Matt Cropp, Associate Director of the Vermont Employee Ownership Center and Marjorie Kelly, Executive Vice President of the Democracy Collaborative, discuss employee and community ownership, with a specific discussion of the Keep BT Local Campaign. Continue Reading →
Town Hall Meetings on the Financial Choice Act are right now the most urgent defense line to protect shareholder rights. As you are aware, the Financial CHOICE Act (which threatens to gut the Consumer Financial Protection Bureau and the Shareholder Proposal Rule) has been referred to the full House of Representatives for a vote as early as next week. Congressional Representatives are on recess, and are expected to hold town halls or office hours this week. Clearly, time is of the essence. Background: Continue Reading →
About the CalPERS & CalSTRS Diversity Forum 2017
The goal of Diversity Forum 2017 is to bring together investment and corporate executives to discuss how to better capitalize on the abilities of the diverse modern workforce. Continue Reading →
Proxy Statements Disclosing Engagement
Nearly half of S&P 100 companies included information in their proxy statements that showed how they responded to shareholder concerns and made changes to policies, according to a new report from Equilar, Innovations in Proxy Design, featuring commentary from Donnelley Financial Solutions and Pay Governance.
In 2012, just 14.3% of the S&P 100 included disclosures in their proxy statements on how they modified their practices after engaging shareholders, a figure that increased to 42.0% in 2016.
The new Equilar GDI (Gender Diversity Index) found it will take nearly 40 years for Russell 3000 boards of directors to reach gender parity. If the current rate of growth remains the same, Russell 3000 boards would reach 50% male and 50% female representation in Q4 2055.
I urge readers 5/10 join CalPERS & CalSTRS at this year’s Diversity Forum, an all-day event in Sacramento. We do not have to wait for 2055 to obtain gender parity. Join us to learn strategies that should move us forward at a substantially quicker pace. More information:
Equilar GDI: Research
The Equilar GDI is an index that measures 50% representation of both males and females on Russell 3000 boards as “1.” As of December 31, 2016, Russell 3000 boards were at 0.30 on the index, nearly one-third of the way toward parity. The data reflects that 15.1% of board seats at Russell 3000 companies were occupied by women as of year end. This represented an increase from 13.9% at the same point in 2015, which was up from 13.2% in 2014. Continue Reading →
LGBTQ Panel at SRI
While major advances have been achieved in the United States to protect the rights of the LGBTQ individuals (lesbian, gay, bisexual, trasgender, queer or questioning), there are still a number of countries where outright discrimination and even punishment by death are real threats. A major LGBTQ rights panel during the 27th annual SRI Conference November 9-11, 2016 in Denver will explore what concerned shareholders can and will be doing about this issue. Continue Reading →
Food safety is an issue I’ve been concerned with for years, first as head of California’s cooperative development program, then while on the boards of a food co-op and a wholesale distributor. I remember going for a State of California job interview with someone who lived a few houses down from the co-op. During the interview, he told me the co-op had a problem with mice. They were invading the neighborhood. When he complained to co-op staff, he was told the mice have just as much right to live as anyone else. Oops, my board experience had gone from the plus to the minus column, plus I had a food safety issue to deal with. That was thirty years ago. Continue Reading →
The Rock Center Program for Journalists: A Primer in Corporate Governance is a one-day program intended to educate journalists who cover these issues. The program is scheduled for Thursday, June 9 at the New York Offices of Skadden, Arps, Slate, Meagher & Flom LLP. Applications are due May 20.
