Corporate governance - Vigil

Guidelines to help to determine compensation committee priorities and gaps that need to be addressed.

Concerns about the governance of public corporations have taken center stage in recent years. Part of the debate on how to improve corporate governance has focused on policies that will give large shareholders (typically institutional investors) greater influence over corporate decisions.

Asset manager to pay $194 million to thousands of clients who lost out when the firm flubbed a proxy vote on Dell’s buyout in 2013.

Reform of campaign finance disclosure has stalled in Congress and at various federal agencies, but it is steadily unfolding in a firm-by-firm program of private ordering. Today, much of what is publicly known about how individual public companies spend money to influence federal, state, and local elections—and particularly what is known about corporate “dark money”—comes from disclosures that conform to privately-negotiated contracts.

In our new paper, What Else Do Shareholders Want? Shareholder Proposals Contested by Firm Management, we explore proposals that managers seek to exclude from their firms’ proxy statements. We find that managers often seek to exclude shareholder proposals from the proxy. Over four thousand proposals, or nearly 40%, of all proposals received during 2003-2013 were contested by management. These proposals covered a wide range of issues including executive compensation, antitakeover measures, voting procedures, environmental issues, and social policy. The SEC allows firms to exclude many of the proposals that managers contest. Specifically, 72% of all proposals that managers seek to exclude from the proxy are allowed by the SEC (i.e. SEC provides firm a “no action” opinion letter).

A court’s decision that Dell Inc. sold for $6 billion too little means that companies don’t simply have to find the highest bidder, but that a judge may deem what the price should be.

Mongeau, who returned to work in January after a six-month sick leave for a rare type of throat tumour, said the role had become too demanding

New powers needed to compel financial firms to pay up when it orders compensation awards

Shareholder proposals on pay equity at Alphabet (née Google) and Facebook are unlikely to gain majority support, but may nonetheless mark a turning point on gender inequality within the tech sector.

April 12th, 2016 was Equal Pay Day — a day that marks when

Real-estate website Zillow agreed to pay $130 million to plaintiffs including competitor Move Inc. to settle a 2014 lawsuit alleging misappropriation of trade secrets.

More than ten years have passed since the New York Stock Exchange (NYSE) began requiring annual evaluations for boards of directors and “key” committees (audit, compensation, nominating/governance), and many NASDAQ companies also conduct these evaluations annually as a matter of good governance.

Results filed with the SEC show over 40 percent of Tribune Publishing shareholders withheld support for each of the directors in the Gannett proxy fight.

In a recent live chat, experts discussed the success and challenges of business and government collaborations. Here’s what we learned