Tag Archives | Lynn Stout

Shareholders v Stakeholders

Shareholders v Stakeholders

Shareholders v Stakeholders is in the news again, driven by the Business Roundtable,. Someone asked Quora: Regarding corporate social responsibility, do you agree more with the shareholder view or the stakeholder view theory? Below is my response with a few edits, after some additional thought. (more…)

Continue Reading · 0
Lynn Stout

Lynn Stout Dead at Age 61

Lynn Stout died of cancer Monday at age 61, as reported by Global Proxy Watch. The Cornell law professor was an irrepressible advocate for the idea that boards have obligations to all stakeholders, not just shareowners, expressed forcefully in a 2012 book called The Shareholder Value Myth: How Putting Shareholders First Harms Investors, Corporations, and the Public. Although the […]

Continue Reading ·
Say-on-Pay (SOP)

Say-On-Pay Key Coordination Issues

A recent paper [Miriam Schwartz-Ziv and Russ Wermers,  Do Small and Large Shareholders Have a Say-on-Pay? (October 15, 2014) available at SSRN] investigates the voting patterns of shareholders on Say-On-Pay and finds that ‘small’ shareholders are more likely than large shareholders to use the non-binding Say-On-Pay vote to govern their companies, are more likely to vote for an annual […]

Continue Reading ·

Directors Forum 2014: Afternoon Sessions

Below are notes I took during the afternoon sessions at the Corporate Directors Forum 2014, held on the beautiful campus of the University of San Diego, January 26-28, 2014. This year, I was only able to attend on January 27th. The program was subject to the Chatham House Rule, so there will be little in the way of attribution below […]

Continue Reading ·

Shareholder Primacy: Paradigm or GroupThink

Guest post from Peter Tunjic – Commercial lawyer, idea inventor, framework builder, business designer, board advisor and advocate and defender of free corporations. Peter writes at On Directorship and is “re-inventing the boardroom from capitalism’s forgotten first principles.” Thanks to Peter for permission to republish his following thought provoking post. Comments are always welcome but must come to me by […]

Continue Reading ·

2013 Millstein Forum: Beyond Shareholder Primacy

The following are cryptic notes and a few photos taken at the 2013 Millstein Forum held June 24 & 25 at Columbia Law School. Be sure to check out the Forum’s photo gallery.  Moderator: Harvey J. Goldschmid, Dwight Professor of Law, Columbia Law School; Former Commissioner, Securities Exchange Commission. Panelists: (more…)

Continue Reading ·

Maximizing Shareholder Value: The Workaround from Bartley J. Madden

One of my favorite independent thinkers is Lynn Stout.  Last year I reviewed her excellent book, The Shareholder Value Myth: How Putting Shareholders First Harms Investors, Corporations, and the Public, which makes the point that “U.S. corporate law does not, and never has, required directors of public corporations to maximize shareholder value.” I ended with the […]

Continue Reading ·

Video Friday – Corporate Speech: The Role of Corporations in Lobbying and Influencing Policy

Moderator: Jesse Eisinger, reporter at ProPublica, covering Wall Street and finance. Panelists: Martin Redish, NU Law; Robert A. Weinberger, Senior Fellow, Aspen Institute Initiative on Financial Security; former VP Government Relations, H&R Block; Chairman, Center for Responsive Politics; Lynn Stout, Cornell Law; Nell Minow, founder of GMI Ratings and co-founder and editor of the Corporate […]

Continue Reading ·

The Problem with Pay for Performance

How Not to Argue for Bonuses. Reprinted with permission from PIRC Alerts, 17 July 2012. PIRC is the UK’s leading independent research and advisory consultancy providing services to institutional investors on corporate governance and corporate social responsibility. (more…)

Continue Reading ·

Review: The Shareholder Value Myth

Like the Economics of Good and Evil by Tomas Sedlacek, Lynn Stout’s The Shareholder Value Myth: How Putting Shareholders First Harms Investors, Corporations, and the Public is an exploration into the history and sociology of knowledge. While Sedlacek ambitiously tackles several myths at the core of economics, Stout focuses laserlike on the misconception that corporations are required to […]

Continue Reading ·

Deregulation of Derivatives Caused the Crisis

Lynn A. Stout argues the credit crisis was not due primarily to changes in the markets, it was due to changes in the law, specifically the Commodities Futures Modernization Act (CFMA) of 2000’s sudden and wholesale removal of centuries-old legal constraints on speculative trading in over-the-counter (OTC) derivatives. Derivative contracts are probabilistic bets on future […]

Continue Reading ·

Shareowner Fiduciary Responsibilities

Lynn Stout has been in the forefront of those asking us to reexamine the role of shareowners. For decades, the possibility that minority shareholders in public firms might use their power in self-serving ways attracted little attention. However, she argues that  until recently minority shareowners have been largely passive.   When minority shareowners have become activists, […]

Continue Reading ·

Directors Forum 2010

First, a precautionary note about this post. These are strictly my impressions. There is no intention here to present juicy findings with regard to any corporation, fund, individual etc. My purpose is simply to help facilitate dialogue and understanding.  Keep this in mind as you read my notes, as well as the following. One of […]

Continue Reading ·

Corporate Governance Archives: July 1999

Stephen Davis, of Davis Global Advisors, is assembling a long-range list of global corporate governance-related conferences/workshops/events for the World Bank website and Global Proxy Watch newsletter. Please pass on the date, city, title, sponsor, location, and contact information for any such events you may know about by e-mailing [email protected] Please cc me at [email protected] so that I can add a select […]

Continue Reading ·

Powered by WordPress. Designed by WooThemes