Directors Forum 2016 is a ‘must’ in an increasingly complex and volatile environment with expanding investor and stakeholder activism, geo-political unrest and 24/7 political campaigning, boards and management facing unprecedented demands. “Directors Forum 2016: Directors, Management & Shareholders in Dialogue,” hosted by Corporate Directors Forum on January 24-26, 2016, provides a forum for three constituencies who seldom share the stage – directors, shareholders and management (and regulators) – to express their divergent and sometimes contentious perspectives on these and other issues. Get the special corpgov.net discount when you Register. Use promo code: discount16. Continue Reading →
You are invited you to join us for the 2015 Millstein Governance Forum. This year’s Forum, the 10th annual hosted by the Millstein Center, will focus on The Board-Centric Model in the Array of Shareholders and will take place on Thursday, December 10, 2015 at Columbia University in New York. Continue Reading →
All In For Impact: The 26th Annual SRI Conference will take place November 3–5, 2015 at The Broadmoor, Colorado Springs, CO. I am pleased to announce conference scholarships for SRI/ESG investing are now being made available to students and young professionals.
The SRI Conference is an annual gathering of the responsible investment industry designed to stimulate, inspire, and serve the needs of investment professionals, as well as institutional and high net worth investors who seek to direct investment capital in positive, healthy, transformative ways—toward a truly sustainable future. Continue Reading →
Sustainability innovation is powering business growth, according to a new research report. Between 2010 and 2013, revenues from company-defined portfolios of sustainable products and services grew by 91% among the companies examined in the report. For S&P Global 100 companies that break out revenue for sustainable products or services separately, that revenue stream grew at six times the rate of overall company results. Continue Reading →
Hundreds of delegates from around the world will convene in London’s Guildhall to celebrate the organizations 20th Anniversary. Places to attend the conference are limited, so if you are planning to go, register register now to avoid any disappointment. Continue Reading →
The ICGN Annual Conference, hosted by the City of London, is now only a few weeks away. The organization will welcome over 600 delegates to and celebrate its 20 year anniversary. Places for the conference are limited, so register now to avoid any disappointment.
A new session has been added to the agenda this week: ‘Creating long-term, sustainable success. What do boards and investors need to do?’ hosted by Mazars. Speakers include Anthony Carey (Mazars), Michelle Edkins (BlackRock), Simon Fraser (Investor Forum) and David Pitt-Watson (London Business School).
Tuesday, May 26, 2015
5:00 – 5:30pm Reception
5:30 – 6:30pm Presentation
Stanford Law School, Room 190 Continue Reading →
Now in its 26th year, the SRI Conference will be November 3-5, 2015 at The Broadmoor Hotel in Colorado Springs, Colorado and will probably be the largest ever. Leaders in the philanthropy and foundation worlds are invited to participate in the largest, longest-running annual meeting of responsible investors and investment professionals. Early-bird registration is now open. Contact Krystala Kalil at 888-774-2663 to answer your questions. Continue Reading →
There has been much controversy in recent years surrounding the dual role of chair and CEO. The number of independent chair shareholder proposals seeking to separate the two positions has increased significantly and continues to rise. Both Disney and Starbucks have faced this issue in the past and shareholders once again have proposed to split the roles of chairman and CEO.
Will the momentum behind the independent chair proposals be enough to carry the vote? Or will Disney’s and Starbucks’ recent positive performance shield them from the ire of corporate gadflies? Can a combined chair-CEO truly be subject to adequate oversight?
The Handbook of Board Governance: A Comprehensive Guide for Public, Private, and Not-for-Profit Board Members – read my Chapter 21, The Individual’s Role in Driving Corporate Governance. My current focus is on proxy access lite bylaws that don’t meet CII best practices. and exploring possible broad-based ownership structures. Don’t miss these events:
- 11/1-3/2017 28th Annual SRI Conference, San Diego.
As I have been mentioning, I will be on a panel at the 2/19 SEC Roundtable discussing how to increase retail shareholder participation in the proxy process. It is the night before the event; so I’m trying to boil it all down, knowing I’ll probably only get a few minutes to say anything. The previous posts are all well and good about things that should be done. I tried to focus on what the SEC could do to help, since they are holding the event. Now that our panel is about to convene, I’m just going to mention what could prompt participation, whether or not it requires anything from the SEC.
