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 […]
Morgan, Lewis & Bockius LLP produced a good legal primer, Corporate Governance: An Overview of Public Company Requirements, last month. Read it now before it is out of date. Covers Sarbanes-Oxley, Dodd-Frank, and listing requirements in eleven sections: Director Independence Audit Committees Compensation Committees Nominating Committees Compensation Codes of Conduct Certifications Directors/Officers Disclosure Foreign Issuers […]
Internal auditing received a giant boost with the passage of the Sarbanes-Oxly Act in 2002, which requires company officers signing SEC reports to attest they have implemented the necessary internal controls to ensure they are informed of any material impact over financial reporting. SOX made it mandatory for many companies to determine financial reporting risks, design […]
Making IT Governance Work in a Sarbanes-Oxley World by Jaap Bloem, Menno van Doorn and Piyush Mittal presents a clear view that integrates corporate governance to IT governance. With 50% of all capital investment going into IT, it is critical that legal compliance be built in. This book discusses the issues and common misconceptions. Then […]
The Recurrent Crisis in Corporate Governance pushes the edge of mainstream thought in this growing discipline. Authors Paul W. MacAvoy and Ira M. Millstein, giants in the field, have well deserved reputations as practitioners and scholars. This thin volume will quickly guide the course for progressive board members concerned with building solid companies, rather than […]