Corporate governance - Vigil

The UK government is investigating share buybacks, but could capital allocation be a subject for more disclosure and the corporate governance code?

The number of U.S. tech IPOs over the past few years has been disappointingly low, and that trend could continue. Investors hoping to catch an early ride on the next Facebook or Google initial public offering may be waiting a long time. On the issuer side, fewer startup employees and C-suite executives may have a chance at realizing their IPO dreams.

A revision of the UK’s Corporate Governance Code is out for consultation. Will it bring a halt to corporate scandal, and does it promise a bigger, broader objective?

Each year, we see more companies electing to hold virtual-only shareholder meetings, for which the benefits are clear: (1) it’s easier to coordinate; (2) it’s less expensive; and (3) most annual meetings don’t amount to much. However, the disadvantages of virtual-only meetings loom large for certain investors.

Along with its four pillars for governance which score companies on a one to ten scale, ISS has launched Environmental & Social (E&S) QualityScore to measure corporate disclosure on environmental and social issues. Similar to the Governance QualityScore, the measures are relative based on peer companies within a specific industry group.

When Jim Shaw died in January, the tributes focused on his crucial contributions as CEO of Shaw Communications Inc. during a period of growth for the company.

Several major corporate scandals in the United States during the early 2000s brought attention to corporate governance of large U.S. companies. As a result, Congress passed the Sarbanes-Oxley Act (SOX), and the Securities and Exchange Commission (SEC) announced several regulations aimed at restoring public confidence in the governance of public corporations.

Does liquidity—the ability of shareholders to sell their shares easily—improve or harm corporate governance? Coffee (1991) and Bhide (1993) argue that liquidity is harmful for corporate governance because investors can more readily take the “Wall Street Walk” by selling their shares and thus avoid engaging in costly governance activities.

A new study shows how much progress Europe has made, and what it can borrow from the U.S.

Revisions Proposed to the UK Corporate Governance Code: An Overview and Comparison with Aspects of US Corporate Governance

On February 20, the Securities and Exchange Commission approved the issuance of an interpretive release, available here, to provide guidance to public companies when preparing disclosures about cybersecurity risks and incidents.  The release also communicates the Commission’s views on the importance of maintaining comprehensive policies and procedures related to cybersecurity risks and incidents.

With an average of one in 10 S&P 500 companies experiencing a CEO transition each year, sustainability departments must be prepared to effectively manage a change in company leadership.  

Companies need an organizational design that’s stable yet can respond quickly to threats and opportunities. Here’s how to build one.

We got a blunt and sobering message last week from Steve Verheul, Canada's head NAFTA negotiator, telling us that negotiations with the Americans are bogged down and, apart from some agreement on peripheral things, there's absolutely no movement on the really tough issues.

We are pleased to present our annual review of enforcement activity relating to financial reporting and issuer disclosures. Much like prior reviews, this update focuses principally on the Securities and Exchange Commission (“SEC”) but also discusses other relevant trends and developments.

Directors can add value as their companies struggle to tackle cyber risk. We put the threat environment in context for you and outline the top issues confronting companies and boards. And we identify concrete steps for boards to up their game in this complex area.

Over the years, a consensus on the best corporate governance practices has emerged. The OECD Guidelines of Corporate Governance epitomize a canon of such practices, including things like having non-executive shareholders on boards, having an audit committee, and following special rules when trading with other companies owned by your company’s bosses. Yet, every canon brings about its own counter-reformation. Over the years, there have been calls to treat emerging markets like Russia and China as special cases. State-owned capital, combined with Asian values, has obviously paid off – as evinced by China’s more than 5 percent growth. Is it true, though, that China is a special case?