March 2 2022 Random but Connected Thoughts Severance, the new series on Apple TV where people live completely disconnected lives at work, as if in a Skinner Box. (more…)
Tag Archives | gadfly
Restore Shareholder Proposal Rights
Restore shareholder proposal rights to the pre-Trump era level. That is the objective of the complaint (pdf 2021 06 15 ICCR Complaint) filed this morning in the U.S. District Court for the District of Columbia challenging the Securities and Exchange Commission (SEC’s) recent amendments to the rule governing the filing of shareholder proposals. The revised […]
The Gadfly with Gabriel Malek (podcast)
The Gadfly With Gabriel Malek (click to listen) This is my current favorite of the #corpgov #ESG podcasts. I am partial to the name gadfly, since I am often called one myself. Likewise, Malek is trying to talk with the same audience I am hoping to reach. Sure, we both want environmental, social, and governance […]
The Costs and Benefits of Shareholder Democracy
The Costs and Benefits of Shareholder Democracy (download from SSRN) by Nickolay Gantchev and Mariassunta Giannetti was referenced several times in the SEC’s proposed rulemaking to “modernize” the shareholder proposal process by making corporations more of democratic-free. The research was also referenced by two SEC Commissioners at the meeting when the proposal was initially voted […]
Modernization of Shareholder Proposal Rules
Modernization of Shareholder Proposal Rules Protect Entrenched Boards The SEC’s so-called modernization of shareholder proposal rules would significantly reduce the spread of long-term focus and best practices generated by proposals submitted by “gadflies” like myself to make corporations more democratic. Chairman Clayton seems to believe we file unpopular costly proposals. (more…)
Gadfly Importance Key to Democratic CorpGov
Gadfly importance to democratic corporate governance is often underrated. We are currently under attack by the Business Roundtable (BRT) and others seeking to substantially raise the ownership threshold for submitting and resubmitting proposals. BRT, for example, contends proposals from small shareholder divert “significant time and resources to issues that, at best, have an attenuated connection to the […]
SEC Shareholder Proposal Panel – Take Action!
The November 15 SEC Roundtable on the Proxy Process will include me on the SEC Shareholder Proposal Panel. Public announcement with instructions for submitting comments. I will only have a few minutes at the Roundtable. What should I emphasize? Where should I stay in DC? Take Action: Readers of CorpGov.net know far more than I do. Please email your suggestions […]
Gadfly Proposals Reduce Value?
Gadfly proposal on your corporate proxy? One implicit conclusion from a recent academic study is that you should short the company as soon as the SEC disapproves the company’s no-action request, since a proposal from a gadfly is likely to reduce the company’s value. Even though their intent is primarily to show why managers generally oppose […]