Corrective Measures (Part 2) I hope […]
Deemphasizing Peer Groups: What’s Next?
James McRitchie, 03/27/2013 ,
There is nothing more controversial than setting the pay of America’s CEOs. 11:45 a.m., March 22, 2013–The John L. Weinberg Center for Corporate Governance at the University of Delaware will host a panel titled “Deemphasizing Peer Groups: What’s Next?” from 9:30 a.m.-11:30 a.m., Thursday, April 11, in Clayton Hall on UD’s Laird Campus. The program […]
Review: Whistleblower Laws
James McRitchie, 03/27/2013 ,
In The Successes and Failures of Whistleblower Laws, Robert G. Vaughn puts his life-long interest in perspective. A background with Nader’s Raiders studying federal agencies, work as an attorney representing whistleblowers, academic research and insights gained through study abroad facilitate Vaughn’s ability to evaluate the laws through theory and practice, stories and themes. From Stanley Milgram […]
SVDX/Stanford Rock: Two Classes of Common Stock: Qui Bono?
James McRitchie, 03/26/2013 ,
In light of the IPOs and subsequent performances of Facebook, Groupon, Zynga, etc., there has been renewed discussion in Silicon Valley. When two classes of common stock that place control of the board in the hands of the founders and not the investors, do investors benefit or does it just entrench management? One argument in […]
Nell Minow: The Unfinished Business of Corporate Governance
James McRitchie, 03/25/2013 ,
Writing in the March/April edition of The Corporate Board, Nell Minow titles her latest bit of advice, The Unfinished Business of Corporate Governance. Here’s the lead in: After a decade of frantic corporate governance reform, business leaders may believe that governance has reached the pinnacle of responsibility and effectiveness. Not so fast, says Nell Minow, […]
Video Friday: The Purpose of the Corporation
James McRitchie, 03/22/2013 ,
The Aspen Institute fosters leadership “based on enduring values” and examines critical issues, such as the purpose of the corporation. Their business and society page is well worth reading and viewing. Here’s the opening narrative: (more…)
Proxy sites dump one-click vote button on SEC concerns
James McRitchie, 03/21/2013 ,
That was the blaring headline in Ross Kerber’s article for Reuters yesterday. Unfortunately, they didn’t dump one-click voting; they renamed it. The real change was almost entirely for appearances. We no longer have a “Vote with the Board’s Recommendations” button. Instead, we have a “Submit” button. What happens when you hit that button and don’t […]
Op-Ed: Citizens United and the 2012 Election: Bad News and Good News
James McRitchie, 03/20/2013 ,
Guest post from Jeffrey Clements. Make no mistake, the impact of the Supreme Court’s fiasco in Citizens United v. FEC on the elections and our government was even worse than predicted. That’s the bad news. The good news is that the forces of reform, led by the growing movement for a 28th Amendment to the US […]
2013 AFL-CIO Key Vote: Hewlett-Packard (HPQ) Director Election
James McRitchie, 03/19/2013 ,
The Hewlett-Packard director elections of John H. Hammergren and G. Kennedy Thompson will be the first vote included in the 2013 AFL-CIO Key Votes Survey. The HPQ shareholder meeting is scheduled for March 20, 2013. Votes “AGAINST” HPQ directors Hammergren and Thompson are consistent with the AFL-CIO’s Proxy Voting Guidelines (Item #1-04 and #1-09 on HP’s […]
Starbucks (SBUX): How I Voted – Proxy Score 56%
James McRitchie, 03/18/2013 ,
Starbucks ($SBUX) is one of the stocks in my portfolio. Their annual meeting is coming up on 3/20/2013. ProxyDemocracy.org had collected the votes of six funds when I checked on 3/15/2012. I voted with management 56% of the time. View Proxy Statement. Warning: Be sure to vote each item on the proxy. Any items left blank will be voted in favor […]
Take Action: Last Day to Comment on NYSE Rules on Proxy Distribution Fees
James McRitchie, 03/15/2013 ,
The deadline for comments on this important NYSE rulemaking that must be approved by the SEC is today, March 15, 2013, so act now or forever regret not taking action. See the rulemaking and comments already posted to SEC site. I’m concerned that provisions meant to facilitate voting on broker platforms may lead us right back into what […]
Agency Capitalism: Corrective Measures (Part 2)
James McRitchie, 03/14/2013 ,
This is Part 2 of a post which started out reviewing the important thesis outlined in The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights by Ronald J. Gilson and Jeffrey N. Gordon (January 1, 2013). See Agency Capitalism: Corrective Measures Part 1 and Part 3. Current law encourages mindless indexing of portfolios and voting like lemmings […]
