White House officials will meet on Tuesday with leaders from five major pension funds who have committed more than $1 trillion in capital requiring robust labor standards in private-equity investments, in an effort to push more funds to follow suit.Get a curated selection of 10 of our best stories in your inbox every weekend. The…
Anti-DEI Is the Extreme Right’s Smokescreen
Remember the Wizard of Oz saying, “Pay no attention to the man behind the curtain?” Remember the way magicians use misdirection to hide the mechanics of their tricks? Remember “the best defense is a good offense?” Well, what the extreme right is doing by blaming DEI for everything that goes wrong is just a billionaire-funded…
The Tesla Board Still Doesn’t Understand the Job
The well-known definition of insanity is doing the same thing and expecting a different result. The should-be well-known definition of a board that fails to meet any concept of independent judgment or fiduciary obligation to shareholders is Tesla. Facing criticism that it is overly beholden to Elon Musk, Tesla’s board of directors said on Wednesday…
Will the Rules on Incentive Pay We’ve Been Waiting for Since 2010 Finally Happen?
Long-dormant efforts to restrict Wall Street pay have returned to the agenda as regulators make another push to address unfinished business from a 2010 financial overhaul. Banking regulators are planning to revive a proposal that would require big banks to defer compensation for executives and take back more of their bonuses if losses pile up,…
Michael Frerichs Rebuts the Anti-ESG Arguments
We are big fans of Illinois State Treasurer Michael Frerichs and highly recommend the entire text of his excellent essay rebutting the arguments against ESG: We are witnessing a widespread, highly coordinated, politically motivated attack on investors and the hard-working people they serve. This pushback is anti-free market and anti-investor, and it is misleading and…
Will Delaware Legislators Overturn a Rare Pro-Shareholder Court Decision?
A recent very narrow pro-shareholder decision by the Delaware courts is so concerning to corporate insiders that they are pushing the legislature to pass a law overturning it. In the decision, the court ruled that a contract giving one person control over many key corporate decisions, including approval of all members of the board, violated…
Utter Disdain for Investors in ExxonMobil Proxy Statement
We had no doubt of its disdain for shareholders after ExxonMobil decided to bypass the no-action process to challenge a shareholder proposal in court purely for intimidation — refusing to drop the lawsuit even after the proposal was withdrawn. We reiterate that there is no possible justification for a lawsuit to challenge a shareholder proposal…
Proposal: Adapt Shareholder-Based Governance to Social Media
SMU Deadman School of Law Professor Christina Sautter has written an article proposing a social-media based update for shareholder communications. Some highlights (footnotes omitted): Although I strongly agree that reform of the proxy system is sorely needed to facilitate the engagement of corporate shareowners, many human investors are anything but silent. They are actively and…
ICGN Governance Recommendations for the US
From the International Corporate Governance Network recommendations for US companies (footnotes omitted): Multi-class shares – ICGN supports the “one share, one vote” standard, which ensures equal treatment of all shareholders. If a company chooses a multiple class share structure, investors want to see robust safeguards in place. Therefore, ICGN supports the recommendation by the Council…
ESG’s Growing Pains: Featured in a New Book on Board Governance
VEA Vice Chair Nell Minow has written a chapter on ESG featured in the third edition of Richard LeBlanc’s The Handbook of Board Governance: A Comprehensive Guide for Public, Private, and Not-for-Profit Board Members. Her chapter, “ESG’s Growing Pains” includes discussions of the progress made by ESG investments, the challenges that still remain, and the…
ValueEdge Advisors 