Billionaire Chairman’s Sons Are Cutting Deals With D.R. Horton – Bloomberg

VEA Vice Chair Nell Minow is quoted in an article about an insider transaction that raises some very significant conflict of interest concerns. Those are important details, said Nell Minow, the vice chairwoman of ValueEdge Advisors, which specializes in corporate governance. Before a public company approves a deal with fathers, sons or other related parties,…

Illinois Takes Steps Toward Adopting a California-Like Board Diversity Bill

Some of Illinois’ largest companies would have to take a critical look at who’s calling the shots in their boardrooms if a bill making its way through Springfield becomes reality. The legislation, which narrowly passed the House last month, would require any publicly traded company with an Illinois headquarters to have at least one woman…

Four Tesla directors to leave in governance overhaul | Financial Times

Tesla disclosed that four of its directors are to step down as part of a governance overhaul at the electric car maker, following criticism in recent months of the board’s failure to exert more control over chief executive Elon Musk. The shake-up was announced late on Friday, and came after the company’s new independent chairwoman,…

CtW wants to put an employee on Google’s board – The Washington Post

CtW Investment Group, a group that works with union-sponsored pension funds, filed an unusual proposal late last year at Alphabet, Google’s parent company, that calls for the board to nominate a non-executive employee to be elected by investors as a director at next year’s annual meeting.If the proposal ends up on the company’s proxy this…

SpencerStuart Board Index 2018

The 2018 SpencerStuart Board Index has been released. Some of the highlights: S&P 500 boards appointed 428 new directors during the 2018 proxy year, the most since 2004 and an increase of 8% from 2017. » 57% of boards added at least one new director. Nearly two-thirds (65%) of the incoming class come from outside…

Goldman Settlement of Investor’s Board-Pay Claims Rejected – Bloomberg

A bid by Goldman Sachs Group Inc. to settle a lawsuit over how much it pays directors was rejected by a judge who said that simply making changes in corporate governance didn’t provide enough benefit to the firm. The ruling comes as part of a chancery court crackdown on so-called “disclosure settlements,’’ in which companies resolve investor…

PWC on Corporate Boards: Cyber Threats, #Metoo, Diversity, and What Shareholders Want

PWC on Corporate Boards: Cyber Threats, #Metoo, Diversity, and What Shareholders Want PWC’s annual director survey is one of our most trusted resources on corporate governance from the perspective of the boardroom, and this year’s edition has some significant findings on issues like diversity, CEO pay, climate change, cybersecurity, and the gap between what board members…