From the SEC notice: This panel will focus on strategies for increasing retail shareholder participation in the proxy process. The panel will discuss how technology – by providing better access to information or easier means of voting – might affect retail participation. In addition, the panel will discuss whether the format of disclosure could be improved to increase the engagement of shareholders and how the mechanics of voting could be improved to affect retail shareholder participation. Continue Reading →
I will be on a panel at the 2/19 SEC Roundtable discussing how to increase retail shareholder participation in the proxy process. Now is the time to boil my rambling posts down to recommendations to increase retail shareholder participation. The SEC agenda is in bold italics; my advice is not.
This panel will focus on strategies for increasing retail shareholder participation in the proxy process. The panel will discuss how technology – by providing better access to information or easier means of voting – might affect retail participation. In addition, the panel will discuss whether the format of disclosure could be improved to increase the engagement of shareholders and how the mechanics of voting could be improved to affect retail shareholder participation. Continue Reading →
The roundtable, announced in January, will begin at 9:30 a.m. and will be divided into two panels. Participants on the first panel will focus on the state of contested director elections and whether changes should be made to the federal proxy rules to facilitate the use of universal proxy ballots by management and proxy contestants. Participants also will discuss the state law, logistical, and disclosure issues presented by a possible universal proxy ballot process. Continue Reading →
I am too busy to provide the usual analysis of the proxy at CSP Inc. (CSPI). Today is the last day to vote the CSPI proxy using the Internet. The most critical item on the CSPI proxy is my proposal to allow shareowners to nominate board members. Please vote in favor of proposal #5, proxy access.
Below is the text of the speech in favor of my proxy access proposal to be give at tomorrow’s annual CSPI meeting, followed by my voting recommendations:
Speaking in support of Proposal #5:
I’m delighted to see “Discussion of Proxy Access” (11:05-12:05 p.m.) as one of the items on the agenda for the SEC’s Investor Advisory Committee (SEC-IAC) at the upcoming February 12th meeting. I discuss two recommendations below. Take Action: Please submit your own and paste into comments below. See comments submitted.
Proxy Access: Rule 14a-11
In light of CFA Institute’s Proxy Access in the United States: Revisiting the Proposed SEC Rule with the following findings, it is time to revisit the SEC’s overturned Rule 14a-11. Continue Reading →
The Following is a guest post from Dr. Michael Hopkins, Chair and Partner of MHC International Ltd (MHCi) a research and advisory company on CSR, employment and development. CSRFI is an MHCI subsidiary focusing upon CSR/Sustainability teaching and training. He has worked in and with the corporate sector, the United Nations, Academia and has held a number of professorships. Continue Reading →
Sign up today for the 10th anniversary, Directors Forum: Directors, Management & Shareholders in Dialogue, which brings together a unique blend of institutional investors, directors, management, regulators, consultants and contractors in an intimate setting designed for genuine access and interaction between speakers and attendees. January 25 – 27, 2015 in beautiful San Diego.
I attend several events each year that attempt to bring members of the corporate governance industrial complex together. This is definitely one of the best. I hope to see you there to discuss some of the most important issues in corporate governance.
Continue Reading →
24 November 2014 – The International Corporate Governance Network (ICGN) announced two senior appointments today as part of a strategic focus to increase regulatory engagement and expand governance education. George Dallas joins the ICGN team as Policy Director and Tom Rotherham-Winqvist has been contracted as Education Advisor. Continue Reading →
James McRitchie, the publisher of Corporate Governance and one of three retail shareowners accused in the New York Times of holding Corporate America ‘hostage,’ will be in Colorado Springs November 8th through the 12th, attending the SRI Conference on Sustainable, Responsible, Impact Investing.
I am eager to meet with readers to discuss activist corporate governance strategies and how we can work together. Outlined below are some projects I’m working on. If you’d like to discuss any of them or other possible areas for cooperation, please contact me prior to the SRI conference. Additionally, I am always interested in guest posts. Reach out to thousands, especially our under-covered readers in Beijing and India. Continue Reading →