Corporation Nation (Haney Foundation Series) by Robert E. Wright delves into the history of the corporation, particularly in pre-Civil War United States (the antebellum period). Like the earlier reviewed Shareholder Democracies?: Corporate Governance in Britain and Ireland before 1850, Corporation Nation addresses central issues such as agency theory, democracy and public interest through the lens of history. Despite […]
Tag Archives | history
Review & Reflections: The Cadbury Committee
James McRitchie, 11/20/2013 ,
The Committee was formed in 1991, the same year I read Power and Accountability: Restoring the Balances of Power Between Corporations and Society by Robert A.G. Monks and Nell Minow. I had spent years in academia searching for the perfect corporate form. I studied corporate systems around the world and headed California’s cooperative development program. It […]
Corporate Governance: Stepping Back in Time
James McRitchie, 07/23/2013 ,
Five years ago in Corporate Governance Publisher’s Note: Yes, you’ll find many broken links. After 5, 10 and 15 years, the internet moves on. Many of the organization’s linked have since gone under. We’re just glad to still be here, offering our readers a sense of the history we have shared. Since 2005, KLD has studied the […]
Proxy Access Regulations Revisited
James McRitchie, 11/19/2012 ,
Jill E. Fitch, a Professor of Law at the University of Pennsylvania Law School, argues the DC Circuit’s 2011 decision in Business Roundtable v. SEC, completely disregarded the congressional policy judgment reflected in Dodd-Frank’s authorization of proxy access regulations. (more…)
Corporate Governance Bites
James McRitchie, 10/09/2012 ,
Continuing challenges to exclusive forum bylaw provisions – Lexology An increasingly popular trend in recent years has been the adoption by Delaware public companies of an exclusive forum provision in their bylaws. An exclusive forum provision generally provides for the Delaware Court of Chancery to be the exclusive forum for certain disputes (including derivative actions, breach […]
Wayback Machine
James McRitchie, 06/26/2012 ,
It has been months, maybe years, since we’ve slipped into the “wayback machine.” Here we go. Let’s have some fun. (more…)
Shareholder Activism in U.S. Public Companies, 1900-1949
James McRitchie, 02/16/2011 ,
“Offensive shareholder activism” involves buying up sizeable stakes in underperforming companies and agitating for changes predicted to increase shareholder returns. Though hedge funds are currently highly publicized practitioners of this corporate governance tactic, there has been no analysis of the extent to which managers of U.S. public companies were faced with challenges of this nature […]
CorpGov.net WayBack Machine
James McRitchie, 12/14/2010 ,
Five years ago at in Corpgov.net we reported: On the debate surrounding majority vote requirements. Is it part of real democracy or simply an illusion? The SEC voted to allow e-proxy materials. Corporate Watchdog Radio interviewed SRI investor and author John Harrington (The Challenge to Power: Money, Investing And Democracy) as well as Robert Monks […]
CorpGov.net WayBack Machine
James McRitchie, 11/30/2010 ,
Recently, we closed down the first fourteen years of posts on the Corpgov.net website and are currently in the very slow process of posting many of the old pages to the new blog. You can find these under the Pre-2010 tab at the top. Ten years ago at CorpGov.net a few highlights reported were as […]
How Corporate Governance Changed in 25 Years
James McRitchie, 11/29/2010 ,
Boards still prefer active CEOs as directors. The difference now is that boards are finding it difficult to recruit active CEOs for director spots. More than 50 percent of CEOs in the S&P 500 serve on no outside boards. Only 26 percent of new directors in 2010 are active CEOs, vs. 53 percent a decade […]
CorpGov WayBack Machine: Political Power, Dilution, 1st Virtual Fight, Fiduciary Capitalism
James McRitchie, 10/21/2010 ,
Five years ago we discussed Political Power and Corporate Control: The New Global Politics of Corporate Governance by Gourevitch and Shinn. Here are just a few of their observations: Blockholding and minority shareholder protections are negatively correlated. Minority shareholder protections and share price are positively correlated. Blockholding dips after increased minority shareholder protections are likely […]
CorpGov WayBack Machine
James McRitchie, 08/18/2010 ,
Stepping into the CorpGov.net WayBack Machine, here’s just a few of the issues we were covering in the past. Ten years ago: “The last time someone voluntarily gave up power was in 1800, when George Washington did it,” said Les Greenberg. Greenberg wants shareholders of cafeteria operator Luby’s to vote in favor of removing anti-takeover […]
New Resources: Sustainability Quotes, Crisis Timeline, Cal Corp Law & Proxy Access Avoidance
James McRitchie, 07/26/2010 ,
Quotes – The Business Case for Sustainability & CSR Reporting: Selected Quotes from the Business Community July 2010. Tim Smith of Walden Asset Management, offered up a helpful resource providing a selected set of quotes from CEO’s and company CSR reports on the business case for Sustainability and CSR reporting highlighting how they contribute to […]
Enter CorpGov.net's WayBack Machine
James McRitchie, 07/16/2010 ,
In July 2000 we reported reaction to Delaware’s new law which allows corporations to hold shareholder meetings solely in cyberspace. Karen Hampton of Ford said webcasting of meetings will increase. Charles Elson, of the Center for Corporate Governance at the University of Delaware, indicated he likes to “see people eye-to-eye. Yet the world is changing.” […]
CorpGov.net WayBack Machine
James McRitchie, 05/10/2010 ,
Ten years ago in CorpGov.net. BusinessWeek calls governance activist investor Andrew Shapiro the Gary Cooper of corporate governance in their 5/29/2000 edition. I didn’t quite get the connection. Maybe its that Shapiro charisma or that frontier mystique with a worldly polish. Regardless of his relation to the film star, the article pointed out Shapiro’s bylaws, […]
Archives: November 2008
James McRitchie, 11/29/2008 ,
Noteworthy What Will TARP Bring? (RMG, 11/24/08), see especially comments from Connecticut State Treasurer Denise Nappier Issues to Consider: Special Meetings to Authorize TARP Preferred Stock(TheCorporateCounsel.net Blog, 11/25/08). Most companies don’t have the authority to issue preferred shares under their charter and are scrambling to file preliminary proxy materials for a special meeting to obtain shareholder […]