This article describes the results of two surveys regarding the rise of shareholder activism.
In this article concerning corporate governance, questions are answered such as: What should executive directors know? What should outside directors know? What systems should they set up for better enterprise risk management? How can chairs create a balance against imperial CEOs? Can lead or senior directors create sufficient balance? Should most outside directors understand the business? How much time should they spend on the function? How independent must they be? What about diversity? Should their pay be lower? What are the stewardship responsibilities of shareholders?
This article outlines the issues that are likely to define the 2016 proxy season based on trends from the 2015 proxy season.
This study found that companies targeted for board representation by hedge fund activists demonstrated a boost in their short-term stock performance. The study also found that over the longer term, targeted companies showed a dramatic improvement after the intervention, for up to five years after a hedge fund activist obtains at least one board seat.
This article discusses the US Securities and Exchange Commission's (SEC) pay ratio disclosure rule, requiring public companies to compare the compensation of their chief executive officer to the median compensation of their other employees.
The Commission published this concept release to seek public comment regarding audit committee reporting requirements, with a focus on the audit committee’s reporting of its responsibilities with respect to its oversight of the independent auditor.
This article focuses on Boards that do not have directors with industry expertise who run the risk that shareholders will use proxy fights or proxy access proposals to run competing slates of directors.
This is a speech given by F. William McNabb III at a Lazard Asset Management’s 2015 Director Event “Shareholder Expectations: The New Paradigm for Directors.”
This article proposes a back-to-basics reconceptualization of what sound corporate governance means. It is based on three core principles-principles that reasonable people on all sides of the debate should be able to agree on once they have untethered from vested interests and staked-out positions.
This is the text of a letter sent by F. William McNabb III, Vanguard’s Chairman and CEO, to the independent leaders of the boards of directors of the Vanguard funds’ largest portfolio holdings.