Agenda – Director Support Sinks on ESG Concerns

Directors saw lower reelection support this year during a proxy season in which investors showed unprecedented focus on environmental, social and governance issues. More directors received less than 70% support during this year’s proxy season compared to last year’s, according to data provided to Agenda by the Conference Board and AI analytics firm Esgauge. Similarly,…

Agenda – ‘Board Publicly Lied’ — Case Against Directors Moves Forward

The Boeing board “publicly lied” about monitoring airplane safety following two deadly 737 Max crashes, according to court records. Directors also allegedly failed to assess airplane safety and fell short in demanding or expecting safety reports from management. Delaware Chancery Court Judge Morgan Zurn used these and other determinations to allow oversight claims against Boeing…

Corporate Directors Say It’s Not Their Job to Monitor CEO: Study – Bloomberg

VEA Vice Chair Nell Minow comments on the study showing directors do not think they are obligated to oversee management. “Usually directors at least pretend to acknowledge their legal obligation to provide oversight of CEOs on behalf of shareholders,” said Nell Minow, who advises institutional investors on corporate governance issues at ValueEdge Advisors. “This acknowledgment…

Activists Urge Kroger to Remove Trump Appointee from the Board

The Louisville Courier-Journal reports that a DC-based activist group is objecting to the Kroger board’s selection of former Trump cabinet member Elaine Chao as a director: A Washington, D.C.-based progressive watchdog organization is paying for a mobile billboard this week in Cincinnati that urges the Kroger Co. to drop former U.S. Transportation Secretary Elaine Chao from its board…

Agenda – ISS Probes Boards’ Climate Risk Oversight

Proxy advisor Institutional Shareholder Services today said it is gathering views on the “minimum criteria for boards” in overseeing climate risk. Currently, the proxy advisor may issue adverse voting recommendations for director reelections if board members displayed “demonstrably poor risk oversight of environmental and social issues, including climate change.” It appears with this latest round…