Broc Romanek of the comprehensive, insightful, and influential Corporate Counsel was kind enough to talk to me about his thoughts on “say on pay.” What have shareholders learned from two years of “Say on Pay?” It obviously will depend on each shareholder but the main lesson is how to manage the enormous logistical nightmare of [...]
Archive | Shareholder Activism RSS feed for this section
Nell Minow Interviews Broc Romanek of The Corporate Counsel
July 19, 2012 in Executive Pay, Executive Pay: Say on Pay, Proxy Access, Proxy Voting, Shareholder Activism
Regulatory hurdles close doors of retail investor voting platform Moxy Vote
July 10, 2012 in Corporate Governance, Daily Viewpoint, News and Opinions, Proxy Voting, Regulation, Shareholder Activism
By Michelle Lamb — Senior Research Associate July 31 will be the last day of business for Moxy Vote, the online voting platform designed to help individual “retail” investors vote their shares. It was intended to level the playing field in the game of proxy voting – giving the small shareholder a quick, free means [...]
Shareholder Spring Comes to Japan… at least at Mizuho Financial Group
July 10, 2012 in Daily Viewpoint, News and Opinions, Shareholder Activism
By Nicholas Benes - Representative Director of The Board Director Training Institute of Japan This is the second part of a two-part blog. The Power of “Reasonable Proposals”: Mizuho Financial Group The best example of the potential for a positive and constructive feedback loop arising from “eminently reasonable” shareholder proposals in Japan was set by Mizuho [...]
Shareholder Spring Comes to Japan… at least at Mizuho Financial Group
July 9, 2012 in Daily Viewpoint, News and Opinions, Shareholder Activism
By Nicholas Benes – Representative Director of The Board Director Training Institute of Japan This is part one of a two-part blog posting by Mr. Benes about the Japanese shareholder spring and the latest surprise votes at the annual meeting of Mizuho Financial 2012 seems destined to go down in history as the year when “shareholder spring” [...]
“Shaping the Future” with the Council of Institutional Investors
April 2, 2012 in Boards, Corporate Governance, Disclosure, Environmental Issues, Financial Crisis, Shareholder Activism
The Washington D.C. spring meeting of the Council of Institutional Investors missed the cherry blossoms this year — they were unseasonably early this year and bloomed mid-March. But it did not miss much else, with a full, illuminating, sometimes galvanizing series of presentations and meetings. I was honored to be invited to speak to a [...]
MGM Resorts a Real Crapshoot
March 22, 2012 in CEO Pay, Corporate Governance, ESG Ratings & Research, Executive Pay, GMI News, Shareholder Activism
By Greg Ruel – Research Associate MGM Resorts International (MGM) is being added to our Risk List due to concerns regarding the quality of its board and compensation policy, its accounting transparency, and its business ethics. Most notably, the company’s key partner in Macau, China is Hong Kong businesswoman Pansy Ho. MGM has maintained a [...]
Yahoo!’s Dissident Shareholder Woes
February 16, 2012 in Daily Viewpoint, Shareholder Activism
By Beth Young – Senior Research Associate Yahoo, its efforts to sell its Asian assets reportedly stalled, is facing another challenge: Hedge fund Third Point is making good on its promise to put up dissident candidates for the company’s board. In a February 14th 13-D filing (Third Point has not yet filed a proxy statement), [...]
HBS on Sustainability Culture
January 3, 2012 in Corporate Governance, Environmental Issues, Shareholder Activism
Kimberly Gladman, Director of Research and Risk Analytics In a working paper from Harvard Business School, Professors Bob Eccles, Ioannis Ioannou and George Serafeim provide fascinating new research on corporate sustainability. The authors began by identifying companies that disclosed a set of environmental and social policies in 2003-2005. They then conducted over 200 interviews with [...]
Not the News Corp News
October 24, 2011 in Shareholder Activism
By Paul Hodgson – CCO and Senior Research Associate An early entry in our Louis “I’m shocked… shocked to find that gambling is going on here” Renault Weekly Competition is the news that all News Corp’s directors were re-elected and that the management Say on Pay proposal was passed. The 8-K making this shocking announcement [...]
Successful Activism Dismantles US Takeover Defenses
June 23, 2011 in Shareholder Activism
By Beth Young – Senior Research Associate An analysis of 2011 shareholder proposals shows companies yielding to activist pressure on takeover defenses. Since 2009, the prevalence of classified boards and poison pills in the S&P 500 has declined; the number of companies that deny their shareholders the right to call a special meeting has also [...]
Professor Bainbridge is Right on 14-a-8
February 20, 2011 in Shareholder Activism
I have disagreed with Professor Stephen Bainbridge often in the past, so it is a particular pleasure to have an opportunity to side with him on his suggestion for a better approach to shareholder proposals, which must be included in the company's proxy statement if they meet certain criteria specified in Rule 14-a-8. The current [...]
Shareholder Activism at Denny’s: No Grand Slam
May 21, 2010 in Shareholder Activism
UPDATE About two months ago, I blogged on how Denny’s had become a target of certain activist investors looking to right a fledging American franchise. A proxy fight was mounted by The “Committee to Enhance Denny’s”, a group of investors who collectively account for about 6.5% of Denny’s common stock. Fed up with Denny’s losing [...]
Jack Bogle on “The Silence of the Funds”
May 19, 2010 in Shareholder Activism
At the CFA Institute conference in Boston this morning, Jack Bogle spoke passionately of the need for institutional money mangers–most of whom, he says, now manage both mutual fund and pension assets–to increase their attention to corporate governance. Decrying "the silence of the funds," he noted that no mutual fund company has ever filed a [...]
Enhancing Denny’s Three Directors At A Time
March 11, 2010 in Shareholder Activism
A group of activist investors are mounting a proxy fight against the national restaurant chain in an effort to shake up the board and company management. A group calling themselves the “committee to enhance Denny’s”, who collectively own 6.5% of Denny’s shares, are irked by more than just the lagging share price. Namely, that Denny’s [...]