The UK Law Commission’s final 2014 report and guidance on fiduciary duty: The Review identified widespread concern about how fiduciary duties were interpreted in the context of investment. In particular, some stakeholders felt: it was not clear who in the investment chain was subject to fiduciary duties and what those duties were; their fiduciary duties […]
Public dissent by directors should be encouraged, not penalized. If we don’t learn where directors stand on the issues and how they differ from each other, how do we know who to vote for? Two actions by CalPERS fifteen years apart are instructive. (more…)
Cairn India is an oil and gas exploration and production company, headquartered in Gurgaon, India. It is a subsidiary of Vedanta Resources. Cairn India is one of the largest independent oil and gas exploration and production companies in India. InGovern, India’s first independent proxy advisory and corporate governance research firm. reports that Cairn is giving loan of […]
ITC Holdings $ITC, is one of the stocks in my portfolio. Their annual meeting is coming up on 5/21/2014. ProxyDemocracy.org had collected the votes of no funds when I checked and voted on 5/15/2014. I voted with management 50% of the time. View Proxy Statement. Read Warnings below. My proxy voting recommendations follow. (more…)
As Advertised: Board resolve can be critical to the development of an effective ethical culture — defined as the values that inform the behavior toward the organization’s stakeholders. Features of an ethical culture will be examined, along with its value to the bottom line, company brand and reputation. Examples of effective board involvement will also […]
EMC Corporation $EMC is one of the stocks in my portfolio. Their annual meeting is coming up on 4/30/2014. ProxyDemocracy.org had collected the votes of four funds when I checked and voted on 4/22/2014. I voted with management 13% of the time. View EMC’s Proxy Statement, which is user friendly. (more…)
Testimony of James McRitchie Finance & Administration Committee, Agenda Item 6b, February 18, 2014 (Staff Report) As the Harold Stassen of CalPERS, having run for the Board more times unsuccessfully than anyone else, I have some experience with the governing rules and favor the actions recommended by staff but with additional improvements to recommendation 2, CEO […]
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 […]
CHESTER, NEW JERSEY, January 14, 2013. Trust Across America, global leaders in information, standards and data, and Who’s Who in trustworthy business has selected 2013’s Top 100 Thought Leaders in Trustworthy Business Behavior. These people collectively represent a group that can genuinely transform the way organizations do business. Consider following us on Twitter. According to […]
On This Week in the Boardroom (TWIB) TK Kerstetter, President,Corporate Board Member, discusses what conflicts of interest can mean to the company, board and individual director, with Holly Gregory, Partner, Corporate Governance, Weil, Gotshal & Manges (more…)
Time to step into the way back machine to see what we were reporting on 5, 10 and 15 years ago. Five Years Ago @ CorpGov.net: The Main Topic was Proxy Access (more…)
A whistleblower who helped the Securities and Exchange Commission stop a multi-million dollar fraud will receive nearly $50,000 — the first payout from a new SEC program to reward people who provide evidence of securities fraud. (more…)
Watch the What Happens to Tips (in wmv format) by the SEC’s Sean McKessy, Chief of the Office of the Whistleblower, and/or read the transcript below. As Broc Romanek noted, “for the most part, it provides comfort to the potential whistleblower – until you get to this phrase near the end of the video: “SEC […]
Marjorie Kelly is the rarest of authors, discussing some of the most difficult problems we face but doing so through an easily understood narrative of her own search for answers that is bound to draw in readers from a wide variety of backgrounds. Her analysis is insightful and the recommendations contained in Owning Our Future: […]
Someday, it will go down in history as the first trial of the modern American mafia. Of course, you won’t hear the recent financial corruption case, United States of America v. Carollo, Goldberg and Grimm, called anything like that. If you heard about it at all, you’re probably either in the municipal bond business or married […]
The United States Constitution was written on 4 pages in 1787. Now there are over 80,000 pages of regulations in the Federal Registry. In a time mired by fraud, waste, abuse, and corruption, in both the public and private sectors, an article by the Business Integrity Alliance argues that corporate directors who set (more…)
It has been months, maybe years, since we’ve slipped into the “wayback machine.” Here we go. Let’s have some fun. (more…)
The following is a guest post by by Sonia Jaspal from her blog, Sonia Jaspal’s RiskBoard, originally posted on June 12, 2012. I’ve added a few links, a couple of ads and reformatted the post slightly. (more…)
Proxyvote.com encourages voting by retail shareholders by allowing them to, with one click, set all votes “for” a corporate board’s recommendations, from electing directors and approving executive pay to adopting anti-takeover defenses. Are they just facilitating voting by a group, “whose participation in corporate elections has been in decline of late,” as Broadridge claims, or […]
If you have ever been a victim of a fraud, you know how difficult it is to determine what steps to take to recover your losses. You understand that reporting your experience is only the first step, assuming that (more…)
It was the last SVNACD event of the season and I’m already looking forward to the fall for new programs. Another great program, led by the following: (more…)
Reacting to the news that James Murdoch is standing down as BSkyB chair, Alan MacDougall, managing director of PIRC, said: (more…)
Fredrick D. Lipman provides several insights to Conference Board readers drawn from his recent book Whistleblowers: Incentives, Disincentives, and Protection Strategies (Wiley Corporate F&A). . (more…)
Last week the Wall Street Journal printed an article describing how CEOs around the world spend their time. The article drew on data from a larger study, the Executive Time Use Project, and relied on reports of time use by CEO’s personal assistants. The article indicates that assistants only tracked activities that lasted (more…)
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The FBI announced a new public service announcement featuring Michael Douglas, soliciting tips and information on securities fraud and insider trading. This is part of the continued push—and focus on a top FBI priority—to root out criminal (more…)
Last year, KBR sued investor and USPX member John Chevedden after he submitted a proxy proposal seeking annual elections, rather than the current (more…)
More than 40 investors joined in filing and co-filing the resolution seeking comprehensive disclosure of corporate lobbying. Among them are New York (more…)
Thanks to the Supreme Court and Citizens United, the same big corporations and billionaires that destroyed our economy and caused millions of us to lose our jobs and homes, are spending obscene amounts to drown out our voices in (more…)
On the 2nd anniversary of the Citizens United Supreme Court decision, two investment firms announce that they have filed shareholder resolutions at three companies, Bank of America, 3M & Target Corporation, urging them to refrain from making political donations in the future. This is the first time institutional shareholders have (more…)
The good news is that on-the-job misconduct by American workers may be at an all-time low, and when misconduct is detected it’s likely to be reported by (more…)
Can corporations’ relentless focus on maximising shareholder (more…)
Stakeholder Theory: Impact and Prospects edited by Robert A. Phillips provides a great education in history to those of us who have been using the term “stakeholder” but who have little idea of its origins. Honoring the twenty-fifth anniversary of R. Edward Freeman’s Strategic Management: A Stakeholder Approach, Phillips assembles a collection of commentaries and critiques […]
Trust and Human Resource Management, edited by Rosalind Searle and Denise Skinner highlight trust as key to human resource management (HRM) from pre-entry to post-employment. The collection will be of great value to academics in the HR field and to practitioners interested in enhancing trust levels in their organizations. Trust has long been associated with […]
Two recent developments bring the potential for individual criminal liability under the U.S. Foreign Corrupt Practices Act (“FCPA”) back into the spotlight. These developments underscore the extensive reach of the FCPA, which can extend criminal liability to U.S. and non-U.S. citizens alike and to circumstances where an individual does not have actual (more…)