Corporate governance - Vigil

Skincare company Obagi and makeup brand Milk Makeup are merging with Waldencast Acquisition Corp. WALD 0.31% , a special-purpose acquisition company founded by two former L’Oréal executives in a deal that values the combined business at roughly $1.2 billion.

The trend to incorporate Environmental, Social, and Governance (ESG) matters into corporate boardrooms and capital markets is pervasive. Nevertheless, considerable uncertainty exists over what ESG is, how it should be implemented, and its financial and nonfinancial impacts on corporate outcomes and fund performance. In this Closer Look, we explore seven commonly accepted myths surrounding ESG, many of which are not supported by empirical evidence.

Computer-powered hedge fund group AQR Capital Management is to remove five partners from its ranks and trim its bond arm, continuing to retrench operations after several lean years for many systematic trading strategies.

The $137bn investment group led by Clifford Asness has been a pioneer of “quantitative” investment strategies that attempt to profit from long-term market signals, rather than traditional human traders and fund managers

Many companies do not account for the emissions from their supply chains, which can be a significant majority of their contributions to greenhouse gases.

In the negotiations which led up to the Rio Earth Summit in 1992, Saudi Arabia spent a great deal of time attempting to insert the term “environmentally safe and sound” in front of references to “energy sources” and “energy supplies”. Given that the oil Saudi Arabia exports in greater quantities than any other country is now understood to be anything but environmentally safe, this seems bizarre. At the time, though, the aim was obvious to all concerned: the phrase was a way to keep nuclear power off the Rio agenda.

In our article, Optimizing The World’s Leading Corporate Law: A 20-Year Retrospective and Look Ahead, we look back at a 2001 article (Function Over Form: A Reassessment of Standards of Review in Delaware Corporation Law) in which two of us, with important input from the other, argued that in addressing issues like hostile takeovers, assertive institutional investors, leveraged buyouts, and contested ballot questions, the Delaware courts had done exemplary work but on occasion crafted standards of review that unduly encouraged litigation and did not appropriately credit intra-corporate procedures designed to ensure fairness. Function Over Form suggested ways to make those standards more predictable, encourage procedures that better protected stockholders, and discourage meritless litigation, by restoring business judgment rule protection for transactions approved by independent directors, the disinterested stockholders, or both.

The Act to Modernize Legislative Provisions respecting the Protection of Personal Information (“Bill 64” or the “Bill”) received royal assent on September 22, 2021, and is set to bring important changes to the Province of Quebec’s Act Respecting the Protection of Personal Information in the Private Sector (“Private Sector Act”). As part of a series of blogs on how businesses can best prepare for the introduction of these new obligations, this blog discusses the corporate governance obligations incumbent on businesses that are set to enter into force as early as September 22nd, 2022.

Canadian companies are facing growing pressure to increase the representation of women on their boards and in executive officer positions. There is evidence that suggests that companies with a greater balance of women on their boards generate better corporate returns and performance. Further, a more diverse board has been linked to better performance in other environmental, social and governance (ESG) factors beyond gender diversity itself. In this regard, gender diversity may not only be good for a company’s bottom-line but may also improve a company’s ability to respond to ESG risks and opportunities, through increased corporate social responsibility and by having a positive impact on the company’s response to climate change.

As boards acclimate to a virtual world, so must governance practices. Over the last several months, governance professionals have implemented new technologies and processes at a rapid clip. Not only are these new efficiencies welcomed by directors, but in many cases, they’re long overdue. Chief among these are board evaluations and D&O questionnaires.

Business leaders are increasingly interested in the skills that marketing chiefs can bring to corporate boards. But marketers will need to prove themselves to land a seat at the table, executives at The Wall Street Journal’s CMO Network Summit said on Tuesday.

An impossible job has become even tougher

Some investors feared that China Evergrande Group, the world’s most indebted real-estate firm, would collapse spectacularly, triggering losses far and wide. Instead, the Chinese state is dismantling the giant developer slowly and behind the scenes, in what amounts to one of the biggest financial challenges Beijing has faced in years.

Women are increasingly represented in public and social sector organizations, but burning out. To support women leaders, agencies can recognize and reward leaders who invest in employee well-being, diversity, equity, and inclusion.

A former JPMorgan Chase & Co. compliance executive has sued the bank for retaliation, saying it fired her after she pointed out gaps in its anticorruption controls and raised concerns about what she believed were misrepresentations to regulators.

The decision by Rogers Communications Inc. to not appeal a court decision last week handed company chair Edward Rogers a decisive victory in his battle for control of the telecom company that bears his family name.

Long-simmering tensions at the family-run company spilled out into the open last month, giving ordinary Canadians an unprecedented glimpse into the behind-the-scenes details at play with the powerful family.

The assessment of the science of climate change released by the ipcc in August looked at various future-emission scenarios. In every one the best estimate for the difference in temperature between the mid-19th and the mid-21st centuries was above 1.5°C. Only two scenarios, both with close to net-zero emissions by mid-century and net-negative ones thereafter, had best estimates lower than 2°C for the final two decades of the century.

Three is better than one. Splitting into three companies seems to be the trendy thing to do for once-mighty industrial icons.

Japanese electronics maker Toshiba said Friday it would break itself up into three companies. That follows a similar announcement from General Electric on Tuesday. The two century-old companies used to be manufacturing pioneers in their countries with businesses spanning disparate sectors. But both have stumbled in recent times. Toshiba, in particular, has been embroiled in one scandal after another over the past few years. A foreign investor revolt led to the ouster of the company’s chairman in June.

Johnson & Johnson plans to break up into two companies, splitting off the $15-billion-a-year division that sells Band-Aid bandages, Tylenol medicines and Johnson’s Baby Powder in a shift indicating just how much healthcare has changed since the company helped pioneer the industry.

The world’s largest health-products company by sales will separate its high-margin but less predictable prescription-drug and medical-device business from its storied but slower-growing consumer group, creating two publicly traded companies.

This study examines the latest literature on Japanese corporate governance with a view to identify the nature of current view of the Japanese corporate governance and thereby recognizes major contemporary issues to be handled. More specifically this study attempts to address three main empirical questions. (i) How far has the recent reform of corporate governance progressed? (ii) What factors determine a company's reform effort? And (iii) Do reforms actually improve the level of corporate performance? The results show an increasing trend of shifting the Japanese corporations toward the market model.

A main area of focus for public companies this past annual reporting season was the new human capital disclosure requirement for annual reports on Form 10-K.  This client alert reviews disclosure trends among S&P 500 companies and provides practical considerations for companies as we head into 2022 and the second year of discussing human capital resources and management.

The world’s fastest-growing major financial exchange has no head office or formal address, lacks licenses in countries where it operates and has a chief executive who until recently wouldn’t answer questions about his location.

With the clock ticking to the end of the Glasgow COP26 climate summit, a key element remains unresolved: the rules for global carbon markets that experts believe are critical to cutting the emissions behind climate change.

Signs of breakthrough on one front emerged on Thursday as negotiators put forward a plan to create two types of emissions credits in order to resolve issues that have been outstanding for years.

It’s been a bad year to be a big cheese in China. Billionaire entrepreneurs have been hounded. Over-extravagant entertainers have disappeared from the internet. Now a new type of tycoon is feeling the heat. The latest regulatory crackdown on what the government considers private-sector misbehaviour extends to businessmen with excessively cosy ties to banks. The fear is that insider dealing, preferential access to credit and lax corporate governance pose threats to stability, particularly in the regional and local underbelly of China’s financial system.