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The week in GRC: DoJ appoints first AI officer and full appeals court to consider challenge to Nasdaq board diversity rule
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that a challenge by conservative groups to a Nasdaq rule requiring companies to disclose board diversity or lack thereof will be reconsidered by the 5th US Circuit Court of Appeals after an earlier panel of the court upheld the requirement. The rule approved by the SEC in August 2021 requires companies listed on Nasdaq to have one director who identifies as female, a member of an under-represented racial or ethnic minority or LGBTQ+ designation or explain why they do not. More than two thirds of…
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Early filers showing variety in new 10K cyber-disclosures
SEC rules came into effect at the start of 2024 Companies that are among the first to file their Form 10Ks under new SEC cyber-security rules are taking different approaches as governance professionals seek the best ways to comply. An analysis by DragonGC of filings from almost 30 large public companies shows that although some commonalities are emerging in terms of new disclosures, there are frequent differences in specificities and the degree of detail firms are including in the forms. The analysis is based on filings made between the start of 2024, when the rules went into force, and earlier…
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HPE appoints new general counsel
David Antczak is a company veteran Hewlett Packard Enterprise (HPE) has appointed David Antczak as its new senior vice president, general counsel and corporate secretary, following the recent departure of Rishi Varma to Cargill. Antczak is named in his new role in HPE’s 2024 proxy statement, filed earlier this month. According to his LinkedIn profile, he has been with the company for almost nine years and before that was with HP for more than four years before the two companies were separated. Most recently Antczak was head of HPE’s global workplace organization, a role in which he was responsible for…
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ESG scrutiny: Mighty Earth campaign group shares approach to weeding out greenwashing
Global climate group in IPO spotlight with campaign against JBS listing talks ‘perfect storms’ and CEO letter campaigns Blue-chip companies spend big bucks on social programs. Apple, for example, recently increased the budget for its diversity program alone from $100 mn to $200 mn, while Mercedes Group spent €97 mn ($104 mn) on trainingin 2023, up from €93 mn the year before. The areas normally included under the S pillar of ESG are quite broad and people-oriented but can be divided into company internal and external projects. Internal Cyber-security Diversity Ethics Health & safety Human rights Innovation Recruiting Supply chains…
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Which social numbers really matter to investors?
Listed companies spend a lot on social programs, but what do shareholders care about? William Cox discusses Public companies are under increasing scrutiny over their ESG claims. Around the world, investors, regulators, politicians, campaign groups, protesters and a host of sometimes unlikely stakeholders are voicing their concerns over the climate crisis, human rights, supply-chain management and more. As the world passes a stark milestone – with global warming exceeding 1.5ºC across an entire year for the first time, according to the EU’s climate service – Governance Intelligence sister publication IR Magazine hears from Glenn Hurowitz, CEO of Mighty Earth, about…
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The week in GRC: JPMorgan and State Street exit CA100+ and Gensler says SEC crafting climate rule that holds up in court
This week’s governance, compliance and risk-management stories from around the web – CNBC reported that a US judge in a court filing ordered that Tesla and SpaceX CEO Elon Musk must testify in a probe by the SEC into his 2022 acquisition of Twitter. The SEC is investigating whether Musk, or anyone else, committed securities fraud in 2022 as he began buying stock in Twitter and building a stake ahead of his leveraged buyout of the social media company. In the order, federal magistrate judge Laurel Beeler wrote that although Musk and his legal team argued the SEC’s subpoena in…
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HF Sinclair general counsel to move on
Vaishali Bhatia to resign next month for a new role Vaishali Bhatia, executive vice president, general counsel and corporate secretary of HF Sinclair Corporation, is stepping down next month. According to an SEC filing, Bhatia told the company’s board she will resign, effective March 15, 2024, to pursue another opportunity. The filing states that Bhatia’s resignation is not the result of any disagreement with the company or the board. HF Sinclair Corporation was created in March 2022 as the new parent company of HollyFrontier Corporation and Holly Energy Partners. HF Sinclair completed the acquisition of Holly Energy Partners last December.…
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How to keep track of organizations in a time of global growth and regulatory dynamics
Governance Intelligence Webinar dives into complicated world of entity management How can governance professionals keep track of an increasingly complex organization amid rapid expansion, acquisitions and other transactions? This was the focus of a recent Governance Intelligence Webinar titled ‘How to navigate global growth, regulatory dynamics and professional partnerships’, held in association with Athennian. A panel of experienced professionals discussed the challenges of global expansion, whether through entering a new jurisdiction or by expanding your organization’s presence via its existing subsidiaries. Gregg Mazzetti, senior director of global governance at Salesforce, was well placed to discuss these challenges after his company…
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Neiman Marcus promotes CCO to legal chief role
Tom Mattei joined the luxury retail company in 2020 The National Association of Corporate Directors (NACD) has raised concerns over plans to implement corporate governance guidelines for a range of banks that it says may impact boards outside the industry. The Federal Deposit Insurance Corporation (FDIC) has proposed guidelines that would ‘establish standards’ for corporate governance and risk management that would apply to non-member banks – those that are not members of the US Federal Reserve System, usually state-chartered banks – and others such as state-licensed insured branches of foreign banks with consolidated assets of $10 bn or more. The…
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NACD raises concerns over bank governance proposal
FDIC plans could set precedents ‘for sectors beyond banking’, director group warns Neiman Marcus Group (NMG) has promoted Tom Mattei to become chief legal officer (CLO) and corporate secretary. In his new role, Mattei oversees corporate governance matters, strategic legal and risk-related initiatives and loss prevention in addition to his existing responsibilities as the company’s chief compliance officer (CCO). He continues to report to CEO Geoffroy van Raemdonck. Mattei joined NMG in 2020 as assistant general counsel and assistant corporate secretary before becoming deputy general counsel for corporate, assistant corporate secretary and CCO last year. According to NMG, he has…