Tag Archives | boards

As Amgen Pleads Guilty, Supervisors Remain Overextended

By Sonja Ryst, Financial Reporter Amgen Inc. (AMGN) pleaded guilty Tuesday to illegally marketing its anemia drug Aranesp, and agreed to pay $762 million in criminal penalties and settlements of whistle-blower lawsuits, media such as the New York Times reported. As this regulatory issue winds to a close for the Thousand Oaks, Calif.-based biotechnology company, Amgen’s senior [...]

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GMI Ratings Governance Issue | Morgan Stanley

Morgan Stanley (MS) said its co-president of institutional securities, Paul J. Taubman, will leave at year end, after which the other co-president Colm Kelleher will assume full responsibility for the division. As the New York financial services firm shuffles its senior managers, their board-level supervision remains above average in quality but leaves room for improvement. [...]

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GMI Ratings Governance Update | Netflix, Inc.

Netflix, Inc. has taken the controversial step of using a poison pill to fend off the activist investor Carl Icahn. The Los Gatos, California-based video subscription company’s latest move is another example of how shareholders will find it challenging to make its board accountable, as we had already warned. CEO Reed Hastings and his team [...]

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GMI Ratings Governance Issue | The Goldman Sachs Group, Inc.

The Goldman Sachs Group, Inc. (GS) announced the appointment of another independent director, Mark Edward Tucker, effective Nov. 5. But Goldman has much further to go on improving its corporate governance. Mr. Tucker isn’t the ideal candidate. As the CEO of AIA Group Ltd., the insurance company that American International Group Inc. (AIG) spun-off in [...]

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Director Polling and the Gender Gap

By Kimberly Gladman, CFA, Ph.D., Director of Research There’s a lot of discussion these days about political polls that show strong differences between men and women.  In the governance world, Heidrick and Struggles and Women Corporate Directors have brought us something similar with their recently released  2012 Board of Directors Survey.  The survey illuminates differences [...]

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GMI Ratings Governance Update | Navistar International Corp.

Avoiding a proxy fight with the activist investors Carl Icahn and Mark H. Rachesky, Navistar International Corp. (NAV) recently strengthened the supervision of its senior managers by replacing three board members.  But the truck and engine maker still has more work to do on its corporate governance. The former CEO Daniel C. Ustian and his team [...]

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GMI Ratings Governance Update | Avon Products, Inc.

Avon Products, Inc. (AVP)’s embattled former CEO Andrea Jung said she’ll step down as board chairman on December 31. The beauty company has taken several such moves toward restoring its credibility in recent months, and now has stronger corporate governance. While serving as both chairman and CEO, Ms. Jung came under fire for problems ranging [...]

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GMI Ratings Governance Issue | Chevron Corp.

Chevron Corp. (CVX) recently elected two directors to its board including a female chemical engineering professor named Alice P. Gast. Adding new faces will mostly strengthen the U.S.-based oil company’s management, although both Chevron’s recruits might struggle to find enough time to fulfill their duties and the board’s composition still has room for improvement. Three [...]

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GMI Governance Update | BP p.l.c. and OAO Rosneft

The media is buzzing about the possible sale of a stake in the Russian government-owned oil company OAO Rosneft to BP p.l.c. (BP). The U.K. oil giant might appoint a Russian director to its board, some reported in recent days. If the two companies do integrate, BP goes into the deal with better supervision of its [...]

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GMI Ratings Governance Issue | Foxconn Technology Group

After around 2,000 workers brawled at a Foxconn Technology Group dormitory, the Taiwanese electronics maker said it would close a plant in China on Monday, according to Reuters. Although the Apple product supplier continues coming under fire, the international disclosure about its corporate governance remains relatively murky, signaling that its global clients don’t require much [...]

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GMI Ratings Governance Issue | Cognizant Technology Solutions Corp.

Cognizant Technology Solutions Corp. (CTSH) has taken the positive step of adding to the diversity of its management, but the New Jersey outsourcing firm still has more room for improvement on its corporate governance. The company said September 18 that it elected Leo S. Mackay, Jr. to its board, which now has ten people. Cognizant [...]

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GMI Ratings Governance Issue | The McGraw-Hill Companies

The McGraw-Hill Companies said on Monday that Freddie Mac’s former CEO Charles E. “Ed” Haldeman Jr. has joined its board. Increasing the number of people supervising the New York information services provider is a step in the right direction, but McGraw-Hill’s managers could still do more toward safeguarding their investors’ best interest. McGraw-Hill’s board now [...]

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Grading directors by stock price

By Paul Hodgson – Chief Communications Officer In today’s Wall Street Journal, Joann Lublin, using research undertaken by GMI, has written and researched an article which highlights 12 directors who have served on the boards of at least two companies that have both outperformed their peers and the S&P 500 for at least the last [...]

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New FF post: Two Resources on Improving Boards

Check out Nell Minow's Founders' Forum post describing two new resources on improving corporate boards.  One is a new book aimed at CEOs – to persuade them to get the most out of the public company's most under-used asset, the board. The other a new study that provides a useful summary of best practice by [...]

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This Week in Risky Business – The Non-Independent Huntsman Director and Florida Declassifies Boards

In my Bnet column, Risky Business, there was good news and bad news about public company boards. Shareholder initiatives lead to de-classified boards Working with the American Corporate Governance Institute (ACGI), headed by Harvard Law School professor Lucian Bebchuk, the Florida State Board of Administration and the Nathan Cummings Foundation have persuaded thirteen companies to [...]

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When to Boot A Problem Director

  My latest column on Bnet asks what took so long for Rajat Gupta's fellow board members to oust him.  For two reasons, the public announcement of the insider trading allegations at Galleon should have triggered immediate action from every organization, and especially every public company, with which Gupta had a current or recent past [...]

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Who Can Fix Bank Boards?

I agree with Robert Pozen's diagnosis of the failures of bank boards in his WSJ op-ed.  But can't he do better in proposing a fix than suggesting intervention by regulators and activist investors?  In my latest Bnet column, I explain why the former head of Fidelity should look to his own company and its peers [...]

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The Real Mark Hurd Scandal at HP

Friday afternoon (as Michelle Leder noted, just seven seconds before the SEC stops accepting submissions at the end of the week), HP announced in a filing that their CEO, Mark Hurd, was leaving the company.  He had been one of the most successful CEOs of the past five years, creating billions in shareholder value and [...]

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Martin Lipton on Boards and “Aspirational Best Practices”

Legendary counsel to corporate insiders Martin Lipton spoke to the NYSE and CEO Peer Forum about "The Future of the Board of Directors" and his remarks are now available on Harvard's Corporate Forum on Corporate Governance and Finance website.  Lipton continues to show his deftness at redefining the questions to fit his answers.  He says [...]

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