Corporate governance - Vigil
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February 10, 2017 9:38 AM
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2017 Proxy Season: Key ISS Compensation—Related Updates

Companies should consider compensation-related changes to ISS policies when preparing for annual meetings on or after February 1, 2017.

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February 10, 2017 9:38 AM
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Board Refreshment Trends at S&P 1500 Firms

“Refreshment” is among the most hotly-debated topics across U.S. boardrooms and within the broader corporate governance community. While shareholders, directors, and other market constituents vary as to the reasons for their refreshment concerns, they typically include snail-paced board turnover, sky-rocketing tenures, stagnant skillsets and deficient diversity.


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February 10, 2017 9:37 AM
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Corporate Secretary | Corporate Governance Awards 2016: Best compliance and ethics program (small to mid-cap) - Voya Financial

Corporate Secretary | Corporate Governance Awards 2016: Best compliance and ethics program (small to mid-cap) - Voya Financial | Corporate governance - Vigil | Scoop.it
‘The IPO was a watershed moment for us to have a new code of conduct and raise awareness about ethics and compliance,’ says Jean Weng, deputy general counsel and corporate secretary at Voya Financial.
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February 10, 2017 9:37 AM
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Corporate Secretary | OCC offers detailed view of third-party risk exams

Corporate Secretary | OCC offers detailed view of third-party risk exams | Corporate governance - Vigil | Scoop.it
Compliance and legal teams have been given insight into what regulators will be looking for when they assess how banks handle potential risks raised by dealing with outside entities, an area that has gained greater prominence with the growth of cyber-attacks.
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February 10, 2017 9:31 AM
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Yvan Allaire: World Economic Forum, Davos 2010 - Corporate Governance

Yvan Allaire: World Economic Forum, Davos 2010 - Corporate Governance | Corporate governance - Vigil | Scoop.it
There is a Chinese proverb that says He who knows he has enough is rich; but the modern Western version of the saying seems to be: One never has enough; I deserve more; or There is always someone who has more. Over the last years, we have built a system of incentives and motives so …
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February 9, 2017 9:44 AM
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With Ottawa’s aid, Bombardier’s short-term future gets a lift - The Globe and Mail

Ottawa’s &u0024;372-million bolsters balance sheet, but more cash may be needed as company tries to deliver new jets
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Citation Michel Nadeau

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February 9, 2017 9:34 AM
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Corporate Secretary | Corporate Governance Awards 2016: Best governance for a private company - Graybar

Corporate Secretary | Corporate Governance Awards 2016: Best governance for a private company - Graybar | Corporate governance - Vigil | Scoop.it
Graybar was founded in 1869 and has been owned by its employees for more than 85 years. While the company is not listed on any exchange, it is registered with the SEC.
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February 9, 2017 9:33 AM
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Directors Forum 2017 & Trump - Part 1 - Corporate Governance

Directors Forum 2017 & Trump - Part 1 - Corporate Governance | Corporate governance - Vigil | Scoop.it
Directors Forum 2017 in San Diego was billed as Directors, Management, & Shareholders in Dialogue. Sure, all well and good, but I went there also hoping to learn more about President Donald J. Trump. He is the subject of a huge portion of tweets, Facebook posts and much of the news, so I expected Trump to also be the center of attention at Directors Forum 2017.

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February 9, 2017 9:27 AM
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Leveraged Buyouts: An Overview of the Literature

The public corporation is often believed to have important advantages over its private counterpart. A stock market listing enables firms to raise funds in public capital markets, increases the share liquidity for investors, allows founders and entrepreneurs to diversify their wealth, and the higher degree of visibility and media exposure of public firms can be an effective tool in the marketing of the company
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February 9, 2017 9:26 AM
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Tax Implications of Executive Pay: What Boards Need to Know

Tax Implications of Executive Pay: What Boards Need to Know | Corporate governance - Vigil | Scoop.it
Tax issues—how pay is taxed, when, and whether that tax can be deferred—can be a key driver in designing executive pay packages.

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February 9, 2017 9:26 AM
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The Legacy of the Sarbanes-Oxley Act, 15 Years On

“What does Sarbanes-Oxley mean? That’s when two members of U.S. Congress fiddle and half a million accountants in Europe start dancing.”[1] President Donald Trump pledged during his electoral campaign to repeal some of the reforms that came about after the 2008 financial crisis, includin
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February 8, 2017 9:56 AM
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How to become a non-executive director

How to become a non-executive director | Corporate governance - Vigil | Scoop.it
The role of the NED has never been more important to companies. The IAS outlines how to become a non-executive director…
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February 8, 2017 9:53 AM
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This activist group is trying to oust Mark Zuckerberg as Facebook’s chairman

This activist group is trying to oust Mark Zuckerberg as Facebook’s chairman | Corporate governance - Vigil | Scoop.it
Some investors say Zuckerberg has too much power.
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February 10, 2017 9:38 AM
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Investor Coalition Publishes U.S. Stewardship Code

