Corporate governance - Vigil

You can understand nothing, absolutely nothing, about the operating culture of any company by sitting around the boardroom table. At the boardroom table you “eat what you are fed” by the top management team.

As discussed in this PubCo post, BlackRock has recently issued its 2018 Proxy Voting Guidelines for U.S. Securities.  Because BlackRock is reportedly the largest asset management firm (with $6.3 trillion under management), its voting guidelines will matter to more than a few companies.  And BlackRock takes its proxy voting seriously.

Corporate governance has traditionally been viewed as a way to reduce agency costs between shareholders and managers in the context of private ordering.  Laws and regulations pertaining to corporate governance have, therefore, typically aimed to enhance long-term wealth for shareholders.

Six companies announced they have signed letters of intent with Quebec's liquor board to supply cannabis and related products.

Today’s audit committees have a lot on their plate, which is why it’s important for boards to stay abreast of key audit committee issues. What new audit regulations should be on the board’s radar? What improvements have audit committees made to their voluntary disclosures—and which disclosure topics demand more attention?

When we hear “wage gap,” we automatically think of the “gender gap” between the salaries of men and women. This is a demonstrable problem, but an even bigger one, affecting men and women alike, is the pay gap between executives and the people who work for them.

Litigation allows shareholders to seek remedies for fiduciary breaches by managers or directors, such as when there has been a misrepresentation of financial results or illegal insider trading. Twitter, for example, faces a derivative lawsuit alleging that executives provided misleading financial statements to hide poor performance while selling millions of dollars in personally held stock.

The UK’s Financial Reporting Council has published proposals for a streamlined governance code, while research from Mazars, in association with ecoDa, finds compliance with the existing framework to be variable.

I want to talk to you about something that has been vigorously debated in recent years: What is, and what should be, the role of the corporate shareholder? In the spirit of being in California, this debate could be summarized as follows: Are shareholders merely extras in the corporate movie? Or are they lead actors that need to be empowered so that they can successfully play their roles?

As you know, “dual class” voting typically involves capitalization structures that contain two or more classes of shares—one of which has significantly more voting power than the other. That’s distinct from the more common single-class structure, which gives shareholders equal equity and voting power.

A look at the data on bilateral trade, services, investment and protectionism between Asia, Europe and the US in recent years gives some indication of the future shape of the world economy.

All countries will feel the impact of automation, but at different speeds and in different ways. In this podcast, McKinsey Global Institute looks at its likely impact in China, Europe, and India.

Canada's focus on funding innovation in the predominantly male tech sector is putting female businesses in other industries – at a disadvantage, a report to be released on Wednesday concludes.

Roughly four in 10 companies are planning or considering changes to their executive pay programs, or have already taken action, according to a recent study by Willis Towers Watson.

Mittleman Brothers has taken a stake in Aimia Inc. and says it may push for changes to the Canadian loyalty-card provider’s management or board as well as seek a sale of all or part of the company.

Les investisseurs activistes Carl Icahn et Darwin Deason, actionnaires majeurs de Xerox, critiquent vivement le projet de cession du groupe américain au japonais Fujifilm en affirmant dans une lettre ouverte que cette opération "sous-évalue considérablement Xerox et favorise de manière disproportionnée Fuji".

In the past five years, CEOs transitions have become more common than they had been in the preceding five years. As a result, median tenure has fallen a full year since 2013.