From the moment you start your business, each decision you make will affect your future board composition. From selecting co-founders, to first key hires, to investors, to independent board members, it is easy to gravitate to those in your network, and that network can often be homogeneous. The familiarity of shared experiences and educational backgrounds has a dangerous trickle-down effect...
‘Uncle Dupie’ was a leading employer and philanthropist in Delaware, but declining profits and global competition put it in the crosshairs of shareholder activist Nelson Peltz...
Communication platforms like Microsoft Teams have quickly become indispensable during the pandemic. FTI Consulting technology specialists Tim Anderson and Chris Zohlen say this rapid adoption has left little room for legal and compliance considerations or governance controls and offer questions counsel should ask to prevent future headaches...
Stephen Givens is a corporate lawyer based in Tokyo. Some Japanese CEOs saw a silver lining in the onset of COVID-19 in early 2020. The pandemic's impact on revenues, profits and cash, they saw with relief, would make it hard for their troublesome activist shareholders to lodge their usual demands for higher dividends and share buybacks at the June annual general meetings and beyond...
If board members had concerns, they never once officially said them.” (Dunlevie told me that directors expressed disagreement with Neumann behind ...
More than two thirds of investors want executive pay tied to ESG initiatives, a move that would pressure boards to achieve social and other key targets, according to the global Edelman Trust Barometer Special Report: Institutional Investors. Sixty-nine percent of stakeholders say they want to see a link between remuneration and ESG, a 17-point jump over 2019...
Under the heading of “Executive Compensation,” this blog considers all matters relevant to executives, executives’ employment, and their employment…
Fostering an inclusive workplace creates a space where everyone has a voice and encourages the flow of new, exciting ideas that drive businesses to bolster the bottom line...
After a series of controversies, he stepped down as CEO of the company he’d started. This was more of a blow for Papa John’s than it might have been for any other company...
But Airbnb has a different, potentially thornier problem. Even if you never use Airbnb, you still might hate it because renters at the house next door throw loud parties or your quiet town is overrun by tourists each weekend...
One of the most unfortunate side effects of the Covid-19 pandemic has been job loss or pay restructuring for millions of workers in almost every industry...
The FY 2020 report of the SEC Office of the Whistleblower reveals that the SEC whistleblower program is firing on all cylinders. Enforcement actions from whistleblower tips have resulted in orders for more than $2.7 billion in monetary sanctions, including more than $1.5 billion in disgorgement of which almost $850 million has been, or is scheduled to be, returned to harmed investors...
Money managers who use environmental, social and governance factors in their investment analysis say climate change continues to be their top concern and the leading criteria as they put money to work. The amount of professional money managed using all three ESG criteria rose sharply, according to a group that measures this type of investment, and now represents 33% of the $51.4 trillion in total U.S. assets under professional management...
While the impacts of 2020’s seismic social and political disruptions will reverberate for some time, in what may come as surprise to some, the corporate boardroom is proving to be fertile ground for incremental social change taking permanent root...
Businesses will continue to struggle with the Covid-19 pandemic throughout 2021, in both the marketplace and the boardroom. Measures companies took in response to the crisis, such as the use of remote director meetings and virtual annual shareholder meetings, will likely remain part of the governance landscape through 2021...
Executive compensation has long been a hot-button issue for investors. Throughout 2021, the Covid-19 pandemic and the economic downturn will focus attention on the pay of executives in struggling companies...
This piece is the first in a series of articles examining the racial diversity of the boards and executive leadership of the biggest companies in commercial real estate...
As life dramatically changed in 2020, so did shareholder rights. In the United States, we witnessed a dramatic and substantial change to how companies conduct annual meetings, a reignited debate on the purpose of the corporation, new defensive strategies for companies, as well as a reshaping of the shareholder activist model, as some activists adopted tactics historically associated with private equity. Below we note some of the major developments that took place over the past year...
In the world of corporate governance and proxy voting, 2020 has been a remarkable year, not only because annual general meetings took place in the midst of a global pandemic that forced the abrupt transition to a virtual proxy season, but also because this year marked the beginning of the new decade at a time when companies and investors experience a major shift in how they engage on the topic of corporate governance...
Joe Biden’s presidential transition has barely started but already banks and investment firms are anxious about two names they fear are in the running to lead the U.S. Securities and Exchange Commission. The uneasiness started late last week, when news broke that Gary Gensler -- a scourge of Wall Street when he led the Commodity Futures Trading Commission -- had been tapped to examine financial regulators for the president-elect...
First, government legislation designed to limit executive compensation and second, the influence of economists and academia to base executive compensation on “performance.”...
On Tuesday, the China Securities Regulatory Commission also pledged to improve corporate governance and enhance scrutiny of initial public ...
A lot of attention has been paid to board diversity – or lack thereof – in recent months. California enacted AB-979, which expanded upon California’s earlier gender diversity law and requires boards to make strides in other types of diversity, including racial and ethnic minorities...
