Stanford’s David F. Larcker and Brian Tayan have a new paper called Loosey-Goosey Governance: Four Misunderstood Terms in Corporate Governance in which they appear to think they’ve discovered what everyone has understood forever — that there are limits to structural solutions and that checklists of best practices are not especially helpful. We were very clear […]
I have been using Egan-Jones Proxy Services (“EJPS”) for several months to help me decide how to vote my proxies and have come to value their advice. For example, I like their policy of withholding votes from the entire compensation committee when voting against say on pay. Recently Egan-Jones announced the implementation of changes to […]
American Express Company (NYSE:AXP) is a global payments and travel company. The company, through its subsidiaries, offers products and services including charge and credit payment card products and travel-related services to consumers and businesses around the world. It is one of the stocks in my portfolio. Their annual meeting is coming up on 5/11/2015. ProxyDemocracy.org had the votes of […]
On February 27, 2015 Vanguard sent out an important letter to many boards of directors of publicly traded companies. The letter, signed by Vanguard’s Chairman and CEO, exhorts directors to follow best practices to ensure that corporate resources are stewarded effectively. But what happens to those boards of directors who are stubbornly entrenched? (more…)
Starbucks Corporation $SBUX, which operates as a roaster, marketer, and retailer of specialty coffee worldwide, is one of the stocks in my portfolio. Their annual meeting is coming up on 3/18/2014. ProxyDemocracy.org had the votes of four funds (now more) when I checked and voted on 3/8/2015. I voted with management 81% of the time and assigned Starbucks a […]
The Walt Disney Company $DIS will hold their annual meeting tomorrow (3/12/2014). Today is the last day to vote unless you attend the meeting. My voting recommendations are at The Walt Disney Company (DIS): Proxy Score 79. Since that post a few additional funds have voted and there has been further debate: (more…)
The Walt Disney Company $DIS, which operates as a worldwide entertainment company, is one of the stocks in my portfolio. Their annual meeting is coming up on 3/12/2014. ProxyDemocracy.org had the votes of four funds when I checked and voted on 3/8/2015. I voted with management 79% of the time and assigned them a proxy score of 79. View Proxy […]
Corporate boards are entrusted to make sound and informed business decisions on behalf of shareholders and to take their best interest into consideration. Decisions made at the board level are of strategic significance that may perhaps completely transform the future path of corporations. Examples of major strategic decisions include mergers and acquisitions, entering new markets, […]
I recently got this from an anonymous member (here are related thoughts from Cydney Posner and Marty Lipton): You may have seen the stories regarding ISS’ recommendation that shareholders withhold against the entire Hewlett-Packard nominating committee for the way new directors were selected. I haven’t seen the ISS report, but the news stories (eg. WSJ […]
“All of these proposals are just ignoring the real problem, which is that INEDs are only as independent as the controlling shareholder wants them to be, which in most cases, is not at all,” Webb said in an e-mailed reply to Bloomberg News today. “It doesn’t make any difference how many committees you have, or […]
At this point, the attempt to translate corporate governance aspirations to law has failed. Bob Monks. From TEDxNewSt – Lucy P. Marcus – Boardroom Activism. Basic information but (more…)
As I previously posted, Whole Foods Splits Positions, WFMI’s shareowners are making progress. Now, I see from their SEC filing they did more than split CEO and Chair positions. Additionally, our board of directors amended Article IX of our bylaws to provide that, in order for shareholders to approve an amendment to, or a Bylaw […]
Whole Foods Market Inc. said co-founder and Chief Executive John Mackey has given up the title of chairman in order to conform with current standards for good corporate governance. As of last spring, about 37% of companies in the Standard & Poor’s 500 stock index had separate chairmen and CEOs, up from 22% in 2002, […]
Yippee-i-o-ki-ay! From the conference flyer, I half expected Will Pryor, Director of the IAFF Local 1014 and conference “go-to” guy, to show up in chaps, especially with his e-mail encouraging attendees to dress casually. Well, maybe next year. Suits and jackets prevailed in the fashion arena but there was little in the way of pretense […]