Shareholder Proposals Shaking Up Shareholder Say

First, shareholder power related proposals in American companies are essentially closing the gap in substantive shareholder power that existed between the United States and Europe. In the past fifteen years, shareholders have successfully made proposals in individual American corporations to de-stagger the board, to elect directors by majority instead of plurality vote, to allow shareholders…

A Framework for Management and Board of Directors Consideration of ESG and Stakeholder Governance

From Marty Lipton — given his past support for using non-financial measures to insulate executives from accountability, we are skeptical. Nevertheless, nice to hear. Corporations that adopt stakeholder and ESG principles, with the implicit agreement of their shareholders achieved through active communication and engagement, will be best positioned to achieve sustainable growth over the long…

Redesigning Corporations: Incentives Matter

In the 21st century, capital is so much easier to raise that we should no longer have to sacrifice other public goods or the collective common interest in order to facilitate fund-raising. Our corporate laws should reflect this fact, but do not. With the “free” tailwind of today’s easy capital-raising, corporations have become massive in…

A Successful Season for SASB-Based Shareholder Resolutions

Timed to the 2020 Annual General Meeting (AGM) season, shareholder advocacy non-profit As You Sow filed seven shareholder resolutions, on behalf of individual proponents, that specifically requested material disclosure compliant with environmental and social corporate reporting standards published by the Sustainability Accounting Standards Board (SASB). SASB standards are explicitly designed to reflect financially material aspects…

So, Maybe Not So Much on the Stakeholder Commitment

Senate Majority Leader Mitch McConnell—following a lobbying offensive by the U.S. Chamber of Commerce—recently announced that Senate Republicans’ top COVID-19 response priority is sweeping corporate immunity legislation that would make it nearly impossible to sue corporations for COVID-19-related legal claims by workers, consumers, or patients. Corporate immunity could give employers a free pass to flout worker…

Should a Pension Fund Try to Change the World?

In a new case study, Harvard Business School professors Rebecca Henderson and George Serafeim discuss the efforts of Hiro Mizuno, CIO of GPIF, the Japanese Government Pension Investment Fund, one of the largest pools of capital in the world, to integrate Environmental, Social and Governance (ESG) issues into every aspect of GPIF’s portfolio. Mizuno believed the only way to…

Will the Banks Collapse? – The Atlantic

A very important piece by Frank Partnoy: American citizens are well aware of the toll [the pandemic] has taken on the economy: broken supply chains, record unemployment, failing small businesses. All of these factors are serious and could mire the United States in a deep, prolonged recession. But there’s another threat to the economy, too….