Agency Capitalism: Corrective Measures (Part 1)
James McRitchie, 03/13/2013 ,
In their recent paper, The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights, Ronald J. Gilson and Jeffrey N. Gordon (January 1, 2013) argue that proposed reforms to accelerate disclosure of equity positions and prohibit certain derivatives would discourage the vital role of activist shareowners. Below, I argue in support of their position […]
Reasonable Compensation: We Propose a Role for Investors in Taking on the Income Inequality Challenge
James McRitchie, 03/12/2013 ,
The following is a guest post by Michelle de Cordova, Director, Corporate Engagement & Public Policy, NEI Investments. The article originally appeared on the NEI Investments website and is reproduced here with permission from both the author and the firm. NEI Investments (NEI) is a mutual fund company that “makes excellent, independent portfolio managers accessible to Canadian retail investors through […]
Whole Foods Markets: How I Voted – Proxy Score 69
James McRitchie, 03/11/2013 ,
Whole Foods Markets ($WFM) is one of the stocks in my portfolio. Their annual meeting is coming up on 3/15/2013. ProxyDemocracy.org had collected the votes of five funds when I checked on 3/3/2012, more were added later. I voted with management 69% of the time. View Proxy Statement. (Note to IR departments everywhere, including WFM, can’t we make all proxies indexed […]
Switch to TDAmeritrade and Contribute to Corporate Governance (CorpGov.net) at No Cost to You
James McRitchie, 03/08/2013 ,
TDAmeritrade is running a promotional where they pay current customers $50 to refer new customers. I feel like a high school kid knocking on doors selling candy so that I can go on a class trip to Washington but it really does take money to keep up this website and to report on various corporate […]
Video Friday – Double Feature: Church of England & Glass Lewis
James McRitchie, 03/08/2013 ,
I’m taking the day off from writing a real post. Instead, I refer you to Usman Hayat‘s informative interview of Edward Mason, secretary of the Church of England’s Ethical Investment Advisory Group (EIAG). I found it interesting how (more…)
Substantial Votes for Better Governance at Disney (DIS)
James McRitchie, 03/07/2013 ,
Yesterday, CalSTRS issued the following statement regarding its votes at the Walt Disney Company Annual Shareholder Meeting in Phoenix, Ariz. This statement is attributable to CalSTRS Director of Corporate Governance, Anne Sheehan. CalSTRS, holder of more than five million shares of The Walt Disney Company stock, congratulates Disney on its most recent stock performance under […]
Database of "Creative Activism Case Studies"
James McRitchie, 03/07/2013 ,
I’m not endorsing their activities, I’m just passing on a press release from creative groups whose tactics are much more unconventional than mine. I think of them like The Onion, but with more of a social message… although I’m not very familiar with their work. I searched the term “shareholders” on Actipedia.org and came up with […]
Canadian Key Proxy Vote Survey
James McRitchie, 03/06/2013 ,
While the majority of shareholders continue to vote with management, a growing number of shareowners are giving more care and attention to how they vote, with several key votes in 2012 registering 20% or more of shareowners voting against management recommendations. (more…)
Review: Governance, Democracy and Sustainable Development
James McRitchie, 03/05/2013 ,
The subtitle of the book edited by James Meadowcroft, Oluf Langhelle and Audun Ruud is Governance, Moving Beyond the Impasse. Progress on important issues such as climate change, biodiversity, sustainable management of lands and oceans is blocked. The book’s essays, by some of the world’s leading thinkers, explore how we got here and how we might […]
Ground-Breaking Proxy Proposals Headed to Shareowner Vote
James McRitchie, 03/04/2013 ,
Climate Change Portfolio Exposure Boston Common Asset Management has a proposal that will appear on the proxy of PNC Financial Services ($PNC) requesting that it report to shareowners on the greenhouse gas emissions resulting from its lending portfolio and its exposure to climate change risk in its lending, investing, and financing activities. Watch for your proxy. The […]
Video Friday: Brown Dog Consulting
James McRitchie, 03/01/2013 ,
I recently ran across a group of cute but informative videos from Brown Dog Consulting, located near Ottawa. I’m a sucker for simple line drawn cartoons. Susan Mogensen has a great ability to boil down the message to its essence. These are short quick takes, often focusing on a single principle. Here’s a hint of the […]