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Corporate Governance

  • Walgreens Boots Alliance: Proxy Vote
    Walgreens Boots Alliance (WBA), operates as a pharmacy-led health and wellbeing company. It operates through three segments: Retail Pharmacy USA, Retail Pharmacy International, and Pharmaceutical Wholesale. Walgreens opposes giving shareholders more…
    - 11 Jan 18, 9:49am -
  • Speak Your Mind, Lose Your Job
    Speak Your Mind, Lose Your Job: The Challenge of Diversity at the Modern Corporations. That was the topic of another great program at Stanford Law sponsored by the Rock Center for Corporate Governance on December 5th. @StanfordLaw @StanfordRock Re…
    - 9 Jan 18, 10:09am -
  • Part 4 28th Annual SRI Conference
    Part 4 28th Annual SRI Conference in San Diego. Search #AllinForImpact on Twitter to see more posts. See Parts 1, 2, and 3. Yes, I know, this conference was held months ago but I’m still digesting… maybe until the next one. I could spend a produ…
    - 3 Jan 18, 11:08am -
  • NTRS Resolution: Victory or Defeat?
    The Northern Trust Corporation (NTRS) is moving toward more democratic governance, thanks to a proxy access proposal submitted on my behalf by John Chevedden in November. Since I own no where near 1% of NTRS (market cap $23B), we would have been deni…
    - 1 Jan 18, 2:05pm -
  • Shared Ownership Can Address Unequal Economy
    How Shared Ownership Reforms Can Address Popular Anger about an Unequal Economy In May 2017, U.S. Senators Sanders, Leahy, Gillibrand, and Hassan introduced legislation intended to help workers become owners. Their bill calls for a national employee…
    - 28 Dec 17, 2:05pm -
  • CEO Incentives Boost Short-term But Destroy Long-Term Value
    CEO Incentives can boost short-term stock price but destroy long-term value, according to the two winning academic papers of the Investor Responsibility Research Center Institute (IRRCi) annual investor research competition. The winning academic rese…
    - 24 Dec 17, 3:55pm -
  • 2017 Tax Planning: As You Sow
    I noticed some 2017 Tax Planning advice from Blank Rome LLP and thought to alert readers.  On December 20, 2017, Congress passed its comprehensive tax reform bill, the Tax Cuts and Jobs Act (“the Act” or “the Bill”), which is expected to be…
    - 22 Dec 17, 4:42pm -
  • Maxine Waters Opposes HR 4015 Proxy Advisors
    HR 4015 Statement of Opposition HR 4015 was opposed yesterday by Congresswoman Maxine Waters (D-CA), Ranking Member of the Committee on Financial Services. She gave the following floor statement in opposition to HR 4015, a bill that would undermine s…
    - 21 Dec 17, 1:04pm -
  • Directors Forum 2018: Best Stakeholder Interactions
    Directors Forum 2018: Directors, Management & Shareholders in Dialogue brings together investors, directors and management to engage in open, off-the-record dialogue about today’s pressing governance issues. Speakers will put a spotlight on the esc…
    - 20 Dec 17, 10:07am -
  • CII Highlights Chinese VIE Corporate Structure Risk
    A new report from the Council of Institutional Investors (CII) underlines the risks posed to investors by a corporate structure called a variable interest entity (VIE). Sixty two percent of Chinese companies listed on U.S. stock exchanges use a VIE,…
    - 18 Dec 17, 9:55am -

FNO: Governance

Stanford University: Corp Governance

    The Board Blog

    The Conference Board

    The Economist: Corporate Governance

    Janine Just, Inc.
    Janine Just, Inc.
    Janine Just, Inc.
    Janine Just, Inc.

    Harvard Law School: Corp Gov & Fin

    • newFCPA Successor Liability
      In its continuing efforts to encourage companies to self-report Foreign Corrupt Practices Act (FCPA) violations, the Department of Justice (DOJ) announced [July 25, 2018] that it intends to apply the principles of its FCPA Corporate Enforcement Polic…
      - 19 hours ago, 14 Aug 18, 9:31am -
    • newDirector Skill Sets
      Boards of directors are multi-dimensional and the optimal board combines monitoring and advisory roles to varying degrees. We examine how individual director skills map into these roles. Do directors specialize as “advisors” or “monitors,” or…
      - 19 hours ago, 14 Aug 18, 9:30am -
    • Women in the C-Suite: The Next Frontier in Gender Diversity
      Despite recent advances in female board participation globally, gender diversity among top executives remains disappointingly low across all markets, with some improvement discerned in the past few years. Moreover, there does not appear a correlation…
      - 2 days ago, 13 Aug 18, 9:32am -
    • Proposed Amendments to SEC’s Whistleblower Program
      On June 28, 2018, the Securities and Exchange Commission (“SEC”) voted to propose amendments to the rules governing its whistleblower program. These changes include expanding the types of resolutions covered by the program, giving the SEC discret…
      - 2 days ago, 13 Aug 18, 9:31am -
    • Circuit Split on Morrison Application
      On July 17, 2018 the Ninth Circuit, in Stoyas v. Toshiba Corporation, held that the Supreme Court’s ruling in Morrison v. National Australia Bank Ltd. did not preclude the assertion of claims under the U.S. federal securities laws against foreign…
      - 3 days ago, 12 Aug 18, 10:24am -
    • Shedding the Status of Bank Holding Company
      On July 17, 2018, the Financial Stability Oversight Council (“FSOC”) issued a proposed decision that would, if finalized, approve a transaction (the “Transaction”) through which Zions Bancorporation, a bank holding company (“BHC”), would…
      - 4 days ago, 11 Aug 18, 9:45am -
    • SEC Concept Release on Compensatory Offerings
      On July 18, 2018, the US Securities and Exchange Commission (SEC) issued a concept release soliciting public comment on potential ways to modernize compensatory offerings and sales of securities, consistent with investor protection. Specifically, the…
      - 5 days ago, 10 Aug 18, 9:12am -
    • Weekly Roundup: August 3-9, 2018
      SEC Liability for Social Media Violations Posted by Michael W. McGrath, Pablo J. Man, and Britney E. Ryan, K&L Gates LLP, on Friday, August 3, 2018 Tags: Information environment, Investment advisers, Investment Advisers Act, Reputation, SEC, S…
      - 5 days ago, 10 Aug 18, 9:11am -
    • Should a Board Have a Reputation?
      Boards of directors have historically operated behind closed doors, unseen and unknown to the outside world. If you asked a director whether they think their board should have a public reputation— one that is distinct from the company—most would…
      - 6 days ago, 9 Aug 18, 9:28am -
    • Cash America and the Structure of Bondholder Remedies
      On September 19, 2016, the Southern District of New York released its opinion in Wilmington Savings Fund FSB v. Cash America International Inc. At issue was a claim by Wilmington Savings, the trustee on a $300 million bond issued by Cash America some…
      - 6 days ago, 9 Aug 18, 9:27am -
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    A curated aggregation of musings from across the land and of different subject matters for the scanoholics.