Even CEOs are starting to get squeezed by the economic realities of this pandemic. But compared to their employees, a growing number of critics still say it’s not nearly enough. So far, top executives of many major U.S. corporations—including some at the very epicenter of the crisis—have mostly held on to their outsize pay packages…
ESG: Do Fund Managers Practice What They Preach?
Segal Marco Advisors requested its top 100 managers by assets complete a questionnaire of the firm’s internal Evnvironmental, Social and Governance (ESG) policies and practices. The survey’s 24 questions focused on the practices of the firm, not of the underlying investments. The range of questions included measures like employee tenure and development programs and claims…
Citing Thin Board Record: Delaware Court of Chancery Again Sustains Oversight Claim
A rare case of finding a board vulnerable to a liability claim: The Delaware Court of Chancery has sustained another Caremark claim, pointing to the absence of documents produced in response to a stockholder’s inspection demand as evidence that the directors “face a substantial likelihood of liability” for “failing to act in good faith to…
Nuns revolt over virtual AGM snafus
Earlier this week, more than 37 per cent of investors voted against Standard Life Aberdeen’s proposal to convene future shareholder meetings remotely, marking the first significant revolt against a virtual shareholder meeting by a UK company this year. In the US, the Interfaith Center on Corporate Responsibility, whose members include frequent shareholder proposal filers such…
ESG Outperformance Due to Supply Chain Risk Management
Why have companies with good ESG ratings outperformed in the recent crisis? That is a question many investors are asking now. And on Wednesday Tensie Whelan of NYU Stern Center for Sustainable Business had an interesting new answer to offer: supply chains. Speaking with Paul Polman (head of Imagine), Chris Pinney (founder of High Meadows)…
Hertz (HTZ) Seeks $70M in Clawbacks Tied to Accounting Scandal – Bloomberg
Hertz Global Holdings Inc. is demanding that ex-Chief Executive Officer Mark Frissora and other former senior managers return at least $70 million of incentive compensation for their roles in an accounting scandal five years ago. Mark FrissoraPhotographer: Andrew Harrer/Bloomberg The car-rental chain accused the former executives of pressuring employees to use fraudulent accounting techniques to…
NewsGuild appeal to Tribune shareholders shines light on Alden’s downsizing, shrinking finances – DFM Workers
Saying it is “alarmed and concerned,” The NewsGuild has launched a proxy campaign to Tribune Publishing shareholders that raises questions about the shrinking assets of Alden Global Capital, the hedge fund owner of rival newspaper chain MNG Enterprises. The Guild, which represents news workers at more than a dozen Alden-owned papers, filed the letter with…
Nell Minow on Compliance & Corporate Governance in the Time of COVID-19 [Podcast] – The Compliance and Ethics Blog
ValueEdge Advisors Vice Chair Nell Minow appeared on Adam Turteltaub’s podcast to talk about the challenges of COVID-19 and its economic impact for corporate compliance. Companies are struggling to survive and boards are stretched beyond belief. So how do you get the governing team to focus on compliance? According to Nell Minow — dubbed the…
The Insidious Vocabulary of CEO Compensation
As you can imagine, a lot of energy and creativity is going into figuring out how to make sure executives do not lose their bonuses because of COVID-19 economic uncertainty. We are watching this closely as it subverts the entire concept of incentive compensation if it is all upside and no downside. Incentive compensation is…
Supplemental Comments on SEC Proposed Rules: Proxy Advisors and Shareholder Proposals
ValueEdge Advisors has submitted two more supplemental comments on the SEC’s proposed rules on proxy advisory firms and shareholder proposals. We are grateful to James McRitchie for giving us permission to include his excellent research on the support for governance-related shareholder proposals. The full text of both comments are linked below. SEC supplemental comment on…
