Corporate governance - Vigil

An activist investor is seeking to take over half the board of Air Methods Corp., putting pressure on the medical helicopter company as it explores a sale.

The review of financial regulation under the new administration has its first victim. On February 3, the Senate passed a resolution under the Congressional Review Act that disapproves the SEC’s rule on resource extraction payments. The House of Representatives had already passed the resolution, so the SEC’s rule is no longer in effect.

Governance Professionals of Canada president Lynn Beauregard spoke to Corporate Secretary editor Ben Maiden late last year about some of the key challenges facing her group’s members in areas such as diversity, regulation and technology 

British general incorporation law granted companies an extraordinary degree of contractual freedom to craft their own governance rules.

The year 2017 begins amid significant shifts in the world’s geopolitical order. Recent events such as the U.S. Presidential election and the United Kingdom’s historic vote to leave the European Union have brought with them a great deal of both political and economic uncertainty.

“We are no target for shareholder activists.” I hear this every other day. From small- and mid-cap companies (and sometimes even large caps) all across the U.S. and abroad, from executive officers, board members and others. Occasionally this assessment is correct. More often than not, however, it is not. It only reflects common misconceptions.

“Wolf packs” are loose networks of parallel-minded shareholders (typically hedge funds) that act together to effect change in a given corporation without disclosing their collective interest. Wolf packs are able to circumvent disclosure rules typically applied to shareholders that act together by deliberately avoiding being characterized as a “group” for the purposes of US securities laws or as “acting jointly or in concert” for the purposes of Canadian securities laws.

Directors will need to continue to focus on strategic planning, especially in light of significant anticipated changes in U.S. government policies, continued international upheaval, the need for productive shareholder relations, potential changes in interest rates, uncertainty in commodity prices and cybersecurity risks, among other factors.

A battle is underway between two competing forces — a contest that will presumably continue until the unit-holder vote on the proposed takeover by Starwood is held in early March

In the weeks following the U.S. presidential election, companies and investors enjoyed a stock market rally fueled by expectations concerning tax cuts, increased government spending and significant deregulation.

WASHINGTON, DC (Jan. 12, 2017) — In response to the increased focus on the board’s role in cybersecurity oversight, the National Association of Corporate Directors (NACD), the advocate for the profession of directorship, and the Internet Security Alliance (ISA) today announced the release of the 2017 edition of the NACD Director’s Handbook on Cyber-Risk Oversight (the Handbook).