Executive Pay for Luck: New Evidence Over the Last 20 Years

Per the Wall Street Journal (May 17, 2019), when it comes to CEO compensation at big companies, “the best performers got big pay and big raises […], but the laggards didn’t do much worse.” The data underlying the central argument of that article pointed to a year-on-year rise in median compensation for S&P 500 CEOs…

SEC Comment Word Cloud

Columbia Law School’s Blue Sky Blog has mapped the comments on the SEC’s proposed rules on proxy advisors. This post offers a helpful tool, in the form of a computational textual analysis of the submitted comments to the proposed rule change. While by no means a substitute for deeper analysis, this type of computational analysis…

SEC’s proxy proposal: Who would benefit? – MSCI

Ric Marshall of MSCI writes: The SEC is considering a proposed rule that would curb the ability of small individual investors — so-called “nuisance investors” — to propose shareholder resolutions on corporate proxies. We found that many proposals authored by small individual investors won substantial support from 2015 through 2019. More than half of all…

Senators Tell the SEC to Withdraw the Proposed Proxy Rules

Senators Richard Durbin, Sherrod Brown, Brian Schatz, and Jack Reed have written to SEC Chairman Jay Clayton to object to the proposed rules on proxy advisors and proxy proposals in the strongest terms. The full letter is below. An excerpt: The SEC fails to make a credible argument that errors in proxy advisor reports justify…

Jupiter Backs Barclays Shareholder Resolution on Climate Change – Bloomberg

Jupiter Asset Management has thrown its weight behind a shareholder campaign urging Barclays Plc to set out how it will stop financing energy firms that don’t align with the Paris Agreement climate goals. The London-based fund manager joins around a dozen institutions including Amundi SA to back what supporters say is the first climate change…

Shareholder seeks reparations for slave-built railroad

A new category for ESG — the first-ever shareholder proposal calling for reparations from a company with a history of slave labor going back to the 19th century. In the first proposal of its kind, a shareholder is requesting a report from railroad company CSX on how it would go about paying reparations for the…

The Illusory Promise of Stakeholder Governance by Lucian A. Bebchuk and Roberto Tallarita

orporate purpose is now the focus of a fundamental and heated debate, with rapidly growing support for the proposition that corporations should move from shareholder value maximization to “stakeholder governance” and “stakeholder capitalism.” This Article critically examines the increasingly influential “stakeholderism” view, according to which corporate leaders should give weight not only to the interests…

ESG Performance and the Credit Markets

Joshua A. Feltman and Emily D. Johnson, Wachtell, Lipton, Rosen & Katz write: Over time, we expect companies to find their cost of capital more directly tied to their ESG risk, which firms are lining up to help investors evaluate. All of the major credit ratings agencies have signed onto the Principles for Responsible Investment…