On January 31, 2017, the Investor Stewardship Group, a coalition of sixteen investors, premiered the Framework for U.S. Stewardship and Governance (the Framework; discussed on the Forum here), outlining a set of six fundamental governance principles for U.S. listed companies and stewardship principles for U.S. institutional investors.
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February 10, 2017 9:38 AM
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Foreign Cash: Taxes, Internal Capital Markets, and Agency Problems

U.S. multinational corporations park trillions of dollars of cash in low-tax jurisdictions to avoid the taxes associated with repatriating their foreign earnings.
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February 10, 2017 9:37 AM
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Corporate Secretary | SEC eases path for filing annual broker-dealer reports

Corporate Secretary | SEC eases path for filing annual broker-dealer reports | Corporate governance - Vigil | Scoop.it
Broker-dealer compliance teams received some good news recently when the SEC took steps to make it easier for them to meet their annual reporting obligations.
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February 10, 2017 9:37 AM
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Corporate Secretary | Corporate Governance Awards 2016: Best compliance and ethics program (large cap) - The Allstate Corporation

Corporate Secretary | Corporate Governance Awards 2016: Best compliance and ethics program (large cap) - The Allstate Corporation | Corporate governance - Vigil | Scoop.it
The Allstate Corporation’s compliance and ethics program is built to influence all levels of the company and maintain a continuous dialogue about what it means to have an ethical culture.
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February 10, 2017 9:31 AM
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EY - 2017 proxy season preview

EY - 2017 proxy season preview | Corporate governance - Vigil | Scoop.it
Investors continue to focus on whether boards are fit for purpose. We reveal five things boards need to consider heading into the 2017 proxy season.
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February 9, 2017 9:34 AM
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Corporate Secretary | Corporate Governance Awards 2016: Best overall governance (international) - RBC

Corporate Secretary | Corporate Governance Awards 2016: Best overall governance (international) - RBC | Corporate governance - Vigil | Scoop.it
‘We see good governance as a business imperative,’ says Karen McCarthy, director of investor relations at RBC. ‘It impacts performance and delivers long-term value to shareholders. It’s the tone at the top, driven through all levels of the organization to make it part of our culture.’
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February 9, 2017 9:34 AM
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Cognizant Technology Shakes Up Board Under Activist Pressure

Cognizant Technology Shakes Up Board Under Activist Pressure | Corporate governance - Vigil | Scoop.it
Cognizant Technology Solutions, under pressure from activist investor Elliott Management, said it would replace three members of its board and launch a new capital return program to address the concerns of shareholders.
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February 9, 2017 9:33 AM
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National Association of Corporate Directors

Institutional investors are increasingly leaning on corporations to favor long-term value creation over short-term earnings, and a study released this week offers ways for directors and C-suite executives to capitalize on that pressure, the Wall Street Journal reports. The study from McKinsey & Co. and the Aspen Institute identifies a number of ways companies can commit to making long-term value a priority:

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February 9, 2017 9:27 AM
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Allergan Fine Underscores Obligation to Disclose White Knight

Allergan Inc. has agreed with the SEC that it will admit to securities law violations and will pay a $15 million fine for disclosure violations in its Schedule 14D-9 relating to the unsolicited, public takeover bid for the company made by Valeant Pharmaceuticals International in 2014
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February 9, 2017 9:26 AM
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SEC.gov | SEC Announces Agenda for February 15 Meeting of the Advisory Committee on Small and Emerging Companies

SEC.gov | SEC Announces Agenda for February 15 Meeting of the Advisory Committee on Small and Emerging Companies | Corporate governance - Vigil | Scoop.it
Washington D.C., Feb. 8, 2017 — The Securities and Exchange Commission today announced the agenda for the February 15 meeting of its Advisory Committee on Small and Emerging Companies.  The committee will discuss secondary market liquidity for Regulation A companies and reporting companies not listed on an exchange, and explore why more companies may be choosing to stay private.  It also will consider recommendations on corporate board diversity and on the treatment of so-called “finders” that assist companies in capital raising activities.
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February 8, 2017 9:58 AM
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The Canadian Say on “Say on Pay” | Timely Disclosure

The Canadian Say on “Say on Pay” | Timely Disclosure | Corporate governance - Vigil | Scoop.it
As the New Year rolls along, so does commentary on executive compensation. According to the Canadian Centre for Policy Alternatives, by 11:47 am on the first working day of 2017 (January 3rd) Canada’s 100 highest paid CEOs on the TSX index had earned the equivalent of the average annual Canadian wage. Shareholder votes on the… Continue Reading
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February 8, 2017 9:53 AM
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BlackRock CEO Fink sees 'dark shadows' in markets

BlackRock CEO Fink sees 'dark shadows' in markets | Corporate governance - Vigil | Scoop.it
BlackRock CEO Larry Fink on Wednesday said he is more concerned about financial markets than the current consensus, as uncertainty over global trade and other issues has caused business leaders to slow down spending.
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