Updating Fiduciary Duty to Address Systemic Risk. Paul Rissman highlights a growing conflict between corporate directors and diversified investors. This post builds on that insight, proposing practical legal reforms—from redefining materiality to empowering employee and retail shareholders—to align fiduciary duty with systemic risk and modern portfolio theory. The goal is not to abandon shareholder primacy, […]
Texas Raising the Bar: At Stake for Shareholder Voice and Democracy The recent corporate-law reforms in Texas are not just a technical tweak, raising the bar. They reframe who gets to put business before shareholders and who can credibly challenge management. Texas Business Organizations Code § 21.373 (adopted via S.B. 1057, effective Sept. 1, 2025) […]
Democratizing Investing is not offering more products. Instead, BlackRock should address its proxy voting policies to address externalities per The Shareholder Commons and allow investors to customize their proxy voting in detail, such as is offered through iconikapp.com.
Proxy Voting as if Systems Matter. Investors currently get essentially the same voting advice if they are broadly diversified or if their investments are highly concentrated. That doesn’t make sense if they are attempting to use their votes to enhance their financial returns. It also may not make sense strategically, even if they are concerned […]
Six New Rules of Business: Creating Real Value in a Changing World (Berrett-Koehler, 2021) is Judy Samuelson’s latest book. Fresh off her testimony to Congress on shareholder primacy, discuss the issues with Judy on Corporate Accountability Forums, Monday 3/28/2022 at 2 pm Eastern – Register now to participate. (more…)
Firms that score strongly in terms of corporate social responsibility (CSR) find that their cost of equity capital financing is consistently lower than firms with weaker CSR track records, according to Does Corporate Social Responsibility Affect the Cost of Capital?, winner of the 2011 Moskowitz Prize for Socially Responsible Investing. The Center for Responsible Business